James E. Heard Chief Executive Officer of Institutional Shareholder Services, Inc.

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1 James E. Heard Chief Executive Officer of Institutional Shareholder Services, Inc. Based in Rockville, MD, ISS advises more than 700 major institutional investors on corporate governance and proxy voting issues. Mr. Heard previously served as Chief Executive Officer of The Proxy Monitor, Inc., which acquired ISS in July Mr. Heard has more than 25 years of experience working with institutional investors on corporate governance issues. He has also served as an adjunct professor at Georgetown University s School of Business and as a member of a number of national blue ribbon commissions on corporate governance sponsored by the National Association of Corporate Directors. Mr. Heard is a graduate of Harvard College and the George Washington University Law School and a member of the Bar Association of the District of Columbia.

2 Jack Russi Regional Managing Partner Northern California & Hawaii Deloitte & Touche Jack Russi has more than 18 years of professional experience with the firm. He is responsible for developing and implementing the practice s strategic account management structure and its Business Development Center. He has extensive experience with mergers and acquisitions and initial public offerings and has led projects in many areas of operations including feasibility, internal controls, cash management improvement and purchasing controls. He sits on Deloitte & Touche s National Management Committee, the National Strategy Committee for Consumer Business, its Innovation and Venture Board, and has been active in the firm s Technology Communications initiative.

3 Jon A. Woodruff Managing Director Goldman, Sachs & Co Jon Woodruff is a Managing Director in the High Technology Group at Goldman, Sachs & Co. in its Menlo Park office, and is the Co-Head of the Goldman Technology Group s M&A practice. Having begun his career in investment banking in 1986, he joined Goldman Sachs in 1993 in Mergers and Acquisitions. Jon has been involved with many of Goldman s leading technology, media and entertainment clients including Cisco, Yahoo!, Cadence Design Systems, The Sabre Group, The Walt Disney Company, Electronic Arts, Exodus Communications and the Los Angeles Dodgers. Jon holds an MBA degree from Harvard Business School (1993) and an AB degree from Harvard University (1984).

4 Joseph A. Grundfest W.A. Franke Professor of Law and Business Stanford Law School Joseph A. Grundfest joined Stanford s faculty in 1990 after serving for more than four years as a commissioner of the U.S. Securities and Exchange Commission. Professor Grundfest s scholarship in the areas of corporate law, securities regulation, and litigation has been published in the Harvard, Yale, and Stanford Law Reviews. The National Law Journal recognizes him as among the nation s 100 most influential attorneys, and California Lawyer lists him as among the top ten lawyers in California. Prior to joining the SEC, he served as counsel and senior economist for legal and regulatory matters on the President s Council of Economic Advisors. He has also practiced law with Wilmer, Cutler & Pickering and served as an economist with the Brookings Institution and the RAND Corporation. Professor Grundfest is founder and director of Directors College at Stanford Law School, principal investigator for Stanford Law School s Securities Litigation Clearinghouse, and director of the George R. Roberts Program in Law, Business and Corporate Governance at Stanford Law School. He has served on the New York Stock Exchange s Legal Advisory Board, the Nasdaq Legal Advisory Committee, and a rules committee of the United States District Court for the Northern District of California. He has been elected to membership in the American Law Institute, selected as a National Fellow by the Hoover Institution, and awarded a John M. Olin Faculty Fellowship. He is an adjunct scholar of the American Enterprise Institute and is admitted to practice in California and in the District of Columbia. Professor Grundfest has twice received Stanford s John Bingham Hurlbut Award for Excellence in Teaching, as well as the Associated Students of Stanford University award as the best professor at the Stanford law, business, and medical schools. He is a cofounder (with William F. Sharpe, 1990 Nobel Laureate in economics) and director of Financial Engines, Inc., and a director of Oracle Corporation. Professor Grundfest received a BA in economics from Yale University in 1973 and completed the MSc program in mathematical economics and econometics at the London School of Economics in 1972 (no degree awarded). He earned a JD in 1978 from Stanford, where he also completed all requirements for a doctorate in economics but for the dissertation.

5 Kayla J. Gillan Member, Public Company Accounting Oversight Board Former General Counsel, CalPERS In October 2002 Kayla Gillan was appointed by the Securities and Exchange Commission as one of five founding members of the Public Company Accounting Oversight Board (PCAOB). Prior to this appointment, Ms. Gillan served for six years as General Counsel for the California Public Employees Retirement System (CalPERS). In total, Ms. Gillan spent 16 years at CalPERS, including six as Deputy General Counsel. She is an expert in public pension, trust, and securities law. Ms. Gillan is a frequent speaker throughout the United States on issues affecting institutional investors. She is a past member of the Legal Advisory Committee to the New York Stock Exchange, as well as the board of the National Association of Public Pension Attorneys where she also served as co-chair of the Investment Section. In 1998, The National Law Journal named her as one of The 50 Top Women Lawyers in the country. In 1995, the same publication chose her as one of the top 40 Under 40 attorneys in the nation. Ms. Gillan received her Bachelor of Arts degree in 1981 from California State University at Sacramento, where she graduated with honors. She received her juris doctor degree in 1984 from the University of California at Davis School of Law, where she received the American Jurisprudence Award for Conflict of Laws. She was admitted to the California State Bar in 1984.

6 Mark Kvamme Partner, Sequoia Capital Mark Kvamme is a partner at Sequoia Capital, one of Silicon Valley's oldest and most respected venture capital funds, where he focuses on services and software investments. He is currently a Director of IronHide, Bang Networks, EMN8, Cerisent, Sawyer Media and Harmonic Communications. Mark is also an outside Director and member of the Audit Committee of Macromedia (MACR). Prior to joining Sequoia Capital in 1999, Mark was Chairman of USWeb/CKS and Chairman and CEO of CKS Group prior to the merger with USWeb. Earlier in his career Mark was a Director of International Marketing for Wyse Technology, the President and CEO of International Solutions, and was a founding member of Apple Finance. Mark has a B.A. in French Economics and Literature from the University of California at Berkeley.