A.O. Smith Corp.

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Dr. Wilfried Brouwer joined A. O. Smith in March 2009 and was named Senior Vice President-Asia and President of A. O. Smith ( China) Investment Co., Ltd. on June 1. He is responsible for the strategic direction of the company's business operations in Asia including five wholly owned manufacturing operations and one joint venture in China and a new water heater business in India. In addition, Wilfried also oversees business development activities throughout Asia. Wilfried joined A. O. Smith from Akzo Nobel, a multinational manufacturer of paints, coatings, and specialty chemicals with headquarters in Amsterdam. He held a number of positions during his 24 years with Akzo Nobel including 12 years working in China and Asia. From 2005 until 2008, he was vice president of Akzo Nobel's Decorative Coatings Asia Pacific business unit, where he had full profit and loss responsibility for the unit which includes six manufacturing plants throughout Asia. Most recently, Wilfried served as executive project leader for Ningbo Projects. Wilfried earned a bachelor's degree and master's degree in chemistry from Utrecht University in the Netherlands. He received a PhD in chemistry from Eindhoven University of Technology in the Netherlands in 1984. In 1995, he received an MBA degree from Pace University, New York, N.Y.

Mr. Current has been a director of our Company since July, 2007. He is a member of the Audit Committee of the Board. Mr. Current was appointed vice president corporate affairs and assistant to the chief executive officer of Northwestern Mutual Life Insurance Company in 2007. He served as vice president of policyowner services from 2006 to 2007 and as an executive officer from 2004 through the present. He joined Northwestern Mutual Life Insurance Company as vice president, corporate planning in 2003. Prior to joining Northwestern Mutual Life Insurance Company, he was vice president and chief marketing officer of Lincoln Financial Group from 1995 to 2003. Prior to Lincoln Financial, Mr. Current served from 1987 to 1995 as vice president at Citibank, North America, in a variety of operations and marketing management positions. Northwestern Mutual Life Insurance Company is the nation’s largest direct provider of individual life insurance.

One of C. J. Smith's four sons, Arthur Oliver Smith trained as an architect and joined a firm in Chicago. In 1895, he was called on to design a new five-story factory for the fast-growing C. J. Smith & Sons bicycle business. Two years later, he joined the family business as Treasurer. When the company sold the bicycle business in 1899, A. O. Smith stayed on as general manager of the Milwaukee works. It was at that time that he became intrigued with the new automobile and began to experiment with a lighter, less costly steel car frame. In 1902, he sold his first frames to the Peerless Motor Car Company, and one year later, began supplying frames to Cadillac. The next year, he and several other stockholders formed A. O. Smith Company in Milwaukee. In 1906, Henry Ford came to Milwaukee, wanting 10,000 frames for his Model K touring car. A. O. and his team were able to adapt their manufacturing methods, creating the world's first car frame assembly line, and by 1910, A. O. Smith was the largest frame manufacturer in the U. S.

Born in England, Charles Jeremiah (C. J.) Smith showed mechanical aptitude at an early age and was apprenticed to Maudsley, Sons, and Field, one of Great Britain's leading manufacturers of marine engines. There, C. J. absorbed the latest mechanical thinking of the era and brought that knowledge with him when he immigrated to America in 1843. After a number of years with the railroad, C. J. started a machinist's business in Milwaukee in 1874. He made a wide variety of metal products, including parts for baby carriages and shoemaker's lasts. In the early 1890s, C. J. and his sons began making components for bicycles, and by 1895, C. J. Smith & Sons was the nation's largest manufacturer of bicycle parts. The company eventually sold that portion of the business to the Federal Bicycle Corporation of America and C. J. retired from the day-to-day affairs of the company in 1899.

From 1913 until 1944, one man personified A. O. Smith Corporation, Lloyd Raymond (L. R.) Smith. He was introduced to the business early, carrying water to the laborers building C. J. Smith & Son's new bicycle parts plant. He joined the company in 1905 and became president when his father died in 1913. L. R. Smith believed deeply in the power of engineering and technology, and the achievements that took place during his tenure were historic. In 1921, he unveiled "the Mechanical Marvel," the world's first automated automobile frame production line, capable of producing 10,000 frames a day with just 181 employees. He used the company's proprietary knowledge of welding to introduce welded steel pressure vessels for the oil refining and chemical industries and welded large-diameter line pipe for the oil and natural gas industries. In 1933, the company began using a process to fuse glass to steel to manufacture large glass-lined brewery tanks, and three years later patented the process to manufacture glass-lined residential water heater tanks. He continued to guide the business through the Great Depression and into World War II, a time in which the company demonstrated its manufacturing prowess with a wide range of products for the Allied war effort.

Mr. Wulf is Senior Vice President and Chief Financial Officer of the Company. He has been Senior Vice President since 2006 and Chief Financial Officer since 2002. He previously was Vice President, Treasurer and Chief Financial Officer from 2002 to 2006, Vice President and Controller from 1998 to 2002 and Vice President and Assistant Controller from 1997 to 1998. From 1975 to 1997, he held various financial positions within the Company. Mr. Wulf is also a director of A. O. Smith Corporation.

Kathleen J. Hempel was elected a director of Whirlpool Corporation in June 1994. She is a member of the corporate governance & nominating committee and the finance committee of the board of directors. Hempel is the former vice chairman and chief financial officer of Fort Howard Corporation. Hempel joined Fort Howard in 1973 and served as vice president – human resources, executive vice president, and senior executive vice president prior to the 1997 merger with James River Corp. to form Fort James Corporation. She had been a member of Fort Howard's board of directors since 1979 until the 1997 merger. Hempel graduated from the University of Wisconsin, Stevens Point, in 1972 with a Bachelor of Science Degree in Business Administration. She earned her MBA from Arizona State University in Tempe in 1984. Hempel currently is a member of the board of directors of Oshkosh Truck Corporation. Hempel served a gubernatorial appointment to the University of Wisconsin System Board of Regents, is a past member of the board of directors of the National Association of Manufacturers, and is a past member of the American Forest and Paper Association's Tissue Division Board.

Mr. Smith has been a director of the Company since 2001. He is a member of the Audit Committee of the Board. He has served as a product business manager for Strattec Security Corporation since 1997. Strattec Security Corporation designs, develops, manufactures and markets mechanical locks, electro-mechanical locks and related security products for major automotive manufacturers. Mr. Smith is a first cousin of Mr. Bruce M. Smith, also a director of the Company. Mr. Arthur O. Smith, III, brother of director Mark D. Smith, is a long-standing employee of the Company employed in a non-executive capacity as Manager of Business Analysis at A. O. Smith Electrical Products Company.

Rae Bell was the first non-family member to head A. O. Smith, becoming chairman immediately following the death of L. R. Smith. He joined the company in 1921 in purchasing. As a Vice President, he was instrumental in helping the business survive the Great Depression, working with William C. Heath to find ways to cut costs during the worst economic times in U. S. history. A master at working with people, Rae also helped oversee the war effort, using A. O. Smith's mass production skills to produce millions of bomb casings, torpedo flasks, landing gear, and other equipment. After the war, he oversaw the company's expansion into water heaters, electric motors, and a wide range of other products.

Mr. Brown is Chairman, President and Chief Executive Officer of the Company. He has served as Chairman and Chief Executive Officer since June 2001. Prior thereto, he was President and Chief Operating Officer from September 1999 to June 2001. He is a director of A.O. Smith Corporation. Mr. Brown is a Company Director.

Thomas I. "Tom" Dolan became Chairman and Chief Executive Officer of A. O. Smith during one of the most difficult times in its history and helped steer the company through the challenges of recession and foreign competition. Tom joined A. O. Smith in 1980 after more than 30 years in the appliance industry. As a Senior Vice President, he was responsible for the company's water heater and agricultural divisions, and the next year, he was named head of all product divisions. He was elected President and a member of the Board of Directors in 1982 and two years later, succeeded Ted Smith as Chairman and Chief Executive Officer. During his tenure, the company made two major acquisitions and began the first of its electric motor and water heater operations in Mexico. He retired in 1992 and remained a member of the Board of Directors until 1996.