Fluor Corp.

Bruce A. Stanski serves as group president for Fluor Corporation where he leads the company's Government Group (FGG). In this role, Stanski leads the sales and delivery of value-added services to government agencies including the United States Departments of Defense, Energy, State, and Homeland Security and the United Kingdom's Nuclear Decommissioning Authority. He joined Fluor in March 2009. Prior to joining Fluor, Stanski was president of Kellogg, Brown and Root's (KBR) Government and Infrastructure (G&I) division since 2007. As president of G&I, Mr. Stanski oversaw all aspects of G&I's global government services and infrastructure operations and had ventures in Europe, Africa, the Middle East and Asia Pacific regions. He was responsible for more than $7 billion in annual revenue from contracts with U.S. and international governments. Stanski's career with KBR began in 1995. While at KBR, he held various positions with progressive responsibility. While with KBR, Stanski served as senior vice president and chief financial officer, overseeing the tax, treasury, accounting, information technologies, and real estate services departments. He also was vice president of Strategic Planning and vice president of Shared Services. Before joining KBR, Mr. Stanski held management and director positions at companies such as Westinghouse Electric Corporation and Sygnetron Protection Systems. His accomplishments included the restructuring of finance and administrative functions to be aligned more closely with organizational strategies, as well as maximizing workforce cost effectiveness at foreign subsidiaries. In addition to his industry career, between 1988 and 1995, Mr. Stanski designed and taught courses in federal government accounting, finance, contracting, and administration in the master's program of The Johns Hopkins University. Mr. Stanski received a Bachelor of Science degree from Towson University and a Master of Administrative Science degree from The Johns Hopkins University.

Dave Dunning serves as group president of Fluor's Power Group, responsible for the company's activities in the global fossil-fueled, plant betterment, nuclear generation, and renewables industries. Dunning most recently served as senior vice president of sales, marketing, and strategic planning for Fluor's global Power business. He has more than 35 years of direct Power industry experience including 32 years of service with Fluor. Dunning previously served in executive sales and marketing capacities, including as senior vice president for sales, marketing, and strategic planning for the Duke/Fluor Daniel partnership; sales director for Fluor's Operations & Maintenance division; sales director for the Northeast region; and sales manager for Fluor's East Coast sales. Dunning has nuclear power experience in engineering, field supervision, quality inspection, and quality assurance. Dunning has served as the chairman of Fluor's Corporate Sales Board and is active in a variety of organizations. He is a member of the Foundation Board for East Stroudsburg University, and is on the Board of Directors for Powerspan. He has a B.S. from East Stroudsburg University in Pennsylvania and has completed executive education training programs at Harvard and the University of Pennsylvania's Wharton School.

David E. Constable serves as Fluor Corporation's group president of Project Operations, where he is responsible for the newly created, multi-functional entity that serves Fluor's core business groups and includes information technology; procurement; health, safety & environmental (HSE); security; project execution services; construction; and project risk management. Prior to his current position, Constable served as group president of Fluor's Power business heading up the company's activities in the global fossil-fuel and nuclear generation industries. He also had management oversight responsibility for Fluor's Corporate Sales Board. Constable has also served as senior vice president of Sales for Fluor's Energy & Chemicals group, supporting clients in the oil, gas, power, and chemicals industries. During his tenure with Fluor, Constable has led two other Fluor businesses and had management roles in both Operations and Sales in Canada, the United States, South America, and Europe. He served as president of Fluor's Operations & Maintenance and Telecommunications business lines. He also held the positions of vice president of Fluor's Europe, Africa, and Middle East region; executive director for the hydrocarbon industry in North America; and the mining industry in South America. Active in a variety of professional and civic organizations, Constable is a member of the American Petroleum Institute, the Institute of Petroleum and the United States Energy Association and sits on the board of the U.S.-China Business Council. He also is an Executive Board Member of the Boy Scouts of America. Constable is a member of the company's Executive Development Board, Compliance and Ethics Committee, and sits on the Board of Trustees of the Fluor Foundation. Constable graduated from the University of Alberta with a degree in civil engineering and is a registered professional engineer. He is a graduate of Thunderbird University's International Management Program and Wharton Business School's Advanced Management Program.

David Seaton serves as senior group president over Fluor Corporation's Energy & Chemicals, Power, and Government business groups, In addition, he is responsible for Fluor's activities in China and the Middle East. Prior to assuming his current role, he served as group president of Energy & Chemicals for Fluor Corporation, responsible for the company's global business activities in the upstream, downstream, pipeline, offshore, gas processing, oil and gas production, chemicals, integrated petrochemical, polysilicon, and petroleum refining industries including ICA Fluor, the company's joint venture in Mexico. Seaton has also served as senior vice president and group executive for Fluor's global corporate sales function and had geographic responsibility for the Middle East. Other recent responsibilities have included senior vice president of Fluor's Chemicals business line, championing Fluor's development activities and long-term strategy for Iraq, as well as leading a major corporate cost-efficiency initiative. Since joining Fluor in 1984, Seaton has held numerous positions in both operations and sales in the United States, Europe, and the Middle East, including vice president and managing director of Fluor Arabia Ltd., the company's joint venture in Saudi Arabia; and management positions in the pulp and paper industry, mining, metals, and manufacturing industries. Seaton is a board member of Fluor Arabia Ltd and the Fluor Foundation - the company's philanthropic organization. He is also a member of Fluor's Executive Development Forum, Global Benefits Committee, and Compliance and Ethics Committee. Active in many business organizations, Seaton serves on the Coordinating Committee on Oil & Gas for the National Petroleum Council (NPC) and is a board member of the American Petroleum Institute (API) and the U.S. Saudi Arabian Business Council. Seaton holds a bachelor's degree from the University of South Carolina. He completed the Advanced Management Program at the Wharton School of Business and Thunderbird University's International Management Program.

Dwayne Wilson is group president of Fluor Corporation's Industrial & Infrastructure Group, where he is responsible for diverse markets, including infrastructure, telecommunications, mining, transportation, life sciences, heavy manufacturing, advanced technology, microelectronics, commercial, institutional, health care, water, and alternative power. Wilson has been with Fluor since 1980. Previously he was senior vice president and general manager of Fluor's Mining & Metals business line, and was responsible for leading the company's worldwide involvement in the mining industry. Wilson has served as president of the Commercial & Institutional business line overseeing markets including hospitality, educational, hospitals, office buildings, and selected governmental facilities. Prior to that, Wilson served as vice president, executive director for the offices of the chairman and chief operating officer. With extensive industry experience, Wilson has directed the successful completion of projects in the manufacturing, government, energy, and power industries. As a vice president of Fluor's Manufacturing & Life Sciences group, he was responsible for multiple business lines in the food and beverage, metals, consumer products, and general manufacturing industries. His project management experience includes leading a multinational consortium responsible for the engineering, design, construction, and startup of a paper facility, program director for a nationwide modernization program for the U.S. Department of Commerce, and project manager for a power generation project. In 2007, Wilson was named one of the "Most Important Blacks in Technology" at the 2007 Black Engineer of the Year Awards Conference. Wilson graduated from Loyola Marymount University in Los Angeles with a bachelor's degree in civil engineering. He has completed graduate courses at Dartmouth's Tuck School of Business Management and Thunderbird Graduate School of International Management. He serves as a trustee of the Fluor Foundation and is past chairman of the Engineering and Construction Contracting Association.

James C. Stein, 57, is president and chief executive officer of Fluor Global Services. He began his career at Fluor in 1964 and was named vice president of the Industrial Group in 1982. He received subsequent promotions, becoming group president of Diversified Services in 1994 when the group was formed. From 1997 to 1999, he served as president and chief operating officer of Fluor Daniel. He is a member of the U.S. Chamber of Commerce, the Business Roundtable Construction Committee and the University of California at Irvine, Graduate School of Management. He is a jury member for the Construction Innovation Forum, Construction Users Roundtable, and Center for Corporate Innovation. (1997) Years in parentheses indicate the year each director was elected to the board. Except as indicated, all positions are with the company. Numbers in parentheses indicate membership on board committees as referenced on previous page.

Peter Oosterveer is group president of Fluor's Energy & Chemicals Group responsible for global business development and operations in the upstream and downstream oil and gas markets and all chemicals and petrochemicals industries. A 20-year Fluor veteran, Oosterveer previously served as senior vice president of the firm's global chemicals and petrochemicals business. In this role, Oosterveer most recently led Fluor to become the world's leading engineering, procurement and construction firm for polysilicon capital projects. Oosterveer has deep international client and project expertise in the energy and chemicals industries with previous executive stints managing Fluor's chemicals operations for Europe, Africa, and the Middle East. His duties included business development and sales as well as direct profit-loss responsibility. Prior to that, Oosterveer was managing director of the Dutch operations of Fluor, including the Haarlem office. Oosterveer also previously managed Fluor's operations center in Bergen op Zoom, The Netherlands. Oosterveer has served as a Board Member for Infraspeed BV, which was involved in the design, construction, and maintenance of The Netherlands High Speed Line project. In addition he has served on the Fluor S.A. Poland Supervisory Board as well as on the Fluor S.A. Spain Board of Directors. After joining Fluor in 1988 as a control systems engineer, Oosterveer gained project experience on various upstream, downstream, and chemicals projects performed from the Haarlem office. He previously worked on a complex refinery mega-project as well as serving as project director for the firm's SAP implementation. Oosterveer has a BSc in Electronics from HTS Leeuwarden, The Netherlands, and is a graduate of the Thunderbird University International Management Program, Stanford's Executive Business School, and the Fluor Management Institute.

Richard P. Carter serves as President, Fluor Constructors International Inc. He is responsible for closed shop project execution within the United States and Canada. Prior to being named as president of Fluor Constructors International, Inc., Carter served as Executive Director, Construction Services. In this position, he was responsible for the Construction Technology, Contracts, Construction Human Resources, and Construction Project Controls groups on a global basis. Carter was the Global Execution Leader, Construction, on the Fluor Corporate Project Execution Services Team. Other responsibilities included resource planning and development, budgets, industry interface, and project execution support. Carter has extensive construction and maintenance experience in a variety of industries, including energy and chemicals, power, industrial, and government throughout the United States and Canada. Responsibilities included construction execution, client relations, human resources, people development, safety, industrial relations, overhead and project cost control, planning, sales, and sales support. He sits on the Board of Directors of numerous professional associations, including the North American Contractors Association, National Contractors Association, National Erectors Association, and the Association of Union Contractors; and is a member of other industry associations.

Robert A. McNamara has served as a director since October 1999. Since 2001, he has served as Group President for Fluor Corporation. From June 1999 to 2001, he served as President of the Manufacturing and Life Sciences Strategic Business Unit of the Fluor Daniel division of Fluor Corporation. From October 1996 to June 1999, Mr. McNamara served as a Vice President of Fluor Daniel. Prior to such time, Mr. McNamara served as Executive Vice President and then President of Marshall Contractors from 1982 until Marshall was acquired by Fluor Corporation in October 1996.

Stephen B. Dobbs serves as senior group president over Fluor Corporation's Industrial & Infrastructure, and Global Services business groups. He is one of two senior-level operations executives reporting to Chairman and CEO Alan Boeckmann. Previously Dobbs was group president of Industrial & Infrastructure, responsible for a wide diversity of the markets the company serves, including Infrastructure, Telecommunications, Mining, Transportation, Life Sciences, Heavy Manufacturing, Advanced Technology, Microelectronics, Commercial, Institutional, Health Care, Water, and Alternative Power. Since joining Fluor in 1980, Dobbs has served the company in numerous U.S. and international locations, including Southern Africa, Europe, and China. These assignments included managing projects in refining, chemical processing, manufacturing, power, utilities, marine structures, Department of Defense facilities, pipelines, airports, highways, and transit. Dobbs is an industry-recognized expert in project finance in Europe and the United States, particularly public-private partnerships and private finance initiatives. He has also served as an advisor on these issues to the Ministry of Finance of The Netherlands. He is a director on the board of many joint ventures, partnerships, and special purpose entities associated with joint execution or non-recourse finance of major infrastructure projects. Dobbs is the corporate champion of Fluor's global sustainability effort as well as Fluor University, a comprehensive employee training and development program. He also serves as a director or officer of many of Fluor Corporation's domestic and international subsidiaries, as well as the company's executive development forum, the Fluor Foundation, and the company's Compliance and Ethics Committee. Dobbs graduated from Texas A&M University with a doctorate of engineering. He holds undergraduate degrees in nuclear engineering. He is a registered professional engineer, member of the American Nuclear Society, and currently serves on the Governor's Business Council for the State of Texas.

Carlos M. Hernandez is chief legal officer for Fluor Corporation and serves as the company's corporate secretary. He joined Fluor in 2007. Prior to joining the company, Hernandez served as general counsel for ArcelorMittal Americas, a major steel producer which is part of the ArcelorMittal steel group. Hernandez has also served as general counsel and secretary of International Steel Group (ISG), Inc. prior to its acquisition by Mittal Steel Company. Before joining ISG, Hernandez served as executive vice president, general counsel and secretary for Fleming Companies, Inc., in Dallas. From 1984 to 1999, Hernandez served in a number of different legal capacities including assistant general counsel for Armco Inc. a steel company, in Pittsburgh. Early in his career, Hernandez worked as a civil engineer with HNTB. Hernandez holds a bachelor of science in civil engineering from Purdue University and a juris doctorate from the University of Miami School of Law.

Mr. Steuert, 60, has been Senior Vice President and Chief Financial Officer of Fluor Corporation, a publicly-traded engineering and construction firm, since 2001. He serves on the Board of Directors of Weyerhaeuser Corporation.

Ray Barnard is vice president and chief information officer of Fluor Corporation. He has served in his current position since February 2002. Fluor Corporation continues to be a leader in engineering, procurement, construction, maintenance, and project management serving multiple business segments, including power, energy and chemicals, industrial and infrastructure, and government. Fluor's Information Technology Systems and Support Services' employees are located in more than 50 countries and support Fluor's 41,000 employees, suppliers, and business partners on a global basis. Prior to joining Fluor Corporation, Barnard held various executive positions with TradeMC, ENSCO Corporation, and IBM Corporation. Barnard has served as vice president of Operations, vice president of Global Systems, and in various senior management positions in information technology, engineering, manufacturing, and sales. He has also been a management consultant for several companies, including DuPont, United Technologies Corporation, Engelhard, Proctor & Gamble, and American Board. Barnard has been credited with a variety of innovative approaches to Enterprise Resource Planning (ERP) global implementation methodologies, application development, and re-engineering practices. Savings in excess of $1 billion dollars from these approaches have been repeated at various companies. Current focus areas include Enterprise Architecture, Project Deployment Strategies, Security and Acquisition Strategies. Barnard currently holds several U.S. Patents.

Garry Flowers serves as the senior vice president responsible for Fluor Corporation's Construction Services, Health, Safety & Environmental, and Corporate Security functions and programs. In this role, he has worldwide responsibility for the support of Fluor's field construction programs, all company employee- and labor-related matters, and for the security of its 41,000 employees, property, and information. Flowers serves as the functional liaison with U.S. Government officials, security directors of other multi-national companies, outside specialists, and consultants to stay abreast of rapidly changing geopolitical developments. Flowers joined Fluor in 1978 and subsequently held numerous positions within its Industrial Relations organization. He was promoted to director of Security in 1987 where his areas of responsibility included investigations into ethics violations, security clearances on nuclear utility projects, and Fluor's chemical screening and drug-education programs. During this period, he was invited to testify before the U.S. Senate Subcommittee on Drugs in the Workplace. In 1991, Flowers was promoted to senior director of Corporate Security, with direct responsibility for security issues throughout the company's global business operations. He was named vice president in 1994. In 2004, he was promoted to the position of senior vice president, Corporate Security, Industrial Relations, and HSE. He assumed responsibility for Construction Services in March 2007. Active in a variety of civic and professional organizations, Flowers is a member of the Chief Special Agents Association, Inc. (CSAA); the International Security Management Association (ISMA), and the Executive Council of the U.S. Department of State, Overseas Security Advisory Council (OSAC). He is a graduate of Furman University in South Carolina, having earned a bachelor's degree in Political Science.

Glenn Gilkey is Senior Vice President of Human Resources (HR) for Fluor Corporation. As head of HR and Administration for Fluor, he is responsible for leading the global HR organization in support of all Fluor business lines, in all regions, for both home office employees and field staff and craft. The main HR organizational areas include operational support for Fluor's business lines and offices as well as leadership of corporate functions such as employee benefits, salary administration, relocation services, HR Policies, diversity, and learning and development. Gilkey is responsible for Fluor Board of Director level interfaces and committees that relate to compensation, benefits, and resources at Fluor. He is also responsible for office real estate and leases by Fluor and provides functional oversight and leadership to the office facility management group. Prior to leading Fluor's HR organization, Gilkey held various management and operations positions within Fluor's different business segments, including Industrial & Infrastructure and Chemicals & Petrochemicals. He also led the Project Execution Services (PES) organization, which was responsible for Fluor's corporate best practices and execution applications for all functions involved in project execution and others groups within Fluor that focused on knowledge management and execution technologies. Gilkey has also served as the General Manager for Fluor's Houston and Haarlem offices, and as General Manager of Engineering for Houston. He is a University of Texas graduate with a Bachelor of Science in Mechanical Engineering and is a licensed Professional Engineer in the state of Texas.

Gary Smalley is vice president and controller of Fluor Corporation reporting to the chief financial officer. He is the company's principal accounting officer responsible for worldwide financial reporting for Fluor and its subsidiaries, charged with ensuring that internal controls, accounting policies, practices, and systems are Sarbanes-Oxley Section 404 compliant and meet management and shareholder financial reporting needs. Smalley also has responsibility over finance operations, which includes general accounting, payroll, accounts payable, federal cost and pricing, finance systems and office controls, and statutory reporting. Smalley joined Fluor in 1991 and was most recently the vice president of internal audit, reporting to the chief financial officer and the audit committee of the Board of Directors. He has held a variety of other finance management positions in Australia, Chile, Mexico, and the United States. Smalley has also chaired the company's internal control steering committee, responsible for the implementation and ongoing oversight of Sarbanes-Oxley Section 404 requirements, and the finance people development forum. Prior to joining Fluor, he held audit positions with Ernst & Young and J. P. Stevens and Company. Smalley has a Bachelor of Science in Business Administration from the University of North Carolina at Chapel Hill and a Masters of Business Administration from Northwestern University. He is a Certified Public Accountant and a Certified Fraud Examiner.

J. Robert Fluor II is vice president of Global Public Affairs for Fluor Corporation, where he is responsible for managing the Fluor Foundation and leading the company's worldwide civic relations and outreach efforts in communities and regions where it maintains offices. A member of the company's founding family, Fluor joined the company in 1967, and his tenure includes several leadership positions. Since 1984, Fluor has been leading the company's community relations efforts and The Fluor Community Involvement Team, which was formed by his father in 1976. Fluor also is responsible for activities in the California political arena and for support of major project jobsites nationwide. He tracks and provides support on California legislative issues, involving education, transportation, tort reform, and pro-business matters. Active in a variety of professional and civic organizations, Fluor has been affiliated with the Orange County Business Council, the Orange County Performing Arts Center, the Orange County World Affairs Council, the Orange County Business Committee for the Arts, the California Business Roundtable, the California Chamber of Commerce, the Discovery Science Center, the Orange County YMCA Federation, the Lincoln Club, the Republican Party of Orange County-Silver Circle, and the United Way of Orange County. He has been named Diplomat of the Year by the Orange County Office of Protocol and has been honored with the Black Chamber of Commerce of Orange County's Economic Development Award. Fluor has served on the Board of Directors and Executive Committee of the Boy Scouts of America, and has earned their Silver Beaver Award for outstanding service. Fluor graduated from the University of Southern California, with a bachelor's degree in business and industrial management.

On December 1, 2005, Kent Kresa was elected non-executive Chairman. Mr. Kresa presides at executive sessions of the Board. During 2008, the Board held five executive sessions with non-management directors only during regularly scheduled Board meetings, including one executive session with independent directors only. Stockholders and other interested parties may write to Mr. Kresa concerning matters other than accounting and auditing matters c/o Secretary, Avery Dennison Corporation, 150 North Orange Grove Boulevard, Pasadena, California 91103. Stockholders may also write to John T. Cardis, Chairman of the Audit Committee, regarding accounting and auditing matters c/o Secretary at the same address.

Ms. Martinez, 64, is a partner of Munger, Tolles & Olson, LLP, Los Angeles, California (law firm), a position she has held since September 1982. Ms. Martinez is also a Director of Anheuser-Busch Companies, Inc. and Fluor Corporation.

Governor Carroll A. Campbell, Jr., 60, is president and chief executive officer of the American Council of Life Insurers. He is a former two-term Governor of South Carolina, served in the U.S. House of Representatives and was a member of the Appropriations and Ways and Means committees. He was chairman of the National Governor s Association 1993-94. Governor Campbell is a director of AVX Corporation, Norfolk Southern Corporation, and Wackenhut Corporation. (1995) (2) (3) (4)

James O. Rollans, 58, is president and chief executive officer of Fluor Signature Services. He joined Fluor in 1982 as vice president, Corporate Communications and was named senior vice president and chief financial officer in 1992. He was appointed senior vice president and chief administrative officer in 1994, and reassumed direct responsibilities of chief financial officer from 1998 to 1999. He serves as a director of Flowserve Corporation, Inovision, L.P., and the Irvine Medical Center. (1997)

Mr. Blankenship, 58, is the Chairman and Chief Executive Officer of Massey Energy Company. He has served in these roles since November 30, 2000. He also concurrently held the title of President from November 30, 2000 until November 10, 2008. He has been Chairman, Chief Executive Officer and President of A.T. Massey Coal Company, Inc., our wholly owned and sole, direct operating subsidiary, since 1992. Mr. Blankenship was formerly President and Chief Operating Officer from 1990 to 1991 and President of our subsidiary, Massey Coal Services, Inc., from 1989 to 1991. He joined our subsidiary, Rawl Sales & Processing Co., in 1982. He is a director of the Center for Energy and Economic Development, the National Mining Association and the United States Chamber of Commerce.

Dr. Martha R. Seger, 67, is a distinguished visiting professor of Finance at Adrian College and former member of the Board of Governors of the Federal Reserve System. Dr. Seger s career included numerous positions which have yielded significant experience in the fields of finance, economics and international banking. She is also a director of Kroger Company, Tucson Electric Power Company, and Xerox Corporation. (1991)(1)(3)(4)(6)

Suzanne Woolsey specializes in corporate and nonprofit governance. She has served the National Academies of Science, Engineering, and Medicine as Chief Operating Officer, Chief Communications Officer, and Executive Director for Behavioral and Social Sciences. Before that, she was a consulting partner with Coopers and Lybrand and Associate Director of the U.S. Office of Management and Budget. She serves on the boards of Fluor and VanKampen Mutual Funds, as well as on a range of nonprofit boards including Caltech, Institute for Defense Analyses, and German Marshall Fund of the U.S. She holds a B.A. from Stanford and an M.A. and Ph.D. from Harvard University in clinical and social psychology.

Thomas L. Gossage, 66, is the retired chairman (1996) and former president and chief executive officer of Hercules Incorporated. Mr. Gossage returned as interim chairman and chief executive officer of Hercules Incorporated in October 2000. Mr. Gossage also serves as a director of The Dial Corporation and Alliant Techsystems Inc. (1997) (3) (4) (5)

Dean R. O Hare, 58, is chairman and chief executive officer of The Chubb Corporation, a leading provider of insurance and risk management services. He is a director and former chairman of the American Insurance Association and a director and former chairman of the International Insurance Society. He is also a member of the U.S. Trade Representative s Investment and Services Policy Advisory Committee. (1997) (2) (4) (5)