Fluor Corp.

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.

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)

Philip J. Carroll, Jr., 62, is chairman of the Board and chief executive officer. Joining Fluor in 1998, he previously spent 37 years with Shell Oil Company, serving as its president and chief executive officer for the last five years. Mr. Carroll brings great energy, chemical and process industry experience, proven global leadership skills and a demonstrated track record of building shareholder value. He also serves as a director of Boise Cascade Corporation and Vulcan Materials Company. (1998)(1)

Phillip Carroll is the former chairman and chief executive officer of Fluor Corporation, and the former president and chief executive officer of Shell Oil Company. Mr. Carroll joined Fluor, based in Aliso Viejo, California, in 1998 and retired in early 2002. Prior to joining Fluor, Mr. Carroll served 37 years with Shell Oil Company, headquartered in Houston. He joined Shell as a petroleum engineer and held positions in every major division during his career. He was elected president and chief executive officer of Shell Oil Company in 1993 and retired in 1998. Active in a variety of professional and civic organizations, Mr. Carroll serves on the boards of American Express Funds, Vulcan Materials Company, Scottish Power, in Glasgow, Scotland, and the Texas Medical Center. He is a member of the board of the American Air Museum in Britain, the National Petroleum Council, as well as an honorary life member of the American Petroleum Institute.

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.

Mr. Constable has been Group President, Power since October 2005 and was Senior Vice President, Sales for Energy & Chemicals from 2003 to 2005. Prior to that, he was President, Operations & Maintenance and Telecommunications business lines from 2000 to 2003. Mr. Constable joined the company in 1982.

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.

Mr. Grimes has been Group President, Global Services since October 2003. Prior to that, he was Group Executive, Oil & Gas from February 2001 to October 2003 and President, Telecommunications from 1998 to February 2001. Mr. Grimes joined the company in 1980.

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.

Mr. McNamara has served as a director of Asyst since October 1999. He currently is President and Chief Executive Officer of LVI Services, Inc., an emergency response and environmental remediation company. Mr. McNamara also currently serves as a consultant to the Fluor Corporation, an engineering, procurement, construction and maintenance company. He recently retired as Senior Group Executive of Fluor, a position he held beginning in 2004. From 2001 to 2004 he served as Group Executive of Fluor. From June 1999 to 2001, he served as Group 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, he served as President and Chief Operations Officer 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.

Joanna M. Oliva is Vice President and Treasurer of Fluor Corporation. She oversees the Corporation's corporate finance, pension and trust investments, risk and insurance and global cash management functions and reports to the Chief Financial Officer. Her specific expertise includes the execution of capital markets transactions, structuring commercial banking facilities, corporate liquidity management, foreign exchange and other derivative hedging, structured finance, trade finance (letters of credit and other forms of project bonding) and developing cash management solutions. Oliva served on the corporation's Internal Audit Steering committee for Sarbanes-Oxley compliance. Oliva manages the corporation's relationships with the credit rating agencies and commercial lenders and is involved with development of executive talent for the Corporation and the development of financial talent globally. Prior to joining Fluor, Oliva spent thirteen years in the independent power industry in positions including Director of Corporate Finance U.S. and Latin America, Assistant Director of Project Finance - Europe, and Assistant Treasurer/Director Global Treasury Operations. She joined Fluor in early 2001 as the Assistant Treasurer and was promoted to Vice President and Treasurer in early 2004. Oliva started her career in commercial banking calling on Fortune 500 corporations and trained in credit analysis and risk management. She earned her Bachelor's Degree in Political Science, with emphasis on International Relations from Stanford University and a Masters Degree in Business from Pepperdine University. Oliva attended executive management courses at the London School of Business and the Thunderbird American Graduate School of International Management and the LAP course at the Center for Creative Leadership.

Lee C. Tashjian serves as vice president of Corporate Communications for Fluor Corporation, where he is responsible for enhancing the company's image and reputation with internal and external audiences by leading the Media Relations, Marketing Communications, Employee Communications and Community Affairs functions as well as the Fluor Foundation. Tashjian rejoined Fluor in late 2002 after serving four years as vice president of University Relations for The Ohio State University, where he was charged with, among other things, reshaping the university's image. Prior to The Ohio State University, Tashjian served as vice president of Corporate Relations for Fluor. With nearly 30 years of public affairs, corporate and employee communications, investor and government relations, marketing, and advertising experience, Tashjian has also served as vice president of corporate communications for both Atlantic Richfield and DuPont. Tashjian graduated from The Ohio State University with a bachelor's degree in political science. His graduate study was in journalism, also at Ohio State.

Wendy Hallgren serves Fluor Corporation as its vice president of Corporate Compliance. Her responsibilities include planning, directing, and managing the company's comprehensive compliance and ethics program, including its Code of Business Conduct and Ethics, corporate policies and compliance with applicable law. She also has responsibilities relating to the integrity of the company's financial statements, including acting as a member of Fluor's Disclosure Committee and supporting the Audit Committee of the company's Board of Directors. Prior to moving to Corporate Compliance in June 2004, Hallgren was a member of Fluor's Legal department from 2002-2004. Before joining Fluor, she was an associate at Gibson, Dunn & Crutcher LLP in Orange County, California, and at Hogan and Hartson LLP in Washington D.C., where she represented business organizations in mergers and acquisitions, corporate finance, and securities transactions. Hallgren received her law degree from the University of Michigan Law School and her undergraduate degree from Georgetown University.

Amy graduated from the University of Texas at Austin with a degree in Honors Business in 1995, a Master in Professional Accounting in 1997 and a law degree in 2001. She has been a licensed CPA in the State of Texas since 1997 and a member of the Texas State Bar since 2001. Amy worked in the Technology Practice Group at Vinson & Elkins for over 6 years, as in-house counsel for Aviall, Inc., a wholly-owned subsidiary of The Boeing Company, and currently serves as Senior Counsel for Fluor Corporation, supporting the information technology and communications departments. Amy is committed to learning and education and has supported organizations such as Junior Achievement and Big Brothers Big Sisters. Amy is eager to draw upon her professional skills and experiences to further the City Pace mission of improving educational opportunities for the youngest members of our Dallas communities.

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)

Dr. David P. Gardner, 67, presently serves as chairman of the board of trustees of the J. Paul Getty Trust in Santa Monica, California. He recently retired as president of the William and Flora Hewlett Foundation and is president emeritus of both the University of California and the University of Utah. Dr. Gardner is also a director of the Waddell & Reed Funds of Kansas City, Missouri, and is a director of and advisor to several private corporations in California, Utah, and other parts of the country. (1988) (1) (4) (5) (6)

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)

O'Hare, of Far Hills, New Jersey, joined Chubb in 1963 as an underwriting trainee and was named an officer of the corporation in 1972, chief financial officer in 1980, president in1986, and chairman and chief executive officer in 1988 where he served until his retirement in 2002. He is the chairman of the board of SeaPass and a director of DFA Capital Management and Proudfoot Consulting. O’Hare is chairman of the Partnership for New Jersey: A coalition of leaders of the state's major corporations in association with nonprofit institutions and smaller businesses committed to act in partnership with government and the independent sector to make New Jersey a better place to live and work. He has been a director of HJ Heinz Company since 2000. O’Hare has been a director of the Fluor Corporation since 1997 and is presently chairman of the Audit Committee of the board. One of the world's largest publicly owned engineering, procurement, construction, and maintenance services organizations, Fluor’s global clients include those in the oil and gas industry. A leading voice on international trade issues, O’Hare is vice-chairman of the United States Council for International Business and has served as a member of the President’s Trade Advisory Committee, chairman of the U.S. Coalition of Service Industries, member and immediate past chairman of the U.S. - India Council, member of the Global Business Dialogue on Electronic Commerce, and a financial governor of the World Economic Forum (Davos). Active in philanthropic organizations, O’Hare is co-chairman for the Hospital for Special Surgery in New York; a trustee and chairman of the Financial Committee at St. Benedict’s Preparatory School in Newark, New Jersey; a trustee of the University of Dublin in Ireland, and a trustee of the Intrepid Museum in New York. O'Hare received a B.S. in Financial Management from New York University in 1963 and an M.B.A. from the Pace University Graduate School of Business Administration in 1969.

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.

Director since 2007; member of the Audit and Organization and Compensation Committees. Dean of the College of Engineering at the University of Illinois at Champaign-Urbana, Illinois, since 2006; Donald Biggar Willet Professor of Engineering since 2003; Director, Center for Nanoscale Science and Technology, since 2001; Professor, Materials Science and Engineering, since 2001; Professor, Electrical and Computer Engineering, and Beckman Institute of Advanced Science and Technology, and Research Professor, Coordinated Science Laboratory, since 1994, all at the University of Illinois at Champaign-Urbana.

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.

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)

Director since 2005; member of the Governance and Organization and Compensation Committees. President and Chief Executive Officer of the Dwight Group since March 2005; formerly, Chairman, President and Chief Executive Officer of the U.S. Overseas Private Investment Corporation from May 2001 through February 2005; formerly Counsel to Pillsbury, Winthrop LLC advising on international business and trade matters from November 1996 to May 2001 while also concurrently serving as Senior Advisor to Armitage Associates, L. C.; formerly, Chairman of the U.S. International Trade Commission from June 1994 to June 1996.

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)

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.