Fleetwood Enterprises Inc.

Andrew M. Griffiths was named senior vice president and chief financial officer of Fleetwood Enterprises, Inc. in September 2008, and took the additional title of treasurer in January 2009. Griffiths joined Fleetwood as vice president – controller in February 2004 and was promoted to senior vice president and chief accounting officer in April 2006. His prior experience included more than 16 years of international public accounting experience, including his position as managing director for PricewaterhouseCoopers in Los Angeles, and, earlier, partner in charge of the Orange County, California, audit practice for Arthur Andersen. While with Andersen, Griffiths served as engagement partner on the Fleetwood audit. Griffiths is a certified public accountant and received his bachelor’s degree with honors in accounting and finance from Newcastle University in the United Kingdom.

Leonard J. McGill was named to his current position in September 2008. In April 2005, he was promoted to Senior Vice President, General Counsel and Secretary. He joined Fleetwood in February 2002 as Vice President—Deputy General Counsel, and in November 2003 was promoted to Senior Vice President—Corporate Finance and Chief Governance Officer. Previously, he had 17 years of experience in private practice as a corporate securities lawyer.

Michael B. Shearin rejoined Fleetwood as Vice President—Human Resources in September 2005, and was promoted to his current position in April 2007. He originally joined Fleetwood in 1999 as its first compensation manager. In 2001, he was promoted to Human Resources Director—Compensation and Benefits. In 2002, he left to join McKesson Corporation. He was Director—Compensation and Benefits at McKesson until his return to Fleetwood.

James F. Smith joined Fleetwood in 1977 as Assistant Controller in the Housing Group. He was named RV Group Controller in 1987, and appointed Vice President—Controller and Chief Accounting Officer in February 2001. He was named Vice President—Towable Operations in February 2004. He was appointed Vice President—Strategic Planning and Corporate Development in August 2004, and was named Vice President and Controller – Operations in June 2006. He moved to his current position in September 2008.

Mr. Clark joined GEM in June 2005 as the Chief Financial Officer. Prior to joining GEM, Mr. Clark was the C.F.O. for Dayrunner, Inc., a privately held consumer products distribution company where he was responsible for the restructuring of the finance, information technology, and accounting functions in the company's turnaround. Mr. Clark has been the C.F.O. for Tru Circle Corporation, Adams Rite Aerospace, Inc. and Chapman University. Mr. Clark has also held positions as Group Controller for Fleetwood Enterprises, a publicly traded Fortune 500 manufacturing company and Corporate Controller an Assistant Secretary for Aircal, Inc., a publicly traded airline. Prior to work in publicly traded firms and private enterprises, Mr. Clark worked for Deloitte & Touche. He holds a BS in Accounting from the University of Southern California and became a C.P.A. in the State of California in 1975. Mr. Clark belongs to Financial Executives International, Orange County Chapter.

David S. Engelman has been a director since November 2003. Mr. Engelman serves as Chair of the Governance and Nominating Committee and as a member of the Compensation Committee. Mr. Engelman is a director of Fleetwood Enterprises, Inc., a manufacturer of recreational vehicles and manufactured housing, and from February 2002 to August 2002, he served as its Chief Executive Officer and President on an interim basis. Mr. Engelman has been a private investor for approximately the past six years. Mr. Engelman is also a director of MGIC Investment Corporation and Mortgage Guaranty Insurance Corporation. From 1991 to 1997, Mr. Engelman was Chairman, Chief Executive Officer and President of UnionFed Financial Corporation and its subsidiary Union Federal Bank. Mr. Engelman is a graduate of the University of Arizona.

Elden L. Smith is president and chief executive officer of Fleetwood Enterprises, Inc., one of the nation’s leading recreational vehicle manufacturers and a leading producer of manufactured housing. Elden rejoined the Company in March 2005 and was named to the Board of Directors at the same time. Elden retired from Fleetwood in 1997 after 29 years with the Company. He led the RV Group from 1972 to the time of his early retirement. Under his leadership, recreational vehicle revenues grew from $39 million to more than $1.3 billion. The Recreation Vehicle Industry Association also benefited from Elden’s guidance and dedication for many years. He served as an active member of the board of directors for more than 20 years, including terms as chairman and a member of the executive committee. Elden earned a bachelor’s degree in business administration and economics from Whittier College.

Class I Director, President of Chapman University since 1991 and professor of economics since 1974. Dr. Doti is also a Director of First American Corporation, a title insurance and financial services company, and Fleetwood Enterprises, Inc., a producer of manufactured housing and recreational vehicles.

John T. Montford is the Senior Vice President-Western Region Legislative and Regulatory Affairs for AT&T. He is responsible for all regulatory, legislative, governmental and external affairs in the states west of the Mississippi, except California, as well as Connecticut. He joined SBC in 2001 and was appointed to his current position in November 2005 at the completion of the merger between SBC and AT&T. He is the Chairman of the Board of the San Antonio Economic Development Foundation. Montford was the 2005 Chairman of the Greater San Antonio Chamber of Commerce. He is a Director of Southwest Airlines since 2002 and Fleetwood Enterprises, a Fortune 1000 company, the nation's largest RV manufacturer, since 1999. Prior to joining SBC, Montford was the Texas Tech University System's first chancellor, where he was responsible for the University's legislative affairs, community relations, budget, development, marketing activities and strategic planning. In 2001 he was named Chancellor Emeritus of Texas Tech University System. Before being named chancellor, he served as a member of the Texas Senate for 14 years. During his tenure in the Senate he served as chairman of the Senate Finance Committee and chairman of the Senate State Affairs Committee. He was elected president pro tem for the 73rd Legislative Session. Texas Monthly named Senator Montford among the Top 10 Best Legislators for five legislative sessions. Montford was an active duty officer in the United States Marine Corps from 1968 to 1971. He also served as an elected district attorney from 1979 to 1982. He received his bachelor's degree in political science and his Juris Doctor degree from The University of Texas at Austin. He and his wife Debbie are the proud parents of three children and grandparents of John Montford McCracken, born on Texas Independence Day, March 2, 2004. They reside in San Antonio, Texas.

Mr. Carroll served as President and Chief Executive Officer of M-I SWACO, a supplier of drilling and completion fluids and waste management products and services owned 60% by Smith International, Inc., and as Executive Vice President of Smith International, Inc., a supplier of products and services to the oil and gas, petrochemical, and other industrial markets from March 1994 until his retirement in April 2006. He initially joined Smith International in December 1984, and was serving as Executive Vice President and Chief Financial Officer when he left in 1989 and returned in October 1992. Mr. Carroll is a director of Smith International, Inc., Fleetwood Enterprises, Inc., a producer of recreational vehicles and manufactured homes, CGG-Veritas, a geophysical services and equipment company, and KBR, Inc., an engineering and construction company. Mr. Carroll is a member of our Compensation Committee and is the Chairman of the Nominating and Corporate Governance Committee.