Life-Time Fitness Inc.

Giles H. Bateman was elected to the Board of Directors in 2003. Mr. Bateman was a co-founder and Chief Financial Officer of Price Club from 1976 until 1991. Mr. Bateman served as director and chairman of CompUSA, Inc. from 1994 until 2000. Mr. Bateman is a director of Tuesday Morning, Inc, Lifetime Fitness Inc., and United PanAm Finance Corp.

Mr. Jackson has been a member of the Board of Directors since November 2003. In June 2003, Mr. Jackson retired from the accounting firm of Ernst & Young LLP after 35 years with the firm and one of its predecessors, Arthur Young & Company. During his career, he served as the audit partner on numerous public companies in Ernst & Young s New York and Minneapolis Offices. Mr. Jackson also serves as a director and member of the audit committee of Cyberonics, Inc., EpiCept Corporation, Life Time Fitness, Inc. and Urologix, Inc.

Bahram Akradi founded our company in 1992 and has been a director since our inception. Mr. Akradi was elected Chief Executive Officer and Chairman of the Board of Directors in May 1996. Mr. Akradi also served as the President of our company from 1992 until December 2007. Mr. Akradi has over 25 years of experience in healthy way of life initiatives. From 1984 to 1989, he led U.S. Swim & Fitness Corporation as its co-founder and Executive Vice President. Mr. Akradi was a founder of the health and fitness Industry Leadership Council.

Scott C. Lutz joined the Company in May 2008 as Executive Vice President and Chief Marketing Officer. Prior to joining our company, Mr. Lutz was Senior Vice President of New Business Development and Marketing at Best Buy, Inc.. Mr. Lutz has also held executive management roles at leading packed good companies, including Procter & Gamble, General Mills and ConAgra. He served as President / Chief Operating Officer of ConAgra’s Snacks Division and President / Chief Executive Officer of 8th Continent L.L.C., a General Mills-DuPont health & wellness joint venture. Mr. Lutz brings extensive new business development experience and has worked internationally leading businesses in both Italy and Canada

Eric J. Buss joined the Company in September 1999 as Vice President of Finance and General Counsel. Mr. Buss was elected Secretary in September 2001 and was named Senior Vice President of Corporate Development in December 2001 and Executive Vice President in August 2005. Prior to joining the Company, Mr. Buss was an associate with the law firm of Faegre & Benson LLP from 1996 to August 1999. Prior to beginning his legal career, Mr. Buss was employed by Arthur Andersen LLP.

Jeffrey G. Zwiefel joined our company in December 1998 as Vice President, Health Enhancement Division and became Vice President of Fitness, Training and New Program Development in January 2004. Mr. Zwiefel was named Senior Vice President, Life Time University in March 2005, and named Senior Vice President, Operations in June 2008. Mr. Zwiefel has 23 years of comprehensive and diverse experience in the health, fitness and wellness industry. Prior to joining our company in 1999, Mr. Zwiefel worked for over nine years with NordicTrack, Inc. where he served most recently as Vice President, Product Development. Mr. Zwiefel has a M.S. in exercise physiology

Mark L. Zaebst joined the Company in January 1996 as Director, Real Estate, and was named Senior Vice President of Real Estate and Development, in December 2001, and Executive Vice President in March, 2006. Mr. Zaebst has over 20 years of experience in the health and fitness industry. Mr. Zaebst was instrumental in assisting Mr. Akradi in the creation, expansion and day-to-day operations of U.S. Swim & Fitness Corporation until 1991, at which time he started a career in real estate.

Rico is owner of Lifetime Fitness, a personal training and life coaching company in La Jolla, Ca., established in 1981. He is an author, speaker, workshop leader, inventor, trainer, Gold medalist California State Senior Olympics and creator of the Ageless Living Lifestyle. He is committed to staying healthy, fit and vital all of his life and to help others to do the same.

Adam is the H I Fitness Director, responsible for Lifetime Fitness and the Internship Program. Adam provides education, assessment and programming, as well as individualized fitness training. He also co-facilitates the intensive week-long specialty program, Next Level Fitness. Adam graduated with a Bachelor of Science degree from the University of Florida in Exercise Physiology/Biomechanics and is certified through the American College of Sports Medicine as a Health Fitness Instructor.

Jayme Zylstra is the national Group Fitness Director for Lifetime Fitness. Her passion, enthusiasm and creativity have made her a national presenter, ACE faculty trainer and workshop provider. Jayme has been involved in the aquatic industry for over 20 years..

Mother's Day Out Aid: Ms. Heissenhuber has spent her entire career up to this point in various childcare and child counseling positions. She is currently a college student at Northlake College, majoring in Studio Art. Mother's Day Out Aide: Jenny Heissenhuber has been a member of the neighboring Church of the Holy Communion for all 19 years of her life, participating regularly in the college and youth groups. She has been a head counselor at the annual Vacation Church Camp for 7 years. Jenny also works on the Child Care Staff at Lifetime Fitness in Flower Mound. She loves working with kids and has always worked with children. Jenny is currently a college student at Northlake College, majoring in Studio Art focusing on drawing and painting.

Martha (Marti) A. Morfitt was elected a director of the Company in August, 2008. Ms. Morfitt most recently served as chief executive officer and a director of CNS, Inc., a publicly traded manufacturer and marketer of consumer health care products. During her nine-year tenure (March 1998 to March 2007), Ms. Morfitt and her team successfully completed a performance turnaround at CNS, returning the Company to profitability and transforming it into a growing consumer health products company with flagship brands that include Breathe Right® nasal strips and FiberChoice® daily fiber supplement brands. CNS was sold to GlaxoSmithKline in December 2006 and its operations were transferred to Pittsburgh in April 2007. Prior to joining CNS, Ms. Morfitt served in a variety of senior management and marketing positions at The Pillsbury Company over a 16 year period. She most recently served as vice president of Pillsbury’s Meals Division, and prior to that, vice president of Green Giant Brands. Ms. Morfitt currently serves on the board of directors for Minneapolis-based Graco, Inc and San Francisco-based Thermage. Marti earned an MBA from York University in Toronto, and a bachelor’s degree from the Richard Ivey School of Business at the University of Western Ontario.