Papa John's International Inc.

John Schnatter created the Papa John's concept and founded the Company in 1985. He currently serves as Chief Executive Officer, a position to which he was appointed in April 2009. Mr. Schnatter has served as Chairman of our Board of Directors since May 2007. Prior to that, he served as interim Chief Executive Officer from December 2008 to April 2009, Executive Chairman from 2005 until May 2007, Chairman of the Board and Chief Executive Officer from 1990 until 2005, and as President from 1985 to 1990 and from 2001 until 2005.

On March 11, 2009, Bill Mitchell was promoted to Papa John’s President, USA. In this role, Mitchell is responsible for leading U.S. corporate and franchise restaurant operations (comprising more than 2,800 Papa John’s restaurants), real estate and new business development. Since February 2007, he served as Papa John’s Senior Vice President of Domestic Operations, responsible for overseeing all aspects of the company’s domestic operations. From 2006 to 2007, Mitchell served as Papa John’s Division Vice President for the Midwest, the company’s largest division, overseeing operations for 140 company-owned and nearly 600 franchised units. From 2000 to 2006, Mitchell served as Papa John’s Operations Vice President for the central United States, overseeing operations for company-owned restaurants. Mitchell has more than 17 years of experience in restaurant operations. Prior to joining Papa John’s, Mitchell was with AFC Enterprises, Inc., serving in various operations roles including Senior Director of Franchise Operations, responsible for business planning and overseeing operations for 1,400 franchised units. From 1993 to 1996, Mitchell was with RTM Restaurant Group overseeing operations for Mrs. Winner’s restaurants in the Georgia region. From 1990 to 1993, Mitchell was with PepsiCo, Inc., holding training and operations positions with increasing levels of responsibility within the KFC system. Prior to joining the restaurant industry, Mitchell served as Captain, Field Artillery, U.S. Army: Battery Commander of a tactical nuclear-capable 203mm howitzer battery consisting of 200 soldiers in the Fulda Gap, Germany. Mitchell is a graduate of North Georgia Military College in Dahlonega, Georgia.

John Schnatter created the Papa John's concept and founded the Company in 1985. He currently serves as Chief Executive Officer, a position to which he was appointed in April 2009. Mr. Schnatter has served as Chairman of our Board of Directors since May 2007. Prior to that, he served as interim Chief Executive Officer from December 2008 to April 2009, Executive Chairman from 2005 until May 2007, Chairman of the Board and Chief Executive Officer from 1990 until 2005, and as President from 1985 to 1990 and from 2001 until 2005.

David Flanery has served as Chief Financial Officer of Papa John’s International, Inc. since January 2004. As CFO, he is responsible for financial planning and analysis, investor relations, strategic supply chain management, treasury management, tax planning/compliance, financial reporting and functional accounting areas including payroll and accounts payable. Prior to his promotion to Chief Financial Officer, Flanery served as Senior Vice President of Finance (2002-2003). He joined the Company in May 1994 as Corporate Controller and, in June 1995, was promoted to Vice President of Finance and Corporate Controller. Prior to joining Papa John’s, Flanery spent fifteen years with Ernst & Young, serving both small and large companies in a variety of industries. Flanery was the principal Ernst &Young audit executive serving Papa John’s from 1991 through 1994, and he played a significant role in the preparation and filing of the Form S-1 with the Securities and Exchange Commission in conjunction with the Company’s Initial Public Offering in June 1993. Flanery has a Bachelor of Science degree in Accounting from the University of Kentucky and is a member of the American Institute and Kentucky Society of Certified Public Accountants. He also serves on the Board of Directors of Volunteers of America of Kentucky as Treasurer.

David Flanery has served as Chief Financial Officer of Papa John’s International, Inc. since January 2004. As CFO, he is responsible for financial planning and analysis, investor relations, strategic supply chain management, treasury management, tax planning/compliance, financial reporting and functional accounting areas including payroll and accounts payable. Prior to his promotion to Chief Financial Officer, Flanery served as Senior Vice President of Finance (2002-2003). He joined the Company in May 1994 as Corporate Controller and, in June 1995, was promoted to Vice President of Finance and Corporate Controller. Prior to joining Papa John’s, Flanery spent fifteen years with Ernst & Young, serving both small and large companies in a variety of industries. Flanery was the principal Ernst &Young audit executive serving Papa John’s from 1991 through 1994, and he played a significant role in the preparation and filing of the Form S-1 with the Securities and Exchange Commission in conjunction with the Company’s Initial Public Offering in June 1993. Flanery has a Bachelor of Science degree in Accounting from the University of Kentucky and is a member of the American Institute and Kentucky Society of Certified Public Accountants. He also serves on the Board of Directors of Volunteers of America of Kentucky as Treasurer.

Christopher J. Sternberg has served as Senior Vice President, Corporate Communications since April 2005, after serving as Vice President and Assistant to the Executive Chairman since 2000. Mr. Sternberg served as Vice President, Corporate Communications from 1997 to 2000. Mr. Sternberg joined the Company in 1994 as Assistant Counsel in our Legal Department. From 1990 to 1994, he was an attorney with Greenebaum Doll & McDonald PLLC, Louisville, Kentucky. John and Charles Schnatter are brothers. There are no other family relationships among the executive officers and other key personnel.

Glenn West has served as Papa John’s senior vice president of Information Services and eCommerce since July 2006. In this capacity, Glenn is responsible for leading the strategic direction for all of Papa John’s technology which includes field system support, business systems, technology operations, online ordering and customer support, applications development, and planning and control, with 159 IS team members under his leadership. West joined Papa John’s in 2005 as vice president, information services and eCommerce, responsible for all field and corporate information services throughout the Papa John’s domestic and international systems. West has more than 25 years of restaurant systems experience, including serving as vice president of information technology services with Yorkshire Global Restaurants (Long John Silver’s) from 1996 through 2003. West also served as vice president of American Metals Industries in 2004. West has a B.S. degree in computer science and business administration from Transylvania University and a Master of Business Administration from Xavier University.

Michael R. Cortino has served as Senior Vice President, Domestic Operations since August 2005; he previously served as Senior Vice President, Corporate Operations after serving as Vice President of Operations Support since 1999. Prior to joining Papa John s, Mr. Cortino served five years as Vice President of Corporate Operations for AFC Enterprises Church s Chicken Brand and ten years as a market manager and in other positions with Taco Bell.

McCue, a native of Scotland who recently became a US citizen, has nearly 30 years of global human resources experience with leading companies in a broad range of industries. Most recently he served as senior vice president, human resources for Spectrum Brands, a global manufacturer and marketer of consumer products. Prior to that, McCue held several senior level HR positions with Hewlett-Packard, including vice president human resources for the personal systems group after its 2001 merger with Compaq Computer Corp. McCue also spent 17 years with Motorola, Inc. during two separate stints with the company. From 1988 to 1999, he held several leadership positions including vice president and director of human resources, commercial government industrial solutions sector; vice president and director of human resources, Motorola computer group; and vice president and director of human resources, wireless data group. From 1981 to 1987 he served as Motorola's human resources integration manager, and human resources manager for the company's automotive industrial electronics division based in Stotfold, United Kingdom. In the early phase of his career, McCue's experience also included assignments, in the UK, at Coca-Cola Schweppes, Syborn Corporation and Scottish & Newcastle Breweries.

Richard J. Emmett has served as Senior Vice President and General Counsel since March 2002, after serving as Senior Vice President and Senior Counsel since March 1997, and has served as Secretary since October 2005. Mr. Emmett is responsible for our legal, risk management and people departments. Mr. Emmett also served as Senior Vice President of Development from August 1996 to March 1997. From 1992 to 1996, Mr. Emmett held the position of Vice President and Senior Counsel. From 1983 to 1992, Mr. Emmett was an attorney with the law firm of Greenebaum Doll & McDonald PLLC, having become a partner of the firm in 1989. Mr. Emmett has been a franchisee since 1992.

Tim O'Hern returns to Papa John's as Senior Vice President, Development, responsible for new domestic restaurant openings. O'Hern will report to Papa John's Chief Operations Officer, Bill Van Epps. From 1997 to 2002, O'Hern served as Vice President, Development for the company, during which time he oversaw the opening of approximately 1,400 company-owned and franchised Papa John's restaurants. O'Hern served as Papa John's Franchise Director from 1996 to 1997, after joining the company in 1995 as Construction Manager. Since 1993, O'Hern has been an owner and operator of Capital Pizza, a Papa John's franchisee operating 15 units in Indiana and Illinois.

For the past 10 years LeBlanc worked for the Food Service Purchasing Co-op, including since 2005 as Vice President, Centralized Purchasing supporting all five Yum! Brand restaurant chains. From 1998 to 2005, LeBlanc served as Vice President and General Manager with procurement responsibility for more than 5,700 corporate and franchised KFC restaurants. From 1996 to 1998 she was Vice President and General Manager supporting 130 Canadian franchisees. Before joining the Food Service Purchasing Co-op, LeBlanc spent four years at Toronto-based Cara Operations Limited as Director of Purchasing, and seven years at PepsiCo Food Service International in Toronto as Director of Purchasing and Technical Services.

Walker, who earned his doctorate in food science from Oklahoma State University in 1990, has more than 17 years experience in the restaurant and foodservice industries, including the last 10 years with the Sara Lee Corporation where he served as director, continuous improvement - process for Sara Lee Food & Beverage since 2005. Other positions held by Walker with Sara Lee included director, marketing development, Specialty Brands team (2004-2005); director, new business and product development, retail launch group (2001-2004); and vice president, research and development for State Fair Foods (1996-2001). Prior to Sara Lee, Walker spent three years with Pizza Hut Inc., serving as manager, business and new product development, and senior scientist, business and food development (1993-1996). He began his career with General Mills Inc., where he served as senior research food scientist (1990-1993).

Scott, who most recently served as senior vice president, sales and marketing for Churchill Downs Inc. from 2004 to 2006, has extensive marketing experience in the foodservice industry and international markets. From 1999 to 2004, Scott was with AMF Worldwide including holding the position of senior vice president and chief marketing officer, where his responsibilities included operations and food service marketing for international bowling centers in the UK, Hong Kong, Mexico, France, Australia and Japan. In the foodservice sector, Scott has held several high-level management positions including vice president, marketing and advertising during his tenure with Long John Silver's from 1997 to 1999, and the top marketing post for KFC Canada from 1994 to 1995. From 1990 to 1993, he served as senior director, international marketing for KFC where he supported marketing efforts in more than 70 countries.

From 1996 to 2001, Miller served as President, International Brand Services for Allied Domecq QSR, responsible for operations, distribution, marketing and restaurant development for more than 3,400 international Baskin-Robbins and Dunkin' Donuts stores in 65 countries. From 1993 to 1996, Miller held various other positions at Allied Domecq, including: President, Eastern Division, responsible for overseeing 2,000 units in Asia/Pacific and Africa/Middle East regions; and Vice President, Business Development of Baskin Robbins International, responsible for the company's international licensing and joint ventures. For the last three years, Miller consulted with restaurant companies, principally in the operations, development and supply chain areas.

From 2000 to 2006, Saunders held a variety of senior positions with Geest Limited, the leading fresh prepared foods and produce company in the UK and part of the Bakkavor Group. From 1994 to 2000, Saunders was with Tricon Restaurants International (formerly Pepsico), including serving as vice president, innovation from 1996 to 2000 and senior director, quality, research and development from 1994 to 1996. From 1985 to 1994, Saunders held various management positions with Pizza Hut (UK) Limited or Pizza Hut International, including: director of operations systems and technology (1993 -1994); director of restaurant operations (1990 - 1993); director of franchise operations (1987 - 1990); and regional operations director (1985).

Wade S. Oney was elected to the Board in 1999. He served as Chief Operating Officer of Papa John’s International, Inc. from 1995 to 1999 and was inducted into the Papa John’s Operators Hall of Fame in June, 2000. From 1992 to 1995, Mr. Oney served as the company’s Regional Vice President of Southeast Operations. He now spends his time as a Papa John’s franchisee, overseeing Bam-Bam Pizza, Brown’s Pizza and L-N-W Pizza.

F. William Barnett. Mr. Barnett retired in 2003 from his position as a director with management consulting firm McKinsey & Company, Inc., an international consulting firm, after 23 years of practice focused on advising and assisting companies with strategic planning, resolving complex organizational issues and implementing operational improvements. Mr. Barnett serves as an Adjunct Professor at Yale University and serves as a director of Eagle Materials, Inc.

Jude Thompson was appointed President and Chief Operating Officer of Papa John’s in April 2009. In this role, Thompson is responsible for overseeing the day-to-day operation of the world’s third largest pizza company. Thompson is also a member of our Board of Directors, which he joined in February 2008. From 2006 to 2008, Thompson served as Senior Vice President of WellPoint, Inc. (NYSE: WLP), and President, Individual Business of Anthem Blue Cross and Blue Shield. In this position, Mr. Thompson was responsible for all aspects of the company’s Individual Business unit in the 14 states served by WellPoint, which generated $5+ billion in revenue in 2007. Prior to that, Thompson held positions of increasing responsibility with Anthem Blue Cross and Blue Shield, a division of WellPoint, or its affiliates since 1989. Thompson holds a BA degree from the University of Kentucky, and has completed executive course work at Columbia University.

Jude Thompson was appointed President and Chief Operating Officer of Papa John’s in April 2009. In this role, Thompson is responsible for overseeing the day-to-day operation of the world’s third largest pizza company. Thompson is also a member of our Board of Directors, which he joined in February 2008. From 2006 to 2008, Thompson served as Senior Vice President of WellPoint, Inc. (NYSE: WLP), and President, Individual Business of Anthem Blue Cross and Blue Shield. In this position, Mr. Thompson was responsible for all aspects of the company’s Individual Business unit in the 14 states served by WellPoint, which generated $5+ billion in revenue in 2007. Prior to that, Thompson held positions of increasing responsibility with Anthem Blue Cross and Blue Shield, a division of WellPoint, or its affiliates since 1989. Thompson holds a BA degree from the University of Kentucky, and has completed executive course work at Columbia University.

Olivia F. Kirtley has been a director of ResCare since 1998. She has served as vice president of finance and chief financial officer of Vermont American Corporation and is currently a consultant. Ms. Kirtley has served as chair of the American Institute of Certified Public Accountants. She has also served as its vice chair and as a member of the institute's board of directors, and previously chaired its finance committee and served on its audit, compensation and strategic planning committees.

William M. Street was elected to the Board in December, 2003. He began his career at Brown-Forman Beverages Worldwide in 1963. He rose through the ranks of sales and marketing to executive management, becoming a vice president in 1977. In 1986 he assumed the post of president of Brown-Forman Beverage Company and was named chief executive officer of the Beverage Company in 1993. He was named president and chief executive office of Brown-Forman Beverages Worldwide at its formation in 1994 and was elected president of Brown-Forman Corporation in 2000, retiring in 2003. He remains a director of the Brown-Forman Corporation. Mr. Street currently serves as chairman of the Kentucky Horse Racing Authority.