Playboy Enterprises Inc.

The Editor-in-Chief and Chief Creative Officer of Playboy, Hugh M. Hefner, is a man who has profoundly influenced society in the last 50 years, during which his publication has been the world's best-selling men's lifestyle magazine. Hefner was born in Chicago on April 9, 1926, the elder son of conservative Protestant parents, Glenn and Grace Hefner, and a direct descendent of distinguished Massachusetts Puritan patriarchs William Bradford and John Winthrop. He attended Sayre Elementary School and Steinmetz High on the West Side of Chicago, where he was no more than an average student, despite a genius IQ (152), distinguishing himself instead with his extracurricular activities: founding a school paper, writing, cartooning and serving as president of the student council where he championed student causes. Following graduation from high school in January 1944, Hef (a nickname preferred since adolescence) joined the Army, serving as an infantry clerk and drawing cartoons for various Army newspapers. After his discharge from service in 1946, he spent the summer taking art classes (anatomy, of course) at the Art Institute of Chicago, enrolling that fall at the University of Illinois in Champaign/Urbana. Hefner earned his bachelor's degree in two and one-half years by doubling up on classes while drawing cartoons for the Daily Illini and editing the campus humor magazine Shaft, where he introduced a new feature called Coed of the Month. He subsequently took a semester of graduate courses in sociology at Northwestern University where, pursuing his interest in individual freedom, he wrote a term paper examining U.S. sex laws in light of the then-astonishing Kinsey Institute research on human sexuality. In June 1949, Hefner married a classmate, Mildred Williams. Their ten-year marriage produced two children: Christie in 1952 and David in 1955. Following college, Hef tried his hand at cartooning and, failing to sell any of his ideas for a cartoon strip, published a book of satirical cartoons about Chicago titled That Toddlin' Town. Hefner worked as an assistant personnel manager for the Chicago Carton Company for $45 a week in 1949, and as an advertising copywriter for the Carson, Pirie, Scott department store for just $40 a week in 1950. His future seemed uncertain when he landed a promising job as a promotion copywriter at Esquire at $60 a week in January 1951. When Esquire moved its offices to New York, his request for a five-dollar raise was denied and he decided to stay behind and start a magazine of his own. Hefner and a fellow copywriter from Esquire tried to raise enough capital to launch a Chicago magazine and failed. While working as the newsstand promotion director of Publisher Development Corporation in 1952, he became convinced there was a market for a sophisticated men's magazine that would reflect the views of the post-war generation and he was the man to start it. To support his family, he took a better-paying job as circulation manager of Children's Activities magazine in January 1953, but by that spring and summer the dream of starting his own magazine had become an obsession. He found a printer willing to print the first issue and a distributor to distribute it. He got friends and family to invest in the venture, raising just $8,000, including $600 of his own money borrowed from a bank using his apartment furniture as collateral. The first issue of Playboy magazine, which featured the now-famous calendar photo of Marilyn Monroe, was produced on a kitchen table in his South Side apartment. On the newsstands in December 1953, it carried no cover date because Hefner was not sure when or if he would be able to produce another. But the first issue sold more than 50,000 copies, enough to pay for the paper and printing costs and to finance another issue. Thereafter, Hefner never doubted that the magazine would be a success. He plowed profits back into the publication and hired a young, enthusiastic editorial, art, promotion and advertising staff to assist him. Playboy grew at a phenomenal rate. By the end of the decade, the magazine was selling more than a million copies a month and to celebrate, Hefner held the first Playboy Jazz Festival at the Chicago Stadium. It was called, at the time, the greatest single weekend in the history of jazz. At the start of the new decade, Hefner began to live out the "Good Life" depicted in the pages of his publication. He hosted a popular syndicated television show called Playboy's Penthouse, purchased the Playboy Mansion at 1340 North State Parkway, and opened the first Playboy Club on the Near North Side of Chicago on February 29, 1960. Throughout the Sixties, Hefner and Playboy became what Chicago columnist Bob Greene has called "a force of nature." Hefner wrote an extended series of editorials titled The Playboy Philosophy, championing the rights of the individual and challenging our heritage of Puritan repression. The magazine became the largest-selling, most influential men's magazine in the world. By 1971, when Playboy Enterprises went public, the magazine was selling seven million copies a month, there were 23 Playboy Clubs, resorts, hotels and casinos with more than 900,000 members worldwide. The Company's assets included book publishing, merchandising, a modeling agency, a limousine service, a record label and a TV and motion picture company. It was truly an empire ruled by one man.

Linda Havard oversees all financial activities and functions for Playboy Enterprises, Inc., including treasury, control, strategic planning, tax, internal audit and technology. She also is responsible for strategic planning, mergers and acquisitions, and advising the Company on business development activities. Havard reports to the Chairman and Chief Executive Officer and is based in Playboy's Chicago headquarters. Ms. Havard joined Playboy in 1997 from Atlantic Richfield Co. (ARCO) where she worked for 15 years, most recently serving as senior vice president in ARCO's Global Energy Ventures' international business development division. From 1994 to 1996, she directed worldwide strategic planning as ARCO's vice president of corporate planning. From 1990 to 1994, Havard was chief financial officer of ARCO Transportation Co., also serving as president of ARCO Pipe Line Co. during 1993. Previously, Havard held managerial positions in business analysis for ARCO Oil and Gas Co. in Dallas, Texas, and in investor relations and foreign exchange in ARCO's corporate treasury department. She began her career as a financial analyst with ARCO in 1982. In October 2004, Havard was elected to the Board of Trustees of the Chicago School of Professional Psychology, where she serves on the Executive Committee and chairs the Finance, Audit & Investment Committee. In February 2004, Havard was elected to the Chicago Finance Exchange, an organization comprised of Chicago's leading women in finance, where she is President of the Board for 2009. She was elected to The UCLA Foundation's Board of Councillors in June 2002 and appointed to Playboy.com, Inc.'s board of directors in 1999. In 1997, Havard became a member of The Chicago Council on Global Affairs and Financial Executives International. From 1994 to May 1997, Havard served on the board of Vastar Resources, Inc., a publicly traded natural gas and oil exploration, production and marketing company. A founding member of Leadership California, Havard served as president and was the recipient of its 1995 Leader Award. Ms. Havard received a Bachelor of Arts degree with honors in political science from the University of California at Davis and a Master of Business Administration degree in finance and accounting from the University of California at Los Angeles, where she was a member of the Beta Gamma Sigma honorary society and a recipient of the Richard Miller Fellowship. Havard and her husband, John, who live in Glencoe, IL, have three children and two Labrador retrievers.

Mr.Vaickus is responsible for developing and overseeing Playboy's entire domestic and international product marketing and licensing activities, including the licensing of the brand for gaming properties, and is charged with expanding the reach of the Playboy brand through global licensing programs. He is based in the Company's corporate headquarters in Chicago. Mr. Vaickus previously served as the Company's senior vice president of strategy, planning and operations, and was responsible for managing the strategic planning process and all corporate level business development activities, including the evaluation of acquisitions and new business opportunities. Prior to joining Playboy, Vaickus was vice president of business development with ConAgra Refrigerated Foods Companies and vice president of business planning and finance for Sara Lee/DE, a division of Sara Lee Corporation. He spent 12 years at Sara Lee, where he held positions of increasing responsibility, including executive director of U.S. foods and director of business planning, as well as a position based in the Netherlands. Mr. Vaickus holds a Master of Business Administration degree from the University of Chicago and a bachelor's degree in finance from the University of Illinois. He is a certified public accountant.

Shapiro has line responsibility for integral corporate staff functions including the law, human resources, security and building services departments for Playboy Enterprises, Inc. (PEI). He also serves as general counsel to Playboy and its subsidiaries and affiliated companies. Shapiro is based in Playboy's Chicago headquarters. Since Shapiro joined the Company as staff counsel in November 1973, he has held various legal posts. He was named division counsel in 1977, with responsibility for the Company's book, licensing and franchising operations. In May 1981, he became corporate counsel. In 1983, Shapiro was promoted to vice president and general counsel PEI, charged with overseeing legal matters for all of the Company's operating divisions. Less than a year later, he was named corporate senior vice president, assuming additional responsibilities for law and administration in 1985. In November 1989, in recognition of his contributions to the Company, he was promoted to corporate executive vice president. Shapiro graduated from the University of Illinois-Chicago in 1968 with a Bachelor of Arts degree in English. While working on his law degree, he was a teacher in the Chicago Public Schools system. He received a J.D. from DePaul University, College of Law, in 1973 and passed the Illinois State Bar examination that same year. Shapiro serves on the board of the Playboy Foundation and has been a director of Lawyers for the Creative Arts. He is a member of the American Civil Liberties Union and has served on the Chicago Advisory Committee of the NAACP Legal Defense and Educational Fund. He also is a guest lecturer on media and entertainment issues, trademark and copyright law, and the First Amendment.

In his position as executive vice president, planning and evaluation for the Entertainment sector of the Media Group, Jenest leads a team responsible for partnering with the operations executives across the division in developing and executing strategic plans, as well as for all planning, forecasting, and deal evaluation activities for Entertainment. Jenest joined Playboy in 1988 and initially served as senior vice president and general manager of Playboy domestic home video. He was promoted to senior vice president of new business in 1994 and executive vice president of the Entertainment Group in 1995. Since that time, he has managed a portfolio of functions including new business development, business planning, divisional marketing, creative services, and divisional operations. In 2004, Jeff's duties were focused on building the Andrita Studios business, which has seen strong growth in attracting new clients while containing the costs of services provided to Playboy networks. Jeff came to Playboy with a wealth of experience, including assignments with General Foods; Frito Lay; Foote, Cone & Belding; and Lorimar Home Video, where he served as Sr. VP Marketing, with responsibility for brands including Playboy, the Jane Fonda's Workout Series, and Inc. Video Magazine. Jeff has an MBA from Harvard and a BA in Economics from Stanford. He is a founding board member and current treasurer of the Entertainment AIDS Alliance, as well as a member of the board of the Playboy Foundation. He is chair emeritus of the board of AIDS Project Los Angeles.

Jeremy Westin joined Playboy Enterprises, Inc. in February 2002 and is responsible for strategy, business development and digital distribution for Playboy's Media Group. He is based in the company's New York office. Westin's responsibilities include management of all business and audience development for the digital business, including Playboy's syndication and social-media initiatives across third-party sites such as YouTube, Facebook and MySpace. Westin played a key management role in building Playboy's profitable online business and has been responsible for a number of strategic initiatives, including Playboy's first global wireless distribution deal, the launch of Playboy's first broadband video-on-demand offerings and the launch of Playboy Radio on SIRIUS. Before joining Playboy, Westin practiced law with leading firms in New York and Boston, representing a wide range of technology and media clients in complex transactions. Westin holds bachelor and law degrees from Boston University and a graduate law degree from Georgetown University.

As the head of International Publishing, O'Donnell is responsible for managing a portfolio of 22 licensed foreign language editions of Playboy Magazine and for development of new editions worldwide. He reports to Alex Vaickus, President of Global Licensing and is based in the Company's New York office. Additionally, O'Donnell oversees strategic and financial planning for the sector, gives on-going publishing consultancy to the foreign editions and has oversight for the considerable client service functions provided to our licensed partners. Prior to being named Managing Director, O'Donnell served as Business Manager for International Publishing and, earlier, General Manager Playboy New York. He began his career with Playboy in 1989 as VP Retail Marketing and sales, having held a series of increasingly responsible positions first at General Foods and at Time Inc. O'Donnell holds a B.S. in Industrial Management from Georgia Tech and an MBA from Harvard Business School, serving on active duty as a naval supply officer in between undergraduate and graduate studies.

Scott Stephen joined Playboy Enterprises, Inc. in October 2003. As General Manager, Scott is responsible for the day-to-day operations and P&L of Playboy Online, overseeing all strategic initiatives and the growth of Playboy's internet presence. Prior to Playboy, Scott was COO of Yesmail, the leading online-relationship marketing company specializing in email marketing for customer acquisition and retention. As COO, he led sales, client services, and operations and built Yesmail into one of the most recognizable and respected brands in the industry, resulting in a successful IPO in 1999 and an eventual sale of the company to CMGI for approximately $700M. The trademark of Scott's career is building effective, efficient, and productive teams and conceiving and executing high-growth strategies. Before joining Yesmail, he was Vice President of Professional Services for Campbell Software, Inc., a developer of the premium workforce-management software, where he built an exceptional inside sales and client services team which supported accelerated company growth and resulted in a successful sale of company to SAP in 1998. Scott earned a master's degree in marketing and organizational behavior from the J.L. Kellogg Graduate School of Management at Northwestern University and a bachelor's degree of business administration in finance from the University of Notre Dame. Scott serves as a Director on the boards of several community organizations and privately held internet companies.

Devine oversees all of the Company's human resources functions, including performance management, compensation, employee benefits and counseling, and organizational development. She also is responsible for overseeing recruitment, training and employee relations and benefits. Devine reports to Howard Shapiro, executive vice president of law & administration, and general counsel and secretary, and is based in Playboy's Chicago headquarters. Devine began her career at Playboy in 1966 as a human resources personnel assistant. She has held various positions over the years, including manager of planning, analysis and records, and manager of accounting services where she oversaw payroll, accounts payable and management information. In the 1980s, Devine headed up human resources for the Company's publishing group. She joined Playboy's corporate HR group in 1990 and served as a manager and director of compensation and benefits prior to being named vice president in August 2000. Devine holds a Master of Business Administration degree from the University of Chicago and a Bachelor's degree in psychology from Northwestern University. She is a member of the Human Resources Association of Chicago, the Society for Human Resource Management (SHRM), World at Work (formerly American Compensation Association) and on the Board of Directors of Ballet Chicago.

Lindeman is responsible for the Company's investor relations activities as well as for public relations and for corporate communications, including financial and employee communications. She also oversees Playboy's public affairs programs and the philanthropic efforts and activities of the Playboy Foundation. She is based in Playboy's Chicago headquarters. Lindeman joined Playboy in 1992 as a vice president. She was instrumental in the successful completion of Playboy's first secondary stock offering in March 1993 and equally successful follow-on offerings in 1999 and 2004, the creation of the Company's first investor relations program, and development of an employee stock purchase program. As a result of her efforts, the Company's profile in the investment community has increased dramatically in terms of both analyst coverage and institutional interest. In addition, she has worked with major business and financial media in profiling the company and its management and was instrumental in the development of a new employee communications program. She was promoted to her current position in 1998. Before joining Playboy, Lindeman spent six years as manager of communications for Tribune Company, where she was responsible for all financial communications and where she launched that company's first program aimed at individual investors. She also held public relations positions with Burlington Northern Inc., and the public relations firm of Golin Harris Communications. Lindeman began her career as an institutional equity trader, initially at Weeden & Co. and later at Alex Brown & Sons. Lindeman received a Bachelor of Arts degree in political science from Wheaton College in Massachusetts and a Master of Science degree in communications from Boston University. She is a former president and director of the Chicago chapter of the National Investor Relations Institute.

Campbell is responsible for managing the Company's commercial and investment banking relationships and cash operations; directing several employee plans including the 401(k), deferred compensation and stock-based plans; and overseeing tax and insurance functions. Recently, he assumed responsibility for managing the Company's internal audit function, strategic planning process and all corporate level business development activities, including the evaluation of acquisitions and new business opportunities. Campbell reports to Linda Havard, executive vice president of finance & operations and chief financial officer, and is based in the Company's corporate headquarters in Chicago. Campbell joined Playboy in 1992 as director of treasury operations. He was promoted to assistant treasurer in 1993, treasurer in 1995 and named vice president in 1998. Prior to his work at Playboy, Campbell held the positions of senior business analyst and cash manager for FMC Corporation. He previously worked for The Equitable Life Assurance Society of the United States. Campbell received a Bachelor of Science degree in finance from the University of Illinois and a Master of Management degree in finance and business policy from Northwestern University's J.L. Kellogg Graduate School of Management.

David Chemerow joined Olympus Media as Chief Financial Officer in 2005. He has 30 years of management experience in a variety of financial and operating roles and over the last 5 years has focused on early stage media companies. He served as EVP and CFO of Playboy Enterprises and is currently a member of its Board of Directors and the chairman of its Audit Committee. He served as the President and COO of GT Interactive Software, then the second largest publisher of computer games. He was also the COO of ADcom Information Services, which provided TV ratings to cable companies, and the COO of TravelCLICK, which sells media and data to hotels. Earlier in his career, David was the Treasurer, Controller and SVP of Operations for the American Can Company. David received an MBA degree from The Amos Tuck School of Business and an AB degree from Dartmouth College.

A resident of Los Angeles, Hirschhorn is the founding partner of Fountain Productions, an independent production company that produces theatrical motion pictures, television movies and direct-to-video films. Hirschhorn founded and was CEO of G4, the world's first videogame television network. He worked for 10 years at the Walt Disney Company, including as President of Walt Disney Television and Television Animation. He also served as head of development at Fox where he was involved in the launch of their network. At Disney, Hirschhorn was responsible for the development and production of theatrical motion pictures, including The Joy Luck Club, Quiz Show and The Santa Claus. Prior to Disney, he served as Vice President of Development for Fox Broadcasting where he managed the network's primetime programming and developed the Emmy Award-winning series In Living Color. Hirschhorn conceived and built the first videogame television network, G4, which he launched in 2002 with 12 originally produced series. He grew G4 to over 350 employees with $50 million in revenue and more than 53 million cable and satellite subscribers. A graduate of Harvard College with a Bachelor of Arts in economics, Hirschhorn served as an Arts Management Fellow for the National Endowment for the Arts. He serves on the boards for the Harvard College Office of the Arts and for the National Multiple Sclerosis Society.

Dennis Bookshester has been an APS Director since the company's founding in 1998. He is Chairman of Cutanix Corporation, and sits on the Board of Playboy Enterprises and the Illinois Racing Board. Dennis was CEO of Turtle Wax, Fruit of the Loom, Zale Corporation, and Carson Pirie Scott & Co., and he has consulted for many Fortune 500 companies. When he isn't engaged in business, Dennis enjoys riding his bike, and has traced historic Route 66 across the U.S. on his cruiser.

Kern was named interim Chairman of Playboy Enterprises Inc. in December 2008 and became interim Chief Executive Officer of the Company on Feb. 1, 2009. He has been the President of Kern Consulting, LLC since 2001, and also serves as the Chairman of Symphony Media Systems, LLC. Prior to that, he was Chairman and Chief Executive Officer of On Command Corporation. Prior to his position at On Command, he served as Vice Chairman and a member of the Board of Directors of Tele-Communications, Inc. (TCI). For more than 20 years, Kern was the principal outside legal counsel to TCI and Liberty Media Corporation (Liberty Media), including from 1992 to 1998, when he served as senior partner of Baker & Botts, L.L.P. He is on the boards of Volunteers of America (Colorado Chapter) and the New York Philharmonic. He also serves as Chairman of the Institute for Children's Mental Disorders and is Co-Chairman of Board of Trustees for the Colorado Symphony Association. He is a trustee of City Meals-on-Wheels in New York and a trustee of the New York University School of Law Foundation. Kern, 71, is a member of the Audit Committee of the Board.

Pillar is Managing Director of The 5850 Group, an investor in consumer branded media-based businesses, and has served in that capacity there and at its predecessor companies since 1991. He also currently serves as President of the Los Angeles Marathon, an acquisition he initiated and an asset he manages for Frank McCourt, the owner of the Los Angeles Dodgers. From January 2000 until February 2006, he was Viacom Inc. and CBS's chief digital media strategy and execution executive, serving in a variety of positions including Senior Advisor, Viacom Inc., President, Viacom Digital Media Group, and President and Chief Executive Officer, CBS Internet Group. He also has served as President and Chief Executive Officer of Richard Branson's Virgin Entertainment Group, online service provider Prodigy Internet, and telecom solutions provider Precision Systems. Over the past two decades, he has served as a board member of more than a dozen public and private consumer-branded businesses. A Crown Fellow at the Aspen Institute, Mr. Pillar graduated Phi Beta Kappa, cum laude with an A.B. in East Asian Studies from Brown University. Mr. Pillar is a member of our compensation committee. Pillar, 43, is a member of the Compensation Committee of the Board.