Michael S. Melbinger is a partner in the law firm of Winston & Strawn LLP, and global head of the firm's Employee Benefits and Executive Compensation Department.

Mr. Melbinger works out of the firm's Chicago office and practices exclusively in the area of executive compensation and employee retirement and welfare benefit issues for corporations, partnerships, executives, boards of directors, and fiduciaries. He also handles employee benefits and compensation litigation matters and the benefits and compensation aspects of change in control and public offering transactions.

Mr. Melbinger is an adjunct professor of law at Northwestern University School of Law and has spoken extensively on all types of executive compensation and employee benefit plan issues. He is also the author of the American Bankers Association's Compliance Guide to Employee Benefit Trusts and more than 45 articles on executive compensation and employee benefits topics. He is the Contributing Editor of Thompson Publishing Group's Flex Plan Handbook, and he is on the editorial board of RIA's Practical Tax Strategies (previously titled Taxation for Lawyers).

Mr. Melbinger received a B.A. from the University of Notre Dame in 1980 and a J.D. from the University of Illinois College of Law in 1983. He is a member of the ABA, NASPP, NACD, NAPPA, and the International Pension and Employee Benefit Lawyers Association.

Bruce Overton is the President of Overton Consulting, Inc., an executive compensation consulting firm located in Atlanta, Georgia. Mr. Overton is also on the staff of The Benefit Company, a human resource consulting firm in Atlanta, Georgia, where he heads its Executive Compensation Division.

He was formerly an elected Vice President of Human Resources with RJR Nabisco, and he served as their top compensation executive for more than 10 years. In that capacity, he oversaw worldwide compensation policy and advised the Compensation Committee of the Board of Directors.

He has also served in various human resource positions with Xerox Corporation, and he practiced as an executive compensation consultant with Sibson & Company, where he was a partner for six years. Mr. Overton is a former President and Board Chairman of the American Compensation Association, where he was also awarded a life membership.

He has published numerous articles on personnel and compensation issues. He is a graduate of Widener University in Pennsylvania.

Susan E. Stoffer is a partner in the Executive Compensation and Employee Benefits practice group of Seyfarth Shaw LLP and leads the practice in the firm's Atlanta office.

She is experienced in all areas of employee benefits law, including qualified and nonqualified retirement plans, executive compensation and employment agreements, equity compensation plans, health and welfare plan design and compliance, HIPAA and COBRA compliance, fiduciary issues, and benefits issues connected with PEOs and employee outsourcing arrangements, as well as benefits aspects of mergers and acquisitions.

Ms. Stoffer received her J.D. from Fordham University School of Law and her B.A. from the University of Illinois. She practiced for many years in New York City with a large international law firm and served as in-house employee benefits counsel for Time Warner, Inc.

She is Co-Chair of the Retirement Plan Design, Qualification, and Administration subcommittee of the Benefits Committee of the Labor and Employment Law Section of the American Bar Association and a member of the Tax Section Employee Benefits Committee. She is also a member of the Employee Benefits Committee of the Tax Section of the New York State Bar Association. She serves as an appointed member of the IRS Employee Benefits Plan Council (Gulf Coast Region) and is a member of the Women's Board of Directors' Network and Women in Pensions.

Ms. Stoffer is a frequent author and speaker on compensation and benefits topics.

Henry A. Smith, III, is a partner of Smith & Downey, P.A., a law firm with offices in Baltimore, New York, and Washington, D.C. that concentrates in the areas of employee benefits, executive compensation, and labor and employment.

Mr. Smith received a B.A. from Frostburg State College, an M.L.A. from The Johns Hopkins University, and a J.D. from the University of Maryland School of Law. He is a member of the Maryland and District of Columbia bars, is past Chair of the Employee Benefits Committee and the Tax Section of the Maryland State Bar Association, and is an Adjunct Professor in the University of Baltimore School of Law's Graduate Tax Program.

Mr. Smith is resident in Smith & Downey, P.A.'s Baltimore office.

Michael P. Connors is a partner of Smith & Downey, P.A. Mr. Connors received a B.A. from Villanova University and a J.D. from the Catholic University of America School of Law. He is a member of the New York and Maryland bars.

Mr. Connors is resident in Smith & Downey, P.A.'s New York office.