www.sec.gov/Archives/edgar/data/1051628/0000893220-04-0 -
[Cached Version]
Published on: 4/29/2004
Last Visited: 7/28/2004
Jerry S. Rosenbloom, age 64, has served as a director of the Company since 1998.Mr. Rosenbloom is the Frederick H. Ecker Emeritus Professor of Insurance and Risk Management at the Wharton School of the University of Pennsylvania where he has been since 1974.He currently serves as a director of Harleysville Insurance Group, and as a trustee of Century Shares Trust Mutual Fund and MBIA Closed End Municipal Bond Fund.
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The terms for Martin A. Berkowitz, Michael P. Esposito, Jr., Robert P. Johnson, Jerry S. Rosenbloom and Jeffrey D. Watkins will expire at the 2004 annual meeting of shareholders.
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Mr. Rosenbloom has chosen not to stand for re-election at that annual meeting.
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Based on these categorical standards, the Board has determined that a majority of its directors are independent (Messrs. Berkowitz, Dowden, Gammill, Hammer, Johnson, Lichten, Rosenbloom, Watkins and Yoskin).
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The Audit Committee presently consists of five directors (Messrs. Dowden (Chairman), Berkowitz, Gammill, Johnson and Rosenbloom), each of whom is independent as independence is defined under the NYSE's listing standards and the rules and regulations of the Commission.
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The Compensation Committee presently consists of five directors (Messrs. Gammill (Chairman), Berkowitz, Rosenbloom, Watkins and Yoskin), each of whom is independent as independence is determined under the NYSE's listing standards.
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The Executive Committee presently consists of six directors (Messrs. Hammer (Chairman), Dowden, Esposito, Gammill, Lichten and Rosenbloom).
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The Strategic Review Committee presently consists of six directors (Messrs. Esposito (Chairman), Burke, Hammer, Lichten, Rosenbloom and Watkins).