Our directors and their ages as of May 29, 2001, are as follows:

Mr. Johnson helped to found the law firm of Koonz, McKenney and Johnson in 1979. He is a trial attorney and is Board Certified in civil trials by the National Board of Trial Advocacy. He served as his firm’s Managing Partner from 1986-1996. He has served since 1987 on the Board of Directors of Century National Bank in Washington, D.C. He is also presently on the Board of Directors of the Foundation of the Baltimore-Washington Conference of the United Methodist Church.

Ms. Kauffman has been a practicing lawyer since 1979. She is a member of the state and federal bars in the District of Columbia, Illinois and California. From 1993 to 2000 she was chief executive officer of Starr Litigation Services, the leading trial consulting company in the United States. She is currently a member of the law firm The Ackerson Group where she was one of the lead lawyers negotiating the settlement agreement with T-Cubed. She has advised numerous Fortune 500 companies on litigation and business issues.

Mr. Massopust has been a partner in the law firm of Zelle, Hofmann, Voelbel, Mason & Gette or its predecessor firms since 1984. He was national managing partner of the firm’s Boston, Dallas, Los Angeles, Minneapolis, and San Francisco offices from 1995 through 1998. He was also founder, CEO, and Chairman of the Board of Access Management Corporation (an information management technology company) from 1988 through 1994.

Mr. Price has practiced law in the State of Indiana since 1963. He has served on the Board of Directors of numerous entities including The Indiana Trial Lawyers Association, The International Society of Barristers, and The Indiana Civil Liberties Union, as well as other not-for-profit organizations. His practice since 1963 has concentrated on complex business litigation.

The Company’s board of directors will manage the Company. When the board of directors deems it appropriate, the board will engage professional management personnel to manage the Company, subject to the direction of the board.

The current board of directors will appoint additional members to our board of directors when the resources of the Company permit. We expect that the additional persons appointed will include persons with experience in the industry, persons with financial expertise and persons with expertise in managing businesses.

Our limited liability company agreement authorizes between 5 and 21 directors, the exact number to be fixed by the board of directors. The size of the board of directors is currently set at 5. Beginning at the first annual meeting of the shareholders, the members of the Company will elect all but one member of the board of directors. One member of the board will be appointed by the settlement class counsel. Directors elected by the members of the Company will serve three-year terms with one-third of the directors elected each year.

Indemnification of Officers and Directors

Our limited liability company agreement contains certain indemnification provisions providing that directors, officers and certain employees and agents will be indemnified against expenses reasonably incurred by them in a claim or proceeding brought against them or threatened because of their capacity as such. We will not indemnify a director, officer, employee or agent if a court or the board of directors finds that he or she breached his or her duties through willful misconduct.

We expect to carry an insurance policy for the protection of our officers and directors against any liability asserted against them in their official capacity.

We intend to adopt compensation policies designed to attract and retain highly qualified and motivated personnel. Our policies will provide for competitive rates of compensation and benefits based on the performance of our executive officers.

As part of our compensation policy, we expect to adopt long and short-term incentive plans, including:

• Equity option plans;

• Bonus plans; and

• Other equity-based plans.