Compensation and Governance Committee


(view the charter) - determines the compensation of executive officers and recommends to the Board of Directors the compensation of outside directors, exercises authority of the Board of Directors concerning employee benefit plans and advises the Board of Directors on other compensation and employee benefit matters. The Compensation Committee advises the Board of Directors on board committee structure and membership and corporate governance matters. In addition, the Compensation Committee makes recommendations to the Board of Directors regarding candidates for election as directors of the Company and is otherwise responsible for matters relating to the nomination of directors.


William J. Link Ph.D. Nicholas J. Valeriani Martha H. Marsh Paul A. LaViolette