Severance Plan for Officers - Albertson's Inc.
ALBERTSON'S SEVERANCE PLAN FOR OFFICERS
EFFECTIVE JULY 18, 2001
SECTION 1--PURPOSE
The purpose of the Albertson's Severance Plan for Officers ("Plan") is to
provide severance pay and benefits to certain Officers of Albertson's, Inc. and
its subsidiaries (collectively the "Company") whose employment is involuntarily
terminated in connection with the Company's cost control initiatives, where such
employment termination is other than by discharge including unsatisfactory
performance, during the period from July 18, 2001 to June 30, 2002. When the
employment of such Officers is so terminated, the employment relationship shall
be completely severed and affected Officers shall have no current or future
right to employment on a full-time, part-time, per diem, consulting or other
basis.
The Plan is intended to be "employee welfare benefit plan" as that term is
defined in Section 3(1) of the Employee Retirement Income Security Act of 1974,
as amended. Severance benefits for this period shall be determined exclusively
under this Plan unless a separate agreement has been or will be reached. All of
the corporate policies and practices regarding severance, or similar payments
upon employment termination, with respect to Officers eligible to participate
herein are hereby superseded by this Plan. Benefits under this Plan are in no
way contingent upon retirement under any Company retirement plan.
SECTION 2--DEFINITIONS
The following capitalized terms shall have the meanings set forth in this
Section 2 unless the context clearly indicates otherwise:
2.1 Administrator means the Company or its delegees.
2.2 Company means Albertson's, Inc. and its subsidiaries except as
excluded in the definition of "Officer" in Section 2.5.
2.3 Effective Date means July 18, 2001.
2.4 ERISA means the Employee Retirement Income Security Act of 1974, as
amended.
2.5 Officer means any active, full-time officer of the Company who is
listed as an Officer on Exhibit B hereto. For purposes of this Plan,
"Officer" as defined in Exhibit B excludes any individual who has an
individual employment or severance agreement with the Company.
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EXHIBIT 10.39
2.6 Participant means an Officer who is notified by the Company that his
or her employment is to be involuntarily terminated by the Company on
or after the Effective Date but on or before June 30, 2002, other than
termination that is the result of actions by the Officer which, as
determined by the Company in its sole discretion, would normally
result in termination or discharge.
2.7 Pay or Base Pay means the Officer's regular base salary or wages on
the Officer's Severance Date, excluding all extra pay such as
overtime, premiums, bonuses, commissions, living or other allowance.
2.8 Plan means the Albertson's Severance Plan for Officers.
2.9 Plan Year means the period from July 18, 2001 through June 30, 2002.
2.10 Release Agreement means the Severance Agreement and Release attached
hereto as Exhibit A, which shall include a general release given by
the Participant to the Company and other matters stated therein. The
Release Agreement shall bind the Participant and the Company.
2.11 Severance Date means the date established by the Company as a
Participant's last day of employment.
2.12 Successor means any employer (whether or not the employer is
affiliated with the Company) which acquires (through merger,
consolidation, reorganization, transfer, sublease, assignment, or
otherwise) (i) all or substantially all of the business or assets of
the Company, of a division of the Company, or of a single facility or
business unit of the Company, or (ii) the facility where the Officer
usually works.
2.13 Years of Service shall mean the completed 12-month periods during
which an Officer has been employed by the Company on a continuous
basis measured from the Officer's most recent hire or rehire date (not
an adjusted or reinstated hire date).
SECTION 3--ELIGIBILITY AND PAYMENT
3.1 Subject to Sections 3.2, 3.3, and 3.4 of this Plan, an Officer shall
become a Participant if, on or after the Effective Date, but on or
before June 30, 2002, the Officer is notified by the Company that his
or her employment with the Company is to be involuntarily terminated
by the Company unless such termination is the result of actions by the
Officer which, as determined by the Company in its sole discretion,
would normally result in a termination or discharge. An employee who
is on a Company-approved Family and Medical leave, worker's
compensation or other medical or disability related leave will be
subject to the appropriate Company leave policy when the employee
returns from leave.
3.2 A Participant shall be entitled to the severance pay set forth in
Section 4 hereof, if:
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EXHIBIT 10.39
(a) he or she returns and does not revoke a completed and executed
Release Agreement to the Company within the time period specified
in the Release Agreement after such person's Severance Date; and,
(b) he or she is not and does not become disqualified from receiving
severance pay pursuant to Section 3.3 hereof at any time prior to
such person's Severance Date.
3.3 A Participant shall not be entitled to the severance pay set forth in
Section 4 hereof, if:
(a) the Officer either (i) fails to return a signed Release Agreement
to the Company within the time period specified in the Release
Agreement after that person's Severance Date or (ii) revokes such
Release Agreement within the time period specified in the Release
Agreement;
(b) prior to his or her Severance Date, the Officer (i) terminates
voluntarily his or her employment, (ii) fails to show up and
properly attend work, and/or (iii) fails to adequately perform
his or her employment duties as established by the Company in its
sole discretion;
(c) the Officer begins employment or provides services as an
independent contractor with or for the Company or any of its
affiliates within 6 months following his or her Severance Date;
(d) the Officer rejects an offer or fails to accept an offer of
another position from a Successor or from any affiliate of the
Company on or before his or her Severance Date; provided,
however, that an Officer may still receive his or her severance
benefits despite rejecting such offer if either (i) the new
position has a Base Pay less than eighty (80) percent of his or
her current Base Pay, or (ii) the new job will require the
Officer to work in a facility located more than 50 miles from his
or her current workplace; or
(e) prior to the Severance Date, the Company terminates the
employment of the Officer and either (i) the termination is the
result of actions by the Officer which, as determined by the
Company in its sole discretion would normally result in
termination or discharge, or (ii) the Company determines after
such termination that the Officer had engaged in conduct that was
significantly detrimental to the Company, in clear violation of
Company policies or procedures, or that resulted in a cost to the
Company and that would result in termination or discharge had
such conduct been known to the Company prior to such termination.
3.4 Prior to the date the Participant's employment with the Company will
terminate, such Participant will receive a Release Agreement,
substantially in the form attached to this Plan as Exhibit A. If the
Participant accepts and agrees to his or her severance pay and
benefits as determined, he or she shall execute the Release Agreement
and return it to the Vice President, Human Resources Administration
within the time period specified in the Release Agreement following
his or her Severance Date. Such Release Agreement must be timely and
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EXHIBIT 10.39
appropriately executed by its terms for the Participants to qualify
for payments and benefits under Section 4.
SECTION 4--AMOUNT AND PAYMENT OF SEVERANCE PAY
4.1 A Participant's severance pay under this Section 4 shall be the number
of weeks of Pay set forth in the following schedule based on such
Participant's status and his or her number of full Years of Service
and shall be paid in one lump sum as soon as practicable after the
Participant's Severance Date with the Company or such longer period as
may be required by the Release Agreement. Amounts to be paid are as
follows:
Thirty-nine weeks' Pay plus (1) 100 percent target bonus prorated
based on the number of weeks actually worked during the fiscal
year since the beginning of the most recent bonus eligibility
period, plus (2) 100 percent target bonus prorated based on
twenty-six weeks.
Employment taxes shall be withheld from all severance payments but
voluntary deductions shall not be allowed. In addition, any amount
payable under this Section above, shall be reduced (but not below
zero) by any payment made as required by government-mandated programs
that require payment of wages and fringe benefits in lieu of notice of
closing, layoffs or termination of employment.
4.2 In addition to the severance payment described above, the Company will
also offer additional benefits to all Participants as follows.
(a) Participants shall have the right to continue medical and dental
benefits under the continuation health coverage provisions of
Title X of the Consolidated Omnibus Budget Reconciliation Act of
1986 (COBRA) after his or her Severance Date, if otherwise
eligible and/or, if eligible, may enroll in the Retiree Health
Plan. To the extent that the Participant is eligible for and
elects COBRA coverage, the Company shall cover the premiums or
cost of such coverage on a monthly basis for the lesser of (1)
the first six months of coverage, or (2) until Participant no
longer qualifies to participate. At the end of the Officer's
Company-paid COBRA coverage, the Officer may continue COBRA
coverage at the Officer's expense or to the extent eligible under
the terms of such Plan may elect to participate in the Company's
self-pay retiree health care plan. Alternatively, if eligible,
the Officer may elect the self-pay retiree health coverage at the
end of the 18-month COBRA period. In no event shall any
Participant be entitled to a cash payment in lieu of health
coverage.
(b) Participants shall be paid for normal termination vacation pay
and any other earned pay (if any) pursuant to existing Company
policy and applicable state law.
(c) Benefits under any other employee benefit plans, including but
not limited to, tax-qualified retirement plans, retiree health
care plan, fringe benefit plans, policies, programs, stock option
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EXHIBIT 10.39
plans and nonqualified deferred compensation plans sponsored by
the Company are governed solely by the terms of those plans,
programs or policies. Participants may exercise stock options, to
the extent that such options are exercisable under their terms.
This Plan does not change the eligibility, termination or other
provisions for those benefits.
(d) The Company may offer additional benefits or programs which, if
offered, shall be described in appendices to this Plan.
4.3 The Company reserves the right to offset the benefits payable under
Section 4, by any advance, loan or other monies the Participant owes
the Company.
SECTION 5--DEATH BENEFITS
5.1 If a Participant dies before receiving all of his or her severance pay
due under this Plan, such pay will be distributed in one lump sum cash
payment to the Officer's estate.
5.2 The Administrator may require that any individual or entity purporting
to represent a Participant's estate provide such proof of such status
as the Administrator may deem appropriate, including but not limited
to letters testamentary or letters of administration. The
Administrator may also require that such individual, as a condition to
receiving severance pay, agree in a provision to be incorporated in
the Release Agreement, to indemnify and hold harmless the
Administrator and such other persons deemed appropriate by the
Administrator for any financial responsibility, liability or expense
arising out of a claim by another party or parties asserting
entitlement to all or part of the benefit payable hereunder. In
addition, the Company reserves the right to offset the benefits
payable under this Section 5 by any advance, loan or other monies the
Participant, with respect to whom the severance pay is being paid,
owes the Company.
SECTION 6--ADMINISTRATION
6.1 The Company shall have sole discretionary authority to interpret,
apply and administer the terms of the Plan and to determine
eligibility for and the amounts of benefits under the Plan, including
interpretation of ambiguous Plan provisions, determination of disputed
facts or application of Plan provisions to unanticipated
circumstances. The Company's decision on any such matter shall be
final and binding.
6.2 The Company shall be the administrator of the Plan for purposes of
Section 3(16) of ERISA and shall have responsibility for complying
with any ERISA reporting and disclosure rules applicable to the Plan
for any Plan Year. The Administrator may at any time delegate to any
other named person or body, or reassume therefrom, any of its
fiduciary responsibilities (other than trustee responsibilities as
defined in Section 405(c)(3) of ERISA) or administrative duties with
respect to this Plan.
6.3 The Administrator may contract with one or more persons to render
advice or services with regard to any responsibility it has under this
Plan.
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EXHIBIT 10.39
6.4 Subject to the limitations of this Plan, the Administrator shall from
time to time establish such rules for the administration of this Plan
as the Administrator may deem desirable.
SECTION 7--CLAIMS PROCEDURE
7.1 If a Participant believes he or she has not been provided with
severance pay benefits due under the Plan, then the Participant may
file a request for benefits under this procedure with the Human
Resources Department or its delegate within ninety (90) days after the
date the Participant believes he or she should have received such
benefits. If a Participant makes such a request for benefits under the
Plan and that claim is denied, in whole or in part, the Administrator
shall notify the Participant of the adverse determination within
ninety (90) calendar days unless the Administrator determines that
special circumstances require an extension of time for processing. If
the Administrator determines that an extension of time is necessary,
written notice shall be furnished to the claimant prior to the end of
the initial ninety-day period and the extension shall not exceed
ninety days from the original ninety-day period. The extension notice
shall indicate the special circumstances requiring an extension and
the date by which the Administrator expects to render a determination.
The Administrator shall notify the Participant of the specific reasons
for the denial with specific references to pertinent Plan provisions
on which the denial is based and shall notify the Participant of any
additional material or information that is needed to perfect the claim
and explanation of why such material or information is necessary. At
that time the Participant will be advised of his or her right to
appeal that determination, and given an explanation of the Plan's
review and appeal procedure including time limits, and a statement
regarding the Participant's right to bring a civil action under ERISA
section 502(a) following an adverse determination or appeal.
7.2 A Participant may appeal from the determination or denial by
submitting to the Administrator within sixty (60) calendar days after
receiving a denial notice:
(a) Requesting a review by the Administrator of the claim;
(b) Setting forth all of the grounds upon which the request for
review is based and any facts in support thereof; and
(c) Setting forth any issues or comments which the Participant deems
relevant to the claim.
The Participant may submit written comments, documents, records and
other information relating to his claim. Upon request, the Participant
may obtain free of charge, copies of all documents and records
relevant to his claim.
7.3 The Administrator shall act upon the appeal taking into account all
comments, documents, records and other information submitted by the
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EXHIBIT 10.39
Participant without regard to whether such information was submitted
or considered in the initial benefit determination and shall render a
decision within sixty (60) days or one hundred twenty (120) days in
special circumstances after its receipt of the appeal. If the
Administrator determines that an extension of time is necessary,
written notice of the extension shall be furnished to the Participant
prior to the end of the initial sixty-day period. The extension notice
shall indicate the special circumstances requiring an extension of
time and the date by which the Administrator expects to render a
determination.
The Administrator shall review the claim and all written materials
submitted by the Participant, and may require him or her to submit,
within ten (10) days of its written notice, such additional facts,
documents, or other evidence as the Administrator in its sole
discretion deems necessary or advisable in making such a review. On
the basis of its review, the Administrator shall make an independent
determination of the Participant's eligibility for benefits and the
amount of such benefits under the Plan. The decision of the
Administrator on any claim shall be final and conclusive upon all
persons if supported by substantial evidence.
If the Administrator denies a claim on review in whole or in part, it
shall give the Participant written notice of its decision setting
forth the following: (a) the specific reasons for the denial and
specific references to the pertinent Plan provisions on which its
decision was based; (b) notice that the Participant may obtain free of
charge, copies of all documents, records and other information
relevant to the Participant's claim; and (c) a statement of the
Participant's right to bring a civil action under section 502(a) of
ERISA.
7.4 A Participant or his or her legal representative may appeal any final
decision by filing an action in a federal court of competent
jurisdiction, provided that such action is filed no later than 90 days
after receipt of a final decision by the Participant or his or her
legal representative.
SECTION 8--GENERAL
8.1 The benefits and costs of this Plan shall be paid by the Company out
of its general assets.
8.2 This Plan is intended to be an "employee welfare benefit plan", as
defined in Section 3(1), Subtitle A of Title 1 of ERISA. The Plan will
be interpreted to effectuate this intent. Notwithstanding any other
provision of this Plan, no Officer shall receive hereunder any payment
exceeding twice that Officer's annual compensation during the year
immediately preceding the termination of his service, within the
meaning of 29 C.F.R. Section 2510.3-2, as the same was in effect on
the effective date of this Plan.
SECTION 9--AMENDMENT AND TERMINATION
The Company reserves the right to amend this Plan, in whole or in part, or
discontinue or terminate the Plan; provided, however, that any such amendment,
discontinuance or termination shall not affect any right of any Participant to
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EXHIBIT 10.39
claim benefits under the Plan or as in effect prior to such amendment,
discontinuance or termination, for events occurring prior to the date of such
amendment, discontinuance or termination. An amendment to this Plan, and/or
resolution of discontinuance or termination, may be made by the Administrator,
to the extent permitted by resolution of the Board of Directors.
IN WITNESS WHEREOF, the Company has caused its officer, duly authorized by
its Board of Directors to execute the Plan effective as of the 18th day of July
2001.
ALBERTSON'S, INC.
By: /s/ Thomas R. Saldin
----------------------
Name: Thomas R. Saldin
Its: Executive Vice President and
General Counsel
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SAMPLE
Exhibit A
SEVERANCE AGREEMENT AND RELEASE
In consideration for the payment to me of (amount to be computed and added
later), less lawful deductions, as severance pay, I, (name to be added), hereby
make the following promises and agree to the terms of this Severance Agreement
and Release, intending to be legally bound by them.
1. I hereby release Albertson's, Inc. ("Company") and its parent companies,
subsidiaries, affiliates, and their respective successors, officers,
directors, employees, and associates from any and all claims, actions, and
causes of action arising out of my employment with, and/or termination from
the Company, including but not limited to claims based on express or
implied contract, covenants of fair dealing and good faith, wrongful
discharge, Title VII of the Civil Rights Act of 1964, the Americans with
Disabilities Act, the Family and Medical Leave Act, the Worker Adjustment
and Retraining Notification Act of 1988, the Age Discrimination in
Employment Act, the Employee Retirement Income Security Act of 1974, as
amended, and any other applicable federal, state, or local laws,
ordinances, and regulations. This release does not, however, apply to or
waive any rights I may have under applicable workers' compensation laws or
employee benefit plans, or to claims which may arise after the date of this
release except as to disability plan payments which may be offset by the
Severance payment(s) herein.
2. I understand that by signing this Severance Agreement and Release, I am
forever relinquishing any right to sue any of the companies and persons
described in paragraph 1 above based on any claim arising out of my
employment with, and/or termination from, the Company (other than claims
arising under employee benefit plans or claims for injuries compensable
under workers' compensation laws), and I agree that I will never maintain
any litigation against any of those companies or persons based on any of
the claims I am giving up by signing this document. Any controversy or
claim arising out of or relating to this release, or the breach thereof,
shall be settled by arbitration administered by the American Arbitration
Association under its Employment Dispute Resolution Rules.
3. I expressly waive and relinquish all rights and benefits afforded by
Section 1542 of the Civil Code of the State of California, and I do so
understanding and acknowledging the significance and consequence of that
waiver. Section 1542 of the Civil Code of the State of California states:
A general release does not extend to claims which the creditor does
not know or suspect to exist in his favor at the time of executing the
release, which if known by him must have materially affected his
settlement with the debtor.
4. I acknowledge that, after I leave the employ of the Company, I am still
obliged to abide by the Company's policies concerning confidential and
proprietary information.
5. I shall cooperate with and assist the Company (including making myself
available at reasonable times and places) so as to aid the Company in
connection with any matters related to my employment by the Company or
about which I am knowledgeable; provided, however, my cooperation with such
matters shall not interfere unreasonably with my subsequent employment, if
any.
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6. I agree not to directly, indirectly, or through third parties solicit any
Company associate for employment for two years.
7. I understand that I will receive listings of the age and job title of
persons who are eligible and ineligible for pay and benefits under the
Albertson's Severance Plan applicable to me. I also understand that I will
have forty-five calendar days following the date on which I receive those
lists to consider whether to accept the pay and benefits under the
Albertson's Severance Plan applicable to me. I understand that I waive the
forty-five calendar day consideration period if I sign and return the
Severance Agreement and Release before the end of the forty-five day
period. I acknowledge that I am hereby advised to consult with the attorney
or other advisor of my choice regarding the terms of this document before
signing it. I understand that I may revoke this Severance Agreement And
Release anytime within 7 days of signing it and that the terms of this
agreement and release will not be effective until the 7-day revocation
period expires. I must contact David Biderman, in writing, at Albertson's
Human Resources Department in Boise (fax 208-395-4844) to revoke this
agreement.
8. This Release will be governed by the laws of Idaho.
9. I have signed this document freely and voluntarily and not because of any
deception or coercion. I understand the terms of this document and agree
that they are fair and equitable.
DO NOT SIGN AND RETURN THIS FORM UNTIL AFTER YOU HAVE RECEIVED THE LISTING OF
THE AGES AND JOB TITLES OF THE INDIVIDUALS SELECTED FOR THE REDUCTION IN FORCE /
SEVERANCE PAY AND BENEFIT.
--------------------- ---------------------- ---------------------------
Print Name of Witness Print Name of Officer Date of Officer's Signature
--------------------- ---------------------- ---------------------------
Signature of Witness Signature of Officer Last Date of Employment
Note: Section 3 is required only if the severed associate has worked for the
Company in the state of California, whether at the time of termination or
some time prior.
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Exhibit B
Location Lname Fname
--------------------------------------------------------------------------------
1) 48400 Adams Pat
2) 48400 Allen Craig
3) 71301 Apker Debra
4) 74200 Arnold William
5) 70428 Bailey Boyce
6) 71701 Banks Bob
7) 48300 Bassler Dennis
8) 55000 Bates Bill
9) 72900 Bates Mark
10) 48500 Bay Gerry
11) 71302 Bell Dario
12) 70405 Bergquist Renee
13) 70401 Bessent Mike
14) 73601 Biderman Dave
15) 71701 Bock Carolyn
16) 70405 Boyd John
17) 71301 Brady Kathy
18) 71302 Brother Tom
19) 72402 Brown Craig
20) 53000 Brune Jeff
21) 48700 Buckles Gerry
22) 71300 Butler Bob
23) 48400 Casey Karen
24) 50300 Casteel Ritchie
25) 71300 Cefalo Roe
26) 71704 Christoffersen Shirley
27) 50400 Clawson Mike
28) 74200 Cole Chip
29) 50100 Colgrove Bob
30) 54200 Colgrove John
31) 48300 Conrad Monty
32) 48600 Corry Tim
33) 48500 Cousin Ertharin
34) 71005 Croft John
35) 48500 Cygan Doug
36) 70400 Czarniecki Walt
37) 71304 Dean Dave
38) 48700 DeBruin Mark
39) 72905 DeMeyer Keith
40) 71300 Denningham Wayne
41) 57900 Eckstein Frank
42) 54200 Emmons William
43) 70467 Fehringer Joe
44) 70715 Fetzer Dennis
45) 48500 Gentile Jim
46) 56700 Giles Charla
47) 57100 Gloyne Clay
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Exhibit B
48) 71700 Goins Greg
49) 52700 Gossett Paul
50) 52700 Gray Kim
51) 71301 Gruell Kip
52) 53200 Gullickson Greg
53) 71301 Guthmiller Dick
54) 75501 Hamblin Laura
55) 71301 Hansen Larry
56) 72900 Hansen Roger
57) 48500 Hanson Ed
58) 54300 Hanson Greg
59) 48700 Harbecke William
60) 70416 Harmon Larry
61) 54000 Hays Scott
62) 48500 Herbert Kathy
63) 48700 Hiller Bruce
64) 74100 Hilton Steve
65) 73604 Hughes Terri
66) 48700 Hunstiger Gary
67) 72908 Imlay Thomas
68) 70700 Iverson John
69) 48600 Jablonski Carl
70) 72900 Jacobsen Jim
71) 48400 Javier Virginia
72) 52200 Jerry David
73) 71000 Johnston Larry
74) 79039 Jolley Tony
75) 73604 Jones Peggy
76) 72402 Kinde Dennis
77) 53400 Kowalski Eileen
78) 71701 Lavin Mark
79) 57000 Lawrence Michelle
80) 56500 Little Ed
81) 71000 Lynch Peter
82) 57800 Mann Bill
83) 48700 Massimino Mike
84) 71702 Mattefs Sue
85) 71302 McCarthy Mike
86) 48700 McGovern John
87) 48600 McKeon Colin
88) 71700 McKinney Dave
89) 56000 McNiff Greg
90) 71301 McReynolds Peggy
91) 48700 Mecham Rory
92) 54700 Melville Gerald
93) 71301 Michael Todd
94) 71600 Mielke Chris
95) 59000 Miles Matt
96) 48400 Molendyk Harvey
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Exhibit B
97) 56300 Morris Jacque
98) 48700 Mulcock Dave
99) 74200 Mumford Lee
100) 73610 Murphy Michele
101) 50800 Murty Brian
102) 72900 Muta Matt
103) 70400 Navarro Rick
104) 73608 Neumann Sue
105) 48500 Nielsen Keith
106) 70405 Ober Dave
107) 71304 Oddo Mitch
108) 74550 O'Riordan Kaye
109) 72901 Osban Jeff
110) 48300 Ouellette Mark
111) 53600 Ozark Gerard
112) 48700 Palmer Dennis
113) 73610 Paolini Bruce
114) 72402 Paterson Gary
115) 48400 Patton Mike
116) 54300 Perkins Jim
117) 72600 Pichulo Philip
118) 48300 Potter Bob
119) 71600 Powell Pamela
120) 70715 Raffo Ed
121) 71302 Raudabaugh John
122) 48500 Redfearn George
123) 71000 Reuling Mike
124) 50900 Rice Jim
125) 75308 Rissing Bob
126) 48400 Robbins Donna
127) 71302 Robertson Dave
128) 56100 Rocheleau Terry
129) 71302 Rood Brian
130) 74200 Rowan Paul
131) 71000 Saldin Tom
132) 54300 Sampson Shane
133) 72901 Schachtell Steve
134) 70700 Schroeder Kathy
135) 48300 Schuit Fred
136) 70408 Schuler Bob
137) 73610 Scoggin Andrew
138) 48700 Shadle Mark
139) 74200 Sharp Linc
140) 48300 Simonson Dave
141) 73602 Snow Jack
142) 71301 Spiers Gary
143) 48600 Spires Judy
144) 71300 Stablein Larry
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Exhibit B
145) 50200 Stachofsky Bob
146) 72900 Steele Pat
147) 71301 Stevens Clement
148) 71304 Strong John
149) 57700 Styer Don
150) 71304 Sutton Dan
151) 48300 Teall Martin
152) 71700 Thayer Scott
153) 72600 Tobin Dan
154) 71301 Tommack Ed
155) 71300 Tripp Kevin
156) 48300 Trom Brad
157) 48500 Van Helden Pete
158) 70400 Volger Ron
159) 72901 Wagner Hadley
160) 55300 Wahlstrom Larry
161) 48500 Walter Tom
162) 72480 Wardle Gerry
163) 54200 Washington Clem
164) 79039 Weiser Ed
165) 48300 White Wanda
166) 50900 Williams Marcia
167) 71301 Williams Shane
168) 48700 Willyard Jim
169) 50500 Withers Mike
170) 71304 Wright Steve
171) 73604 Yager Bryan
172) 52000 Yaksitch Frank
173) 73600 Young Steve
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