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Mr. Rabaut, 59, was elected a Director effective March 1, 2008 to fill the vacancy created by Mr. Kuhn’s retirement on February 29, 2008. Because his initial term will end coincident with the 2008 Annual Meeting, Mr. Rabaut is a nominee for election at the 2008 Annual Meeting to a three-year term ending in 2011. Mr. Rabaut has served as a Senior Advisor to The Carlyle Group, a global private equity firm, since January 2007. From June 2005 to January 2007, he was President of the Land & Armaments Operating Group of BAE Systems, a global leader in the design, development and production of military systems. From January 1994 to June 2005, he served as President and Chief Executive Officer of United Defense Industries, Inc., a privately held company that was acquired by BAE Systems in 2005. He is a director of Cytec Industries, Inc. | 