McDonalds Executive Summary

McDonalds Corp, operates or licenses more than 30,450 fast-food restaurants in the U.S, Canada and overseas. Fifty eight percent of these stores are operated by franchisees, twenty eight by the company, and fourteen percent by affiliates. Its partner brands include Boston Market, Chipotle and Donatos Pizzeria, which are all located primarily in the United States, and Aroma Cafe, located primarily in the United Kingdom. Foreign operations contribute around 51% of system wide sales and about 65% of operating profits. Its main source of income is through franchise fees. Under the conventional
franchise arrangement, franchisees provide capital by initially investing in the equipment, signs, seating and decor of their restaurant businesses, and by reinvesting in the business over time. The Company shares the investment by generally owning or leasing the land and building. Franchisees in the United States generally have the option to own new restaurant buildings while leasing the land from the Company. Franchisees contribute to the Company's revenue stream through payment of rent and service fees based upon a percentage of sales, with specified minimum payments, along with initial fees. The conventional franchise arrangement typically lasts 20 years and franchising practices are generally consistent throughout the world. One of the companies major cost is advertising McDonalds has had many successful marketing campaigns and has built its self a solid brand name. Evidence of this can be seen by the fact that (Business week) ranked McDonalds eighth in the world for brand name value. Business week figured that McDonalds brand value for 2002 is about 26.4 billion McDonalds current market cap is 21.2 billion. Showing that its brand value alone is worth more then the current market cap. From the following valuations and research we have conclude we have decided to buy McDonalds. Precise buy order information can be viewed on the following page.

UConn Foundation Student Managed Fund Trade Form Presentation Date: 11/13/02 Covering managers: Andreas Miliotis, Javed Singha Anticipated date for trade: 11/13/02 Stock Name: McDonalds Ticker: MCD Decision: Buy Number of shares: approximately 293 shares Approximate cash value: $5000 Limits: Stop Loss: at $13.65 or 20 % of current price Appreciation review price target: $25

Vote results for: ? against: ? Abstain: ?

Trade executed by: Professor Ghosh Trade manager present:

University of Connecticut Student Managed Fund Stock Analysis Report November 11th, 2002 Mcdonalds (NDQ-CEFT) Large Cap: $21.79 Billion Industry: food service industry Sector: Consumer/Non-Cyclical Valueline: Timeliness: 3 Safety: 1 Technical: 3 Business Summery
McDonald's Corporation operates in the food service industry, primarily operating quick-service restaurant businesses under the McDonald's brand. These restaurants serve a varied, yet limited, value-priced menu in 121 countries around the world. McDonald's menu includes hamburgers, cheeseburgers, Big Macs, Quarter Pounder with Cheese, Filet-O-Fish, several chicken sandwiches, Chicken McNuggets, french fries, salads, milk shakes, McFlurry desserts, sundaes, soft-serve cones, pies, cookies, soft drinks and other beverages. In addition, the restaurants sells a variety of other products during limited-time promotions. Approximately 80% of McDonald's restaurants and more than 80% of the Systemwide sales of McDonald's restaurants are in eight markets: Australia, Brazil, Canada, France, Germany, Japan, the United Kingdom and the United States. McDonald's restaurants operating in the United States and certain international markets are open during breakfast hours and offer a full-or limited-breakfast menu. Breakfast offerings include Egg McMuffin and Sausage McMuffin with Egg sandwiches, hotcakes, biscuits, bagel sandwiches, and muffins. To capture additional meal occasions, the Company operates other restaurant concepts under its Partner Brands: Boston Market, Chipotle and Donatos Pizzeria, which are all located primarily in the United States, and Aroma Cafe, located primarily in the United Kingdom. In addition, the Company has a minority ownership in U.K.-based Pret A Manger. In fourth quarter 2001, the Company approved a plan to dispose of its Aroma Cafe business in the United Kingdom and expects to complete the sale in the first half of 2002. Chipotle is a fresh-Mex grill serving gourmet burritos and tacos. Donatos sells pizza, subs and salads. Boston Market is a home-meal replacement concept serving chicken, meatloaf and a variety of side dishes. Pret A Manger is a quick-service food concept that serves mainly cold sandwiches, snacks and drinks during lunchtime. All restaurants are operated by the Company or, under the terms of franchise arrangements, by franchisees that are independent entrepreneurs, or by affiliates operating under joint-venture agreements between the Company and local business people. The Company's operations are designed to assure consistency and high quality at every McDonald's restaurant. When granting franchises and forming joint-venture agreements, the Company is selective and is not in the practice of franchising to, or partnering with, investor groups or passive investors. Under the conventional franchise arrangement, franchisees provide capital by initially investing in the equipment, signs, seating and decor of their restaurant businesses, and by reinvesting in the business over time. The Company shares the investment by generally owning or leasing the land

and building. Franchisees in the United States generally have the option to own new restaurant buildings while leasing the land from the Company. Franchisees contribute to the Company's revenue stream through payment of rent and service fees based upon a percentage of sales, with specified minimum payments, along with initial fees. The conventional franchise arrangement typically lasts 20 years and franchising practices are generally consistent throughout the world.

Financial Data For the nine months ended 09/02, total revenues increased 4% to $11.51 billion. Net income before accounting change fell 2% to $1.34 billion. Revenues reflect restaurant expansion. Earnings were offset by higher tax provision and increased company-operated restaurant expenses. For the 3 months ended 09/30/2002, revenues were 4,047,000; after tax earnings were 486,700. Ratio Comparisons. For the ratio analysis we compared the stock to the industry and to its main competitor Coca-Cola Company (Ko)
Valuation Ratios P/E Ratio (TTM) P/E High Last 5 Yrs. P/E Low Last 5 Yrs. Beta Price to Sales (TTM) Price to Book (MRQ) Price to Tangible Book (MRQ) Price to Cash Flow (TTM) Price to Free Cash Flow (TTM) % Owned Institutions MCD 13.67 41.12 13.74 0.8 YUM 11.93 170.77 5.98 0.29 WEN 14.39* 30.32 12.36 0.35 Industry 20.78 36.19 15.7 0.69 Sector 26.53 49.58 17.01 0.96 S&P 500 24.74 49.33 16.9 1

1.50* 2.19

0.92 12.3

1.19* 2.2

1.56 3.99

2.27 3.56

3.02 4.47

2.53 8.48

51.27 7.38

2.79 9.48

3.45 12.21

5.6 16.16

7.31 17.64

34.41

23.19

128.71

39.71

27.19

26.35

64.77

76.63

76.92

60.87

49.02

61.94

We noticed a few interesting things from the valuation ratios. Firstly McDonalds P/E is in line with its competitors and the industry. We can also see that McDonalds is trading near its 5 year low P/E this could indicate a bottom price. Also we can see that its five year high P/E indicates a good upward potential for the company. McDonalds also has a much lower price to free cash flow in comparison to its main competitor Wendys
Dividends MCD YUM WEN Industry Sector S&P 500

Dividend Yield Dividend Yield - 5 Year Avg. Dividend 5 Year Growth Rate Payout Ratio (TTM)

1.32

NA

0.89

1.19

2.4

2.19

0.6

0.34

1.36

1.32

9.19 17.89

NM 0

0 12.36

6.25 7.08

4.61 15.26

7.8 27.47

McDonalds pays a higher dividend then both its competitors, and has also had the highest 5 year growth. Dividends help increase the price of a stock and may also provide us with some extra cash to reinvest.
Growth Rates(%) Sales (MRQ) vs Qtr. 1 Yr. Ago Sales (TTM) vs TTM 1 Yr. Ago Sales - 5 Yr. Growth Rate EPS (MRQ) vs Qtr. 1 Yr. Ago EPS (TTM) vs TTM 1 Yr. Ago EPS - 5 Yr. Growth Rate Capital Spending 5 Yr. Growth Rate

MCD

YUM

WEN

Industry

Sector

S&P 500

4.32*

16.77

18.31*

11.77

10.03

4.02* 6.83

8.15 -7.44

12.20* 4.74

10.68 11.58

8.97 19.73

2.71 11.57

-9.09*

16.3

18.72*

12.74

27.68

26.32

-9.44* 3.01

22.98 NM

22.30* 6.82

17.1 16.95

8.6 13.02

9.92 8.73

-4.31

0.51

-0.41

5.39

17.08

10.13

McDonalds has the highest 5 year sales growth rate which shows us that they have the potential to grow sales at a high rate over time. Capital spending per share has gone down, this is good because it leaves the company with more free cash flow. McDonalds can grow without increasing capital spending per share because of the mechanics of the business. In particular we know that most new stores are mainly being financed by franchises, and McDonalds invests only a small portion of its own cash towards this expansion. The company is basically charging people to use its name which is one of the main reasons we consider McDonalds a good buy at $17 a share.

Financial Strength Quick Ratio (MRQ) Current Ratio (MRQ) LT Debt to Equity (MRQ) Total Debt to Equity (MRQ) Interest Coverage (TTM)

MCD

YUM

WEN

Industry

Sector

S&P 500

0.65 0.92 0.88 0.92

0.27 0.43 4.35 4.61

0.8 1.02 0.48 0.48

0.67 1.04 0.93 0.98

0.81 1.38 0.83 0.97

1.11 1.64 0.74 0.98

6.79

NM

11.68

10.19

6.53

10.29

McDonalds Financial strength is in line with most of the other company, and industry ratios. Considering debt to equity ratios we can see that MCD is in a much better positions then Yum brands.

Profitability Ratios (%) Gross Margin (TTM) Gross Margin - 5 Yr. Avg. EBITD Margin (TTM) EBITD - 5 Yr. Avg. Operating Margin (TTM) Operating Margin - 5 Yr. Avg. Pre-Tax Margin (TTM) Pre-Tax Margin - 5 Yr. Avg. Net Profit Margin (TTM) Net Profit Margin - 5 Yr. Avg. Effective Tax Rate (TTM) Effective Tax Rate - 5 Yr. Avg.

MCD

YUM

WEN

Industry

Sector

S&P 500

30.87 34.4

25.55 21.85

28.1 27.63

36.79 37.27

40.22 40.31

47.47 48.54

24.95 29.81

17.99 16.17

19.23 17.57

18.15 18.57

21.68 22.15

20.8 22.45

17.97

13.26

12.94

12.58

11.19

17.92

22.68

11.08

11.89

13.13

11.94

18.46

15.81

11.15

12.94

11.53

8.29

15.29

19.47

8.4

11.89

11.49

12.26

17.43

10.52*

7.67

8.15*

7.53

5.88

10.4

13.29 30.22

5 31.22

7.3 36.87

7.5 33.6

7.77 37.13

11.45 33.29

31.64

38.31

38.73

35.78

40.07

35.69

McDonalds has the highest gross margin of its competitors, and this has been a consistent trait over 5 years. McDonalds also has the highest EBITD out of all other comparison ratios both in the short term and long term. McDonalds also has the lowest tax rate which shows good financial management of the company. Overall McDonalds Profitability

ratios are very strong and are additional reasons for our buy rating on this stock. Morningstar gives McDonalds an A as its profitability grade.
Management Effectiveness (%) Return On Assets (TTM) Return On Assets - 5 Yr. Avg. Return On Investment (TTM) Return On Investment - 5 Yr. Avg. Return On Equity (TTM) Return On Equity - 5 Yr. Avg. MCD YUM WEN Industry Sector S&P 500

7.12*

12.29

9.89*

9.16

4.93

6.42

8.72

8.76

8.19

8.38

6.62

8.11

7.84*

18.51

11.33*

11.32

6.82

10.28

10.07 16.41*

13.09 232.61

9.49 17.98*

10.31 17.46

9.02 11.34

12.97 18.31

18.92

NA

14.33

15.23

15.75

21.95

McDonalds management effectiveness is in line with other averages. We can also see that McDonalds has had steady ratios over time where as other companies have had fluctuations. This is important since some of these figures are used in our valuation models and being able to better predict them will mean better overall results for our valuations.
Efficiency Revenue/Employee (TTM) Net Income/Employee (TTM) Receivable Turnover (TTM) Inventory Turnover (TTM) Asset Turnover (TTM) Company 38,678* Company 102,014 Company 65,856* Industry 90,546 Sector 839,880 S&P 500 630,262

4,070*

7,823

5,366*

7,357

76,137

75,075

17.79*

41.52

28.11*

32.79

15.21

9.44

105.93

90.03

41.29

31.69

16.34

10.9

0.68*

1.6

1.21*

1.35

1.18

0.96

McDonalds has a very high inventory turnover which shows its efficiency. Its other ratios need some improvement in this section but efficiency is something that can be improved easier then some other parts of the business. One such example is with eliminating jobs to improve revenue per employee, this plan can be seen in one of the attached articles as something McDonalds plans to do.

CHART

Recent news
NEW YORK (Reuters) November 9 2002

Insider buying rose in October though not enough to conclude that company executives are seeing a near-term market recover, according to Thomson Financial data. Insider buying increased 10 percent to $173 in October from $158 million in September, though it Few industries saw significant pockets of buying, insiders bought at McDonald's (NYSE:MCD - News), Gillette(NYSE:G - News) and General Electric (NYSE:GE - News).

8/23/2002

''McDonald's with the Diner Inside'' Debuts Unique Dining Experience in Evansville, IN
Innovative Restaurant Concept To Open Monday, August 26 Evansville, IN (August 22, 2002) - After months of anticipation, Evansville residents will get their first taste of a unique dining experience. "McDonald's with the Diner Inside" will open its doors for breakfast at 6:00 am on Monday, August 26, 2002, as one of only three in the world. The restaurant, located at 115 S. Rosenburger at the Lloyd Expressway, offers two experiences under one roof. Visiting "McDonald's with the Diner Inside", Evansville-area customers now have the option of dining at their own pace while enjoying table service and great Classic American diner favorites or McDonald's traditional menu items.

"McDonald's with the Diner Inside" invites customers to take a seat, relax and order McDonald's new diner classic menu items and McDonald's favorites via a special red phone at their table. Although this new concept offers table service, a "no tipping" policy adds to the overall value of the experience. "McDonald's with the Diner Inside" also features a special "Diner to Go" area for ordering and pick-up. Customers can phone in orders in advance by calling the Carry Out phone number at 812/421-0569. "We designed the 'McDonald's with the Diner Inside' to offer two great restaurant experiences in one great place," remarks Tom Ryan, Executive Vice President of McDonald's USA. "'McDonald's with the Diner Inside' was designed for family restaurant meal occasions, offering customers the highest quality food at a great value. We are excited to see how our Evansville customers react to this new McDonald's experience." "McDonald's with the Diner Inside" is another example of McDonald's innovation and breakthrough concepts in the restaurant business. This unique dining experience enables McDonald's to satisfy more people who enjoy the experience of table service dining while still pleasing those that enjoy the traditional McDonald's experience. This test concept provides an unusual food variety with more than 120 different classic diner-style menu items. Classic diner-style menu items include made-to-order eggs, hearty breakfast platters, fluffy pancakes, Belgian Waffles, Cinnamon Swirl French Toast, and bakery items for breakfast; sandwiches, melts, and meal-sized salads for lunch; and meatloaf, chicken fried steak, hot open-face sandwiches, mashed potatoes, Triple Thick Milkshakes, and a variety of desserts for dinner.

McDonald's Announces Additional Plans to Optimize Its Existi...

November 8, 2002: 8:45 a.m. EST

Reports October Sales

OAK BROOK, Ill. (PRNewswire) - McDonald's Corporation announced today additional actions it plans to take to optimize its existing business. These actions are consistent with the plans the Company began outlining last month to emphasize sales growth at existing restaurants. In addition, the Company reported October sales. * Restructuring four countries and closing three countries. * Closing approximately 175 underperforming restaurants in about 10 other countries. * Eliminating 400-600 positions to control costs and reallocate resources. * Systemwide sales totaled $3.5 billion for October and $34.5 billion for the first ten months of 2002, up 3% and 2%, respectively in constant currencies.

McDonald's expects these actions will reduce its fourth quarter 2002 pretax income by about $350-$425 million, most of which will be non-cash. The restructuring and closing of countries, together with the closing of underperforming restaurants, will comprise the vast majority of this amount. Chairman and CEO Jack Greenberg said, "These actions are the right things to do for McDonald's shareholders, the brand and our business. We remain focused on growing our existing restaurants' sales and we're committed to making the changes necessary to succeed in the challenging worldwide economic and competitive environments in which we operate. Our brand presence will remain strong, with more than 30,000 restaurants around the world. "Sales improved in October compared with third quarter trends, particularly in the United States where our recent service and value efforts are clearly affecting the competition. However, we were targeting stronger results for the month as well as the entire fourth quarter. Given the charges described above and recent sales performance, we will not achieve our previously announced 2002 earnings per share target. Yet, I believe the decisions we've made over the past month will better enable us to focus on our existing assets, grow cash from operations and improve returns for shareholders. As a result, I remain very confident in our strategies, our brand, and our future prospects." Restructuring Ownership in Four Countries and Closing Three Countries McDonald's plans to restructure four international markets by transferring ownership to developmental licensees. Under the developmental license business structure, which McDonald's successfully employs in more than 25 markets around the world, the licensees will own the business, including the real estate interest. While the Company will no longer have any capital invested in the four restructured markets, it will receive a royalty based on a percentage of sales. McDonald's also plans to close operations in three small markets outside the U.S. These decisions were driven by the assessment that returns in these countries will continue to be below acceptable thresholds for the Company. Collectively, McDonald's operates 200 restaurants in these seven countries in the Middle East and Latin America. Underperforming Restaurant Closings In an effort to further concentrate its efforts on assets that have the greatest potential, the Company has conducted a preliminary review of underperforming restaurants and expects to close about 175 units in the fourth quarter, over and above the usual number of closings that occur because of relocations, lease expirations, etc. These additional closings are concentrated in 10 countries. Job Eliminations To better control costs and reallocate resources, the Company expects to eliminate about 400-600 job positions, 200-250 of which are based in the U.S. The actual number of people affected will be less, as these reductions will be achieved in part through attrition and the elimination of open positions. The G&A savings from this action will support our continuing goal of limiting G&A growth to less than half the growth rate of Systemwide sales, including higher spending on strategic technology in 2003.

Models: Risk Free Rate: S&P500 (10 year average return, rm): Beta: 1. DDM Model k=rf +(rm-rf): 7.163 Earnings 1993: .84 Earnings 2002: 1.50 ge: (1.50/0.84)^(1/9)-1= 6.7% Average ROE: 19.7 (4 year average) Average Retention: 1-[(.187+.202+.215+.187)/4] = 80.2% gr: ROE*retention ration (b)=.197 *.802=15.8% Average g= (.158+.067)/2=11.25% 4.095% 7.930% .80

1. Multistage Growth Model Is not necessary since this is a mature company growth will continue to be steady.

2. No Growth Po = Eo/k = 1.5/0.0716 = $20 3. P/E Model Avg P/E ratio 22.5 Expected EPS (VLIS)= $1.50 5-Year Horizon: 2.20 P/E Ratio: 13.71 Projected high price for the next 5 years: $2.2 * 13.71 = $30.16

Lowest price in the last 3 years: $35.9 Current Price: $17.09 Quartiles Strong buy: Weak buy: Hold: Sell: Upside potential: Downside potential Upside/Downside potential: Buy. 4. Valuepro.net Intrinsic Value Growth Rate Risk Free Rate WACC 5. SSG Model Historical Sales 8.4% Recommendation: Buy Upside/Downside potential 6. Valueline Model CEFT: Long Term Debt + Shareholder Equity: 18,043 (million) Cash Flow Growth Estimate: 7.5% Common Shares Outstanding: 1225 (million). Average Annual P/E Ratio: 21 Return on Total Capital: 11.5% The Future Price: 1,978.1 * 1.20^10 / 490 * .15 * 28 = 73 (Discount the future price at 15% for n=10) = $18.12 This means that we should buy shares of McDonalds up to a price of $18.12. We got this number using conservative estimates. Since the stock is currently trading lower than 18.12, we feel it is a great purchase at around $17.09.

24.14 8 4.095 6.76

Sales Growth Used 8%

Historical EPS 7.9%

EPS 8%

Ownership Insider and 5%+ Owners: 0% Over the last 6 months:

one insider buy; 10.0K shares (10.2% of insider shares) 2 insider sells; 44.0K shares (45.0% of insider shares) Institutional: 65% (65% of float) (2,020 institutions) Net Inst. Buying: 2.96M shares (prior quarter to latest quarter)

Top Institutional Holders FMR Corporation (Fidelity Management & Research Corp) Barclays Bank Plc Capital Research and Management Company Allianz Dresdner Asset Management of America, Inc. State Street Corporation Citigroup Inc. Vanguard Group, Inc. (The) Davis Selected Advisers, LP Mellon Bank, N.A. JP Morgan Chase & Company

Shares %Out* 54,315,26 9 42,019,92 7 32,265,00 0 32,140,49 8 31,430,65 1 25,613,75 5 23,317,44 1 21,175,06 2 19,719,03 1 18,988,64 9 4.27 3.3 2.54 2.53 2.47 2.01 1.83 1.66 1.55 1.49

Value** Reported $1,311,713,74 31-Mar-02 6 $1,014,781,23 31-Mar-02 7 $779,199,750 31-Mar-02 $776,193,026 31-Mar-02 $759,050,221 31-Mar-02 $618,572,183 31-Mar-02 $563,116,200 30-Jun-02 $511,377,747 31-Mar-02 $476,214,598 30-Jun-02 $458,575,873 31-Mar-02

Buyers
Shares Bought (000) Total % Shares Held Total % Fund Assets

Fund Name

Star Rating

Date of Portfolio

American Funds Washington Mutual A Vanguard Wellington Dodge & Cox Stock Vanguard Institutional Index American Century Ultra Inv Fidelity Dividend Growth Vanguard Growth Index Dodge & Cox Balanced Fidelity Advisor Growth Opport T Fidelity Growth Company American Funds American Balanced A Nations Strategic Growth Prim A Oakmark I Fidelity Asset Manager AXP Growth A Hartford Stock A Clipper Ariel Appreciation Fidelity Equity-Income Fidelity Advisor Dividend Growth T

7000 5000 4964 4554 3730 2547 2344 2260 2256 1695 1500 1400 1000 887 835 661 660 624 618 592

0.55 0.39 0.57 0.36 0.63 0.20 0.18 0.23 0.18 0.46 0.33 0.11 0.26 0.07 0.07 0.05 0.53 0.05 0.45 0.05

0.30 0.58 1.11 0.40 0.97 0.50 0.80 0.73 0.84 0.94 0.56 1.29 1.76 0.20 0.49 0.79 2.88 0.87 0.76 0.62

4 5 5 4 4 5 4 5 1 3 4 4 5 4 2 3 5 5 4 4

09-30-02 06-30-02 09-30-02 06-30-02 06-30-02 07-31-02 06-30-02 09-30-02 05-31-02 05-31-02 09-30-02 09-30-02 09-30-02 03-31-02 09-30-02 09-30-02 09-30-02 09-30-02 07-31-02 05-31-02

Filers Name Skinner, James A. Stone, Roger W. Skinner, James A. Skinner, James A. Stein, Stanley R. Paull, Matthew H. Paull, Matthew H. Turner, Fred L. Quinlan, Michael R. Greenberg, Jack M. Santona, Gloria Quinlan, Michael R. Santona, Gloria Greenberg, Jack M. Greenberg, Jack M. Skinner, James A. Skinner, James A. Greenberg, Jack M. Cantalupo, James R.

Title PR DIR PR PR EX VP COO COO CB DIR CB SR VP DIR SR VP CB CB PR PR CB XVCB

Insider Trading Activity Trade Trade Shares Date Type Trade 10/28/02 Option 20,000 10/24/02 Buy 10,000 08/27/02 Priv Sell 34,401 08/23/02 Option 6,000 08/23/02 Option 66,000 05/07/02 Option 10,000 05/07/02 Sell 10,000 04/24/02 Option 46,000 04/19/02 Sell 600,000 04/19/02 Priv Sell 14,000 04/19/02 Sell 32,000 to 04/19/02 04/19/02 Option 600,000 04/19/02 Option 32,000 to 04/19/02 04/11/02 Option 37,500 02/22/02 Option 37,500 02/20/02 Option 80,000 02/19/02 Priv Sell 11,289 02/15/02 Sell 14,000 02/12/02 Option 50,000

Price Shares Range Held $13.13 NA $18.98 18,000 $23.85 114,842 $10.81 - $11.94 0 $13.13 0 $12.25 0 $29.78 0 $11.22 - $11.94 0 $28.52 710,989 $28.60 282,105 $28.51 - $28.73 $11.22 $11.22 - $11.94 $11.22 $11.22 $11.22 $26.20 $26.75 $11.22 35,157 0 0 0 0 0 NA NA 0

Pojman, David M. Pojman, David M. Cantalupo, James R. Greenberg, Jack M. Greenberg, Jack M.

OFF OFF XVCB CB CB

01/31/02 Option 01/31/02 Sell 11/26/01 Sell 11/08/01 Option 11/07/01 Priv Sell

2,400 2,400 12,000 25,000 10,000

$11.22 $27.06 $27.48 - $27.57 $11.22 $27.02

0 226 287,189 0 NA

Insider & restricted shareholder transactions reported over the last two years Date Who Shares Transaction Disposition (Non Open Market) at 3,046 $18.31 per share.
(Value of $55,772)
ADVERTISEMENT

2002 ROBERTS, -10- MICHAEL J. President 29

2002 ROBERTS, -10- MICHAEL J. President 29

Option Exercise at 4,000 $11.937 per share.

(Cost of $47,748)

2002 SKINNER, -10- JAMES A. President 28

Option Exercise at 20,000 $13.125 per share.

(Cost of $262,500)

2002 SKINNER, -10- JAMES A. President 28

Disposition (Non Open Market) at 1,826 $18.49 per share.

(Value of $33,762)

2002 STONE, -10- ROGER W. Director 24 2002 SKINNER, -08- JAMES A. President 27

Purchase at $18.98 per 10,000 share.

(Cost of $189,800)

34,401 Private Sale at $23.85 per share.

(Proceeds of $820,463)

2002 SKINNER, -08- JAMES A. President 23

Option Exercise at $10.812 6,000 $11.937 per share.

(Cost of about $68,000)

2002 SKINNER, -08- JAMES A. President 23

Disposition (Non Open Market) at 3,837 $24.40 per share.

(Value of $93,622)

2002 -0823 2002 -0823

STEIN, STANLEY R.
Executive Vice President

Option Exercise at 66,000 $13.125 per share.

(Cost of $866,250)

STEIN, STANLEY R.
Executive Vice President

45,094 Disposition (Non Open Market) at $24.40 per share.

(Value of $1,100,293)

2002 BABROWSKI, -07- CLAIRE H. 20,087 Statement of Ownership Officer 11 2002 SANCHEZ, -07- EDUARDO Officer 11 2002 BELL, -07- CHARLES Officer 11 2002 ROBERTS, -07- MICHAEL J. Officer 11 2002 BRENNAN, -05- EDWARD A. Director 23 PAULL, 2002 MATTHEW -05- H. 07 Chief Operating
Officer

24,306 Statement of Ownership

9,259 Statement of Ownership

3,665 Statement of Ownership

2,500 Statement of Ownership

10,000 Option Exercise at $12.25 per share.

(Cost of $122,500)

PAULL, 2002 MATTHEW -05- H. 07 Chief Operating

Officer

10,000 Sale at $29.78 per share.

(Proceeds of $297,800)

2002 PAULL, -05- MATTHEW H. 07

Officer

10,000 Planned Sale

(Estimated proceeds of $291,000)