“st. mark”

“St. Mark”

Ron SaferManaging Partner

Mark’s Rolein the

Organization

No Secrets

Tr. 827

Tr. 857

GOV

CNHI 27

Audit Committee /Auditors Saw All

Tr. 9011

Tr. 9013

Mark Creates An Audit Trail

Government’s Closing: “Whether KPMG identified this as a related-party transaction, had enough information to do that, that is totally besides the point in this case. It makes no difference at all. . . . It doesn’t matter that it is on the books and records. It doesn’t matter that there’s a paper trail that shows that money was paid.” (Tr. 13689.)

Government’s Closing: “Whether KPMG identified this as a related-party transaction, had enough information to do that, that is totally besides the point in this case. It makes no difference at all. . . . It doesn’t matter that it is on the books and records. It doesn’t matter that there’s a paper trail that shows that money was paid.” (Tr. 13689.)

Audit Committee

SECSECFilingsFilingsSECSEC

FilingsFilings

Public

RPTRPT

KPMG

No Reason To Hide Anything

From The Audit Committee

KIPNIS

TORYS 74

Tr. 2165-2166

1997

1998

1999

2000

2001

2002

2003

$26.5M(Inc.)

$32.0M(Ravelston)

$38.0M(Ravelston)

$37.8M(Ravelston & Moffat Mgmt.)

$30.8M(Ravelston, Moffat Mgmt.,

Black-Amiel Mgmt.)

$25.6M(Ravelston, Moffat Mgmt.,

Black-Amiel Mgmt.)

$26.0M(Ravelston, Moffat Mgmt.,

Black-Amiel Mgmt.)

$1.3M

$1.1M

$1.2M

$5.4M

$2.7M

$1.3M

(?)

$53M(Can West)

$5.2M(Osprey

I & II)

$216.7M $13.0M $58.2M

300,000

?

540,000

830,000

1,140,000

1,350,000

1,264,000

Total Monetary Compensation

Total Number of Stock Options

Granted

$288 Million+ 5.4 Million+

Sub-Total

ManagementFees

Salary, Bonuses and Other Monetary Compensation

Noncompetition Payments

StockOptions

Uncontested Compensation 1997-2003

Kipnis - Thompson Demonstrative 1

Tr. 9127-9128

Tr. 7070-7072

Tr. 7070-7072

Tr. 7070-7072

SEC Filings

KIPNIS

TORYS 21

Tr. 7070-7072

Tr. 7070-7072

Tr. 12614

Tr. 12612-12613

Tr. 12612-12613

What Was In It For Mark

Tr. 857

KIPNIS

TORYS 74

KIPNIS

TORYS 74

Tr. 9014

He Lived Happily Ever After,

Considering The Alternative