SUMMIT 2002Directors & Officers

Training Retreat

Dec 04, 2002 - Dec 05, 2002The Chateaux at Silver Lake

Upper Deer Valley ResortDeer Valley, Utah

Presented by T2M & David Eccles School of Business

2

Our 120 lawyers can

respond and do the work—

when i t needs to be done,

anywhere in the world.

Some of our representat ive

transact ions include:

• A $195 million public offering for a

drug development company.

• A quarter billion dollar merger and

debt tender offer of an alternative fuels

company.

• A $170 million vendor financing pack-

age for the build out of a telecommuni-

cations network in Latin America.

• A multi-billion dollar requirements

manufacturing contract for a major

consumer products company.

• A $178 million investment and option

package for a Utah-based vascular

catheter company.

And more than 50 other transactions

over the past two years involving private

and public placements, venture capital

financings, reorganizations and debt

financings in amounts ranging from

$1 million to $25 million.

201 South Main Street,

Suite 1800

Salt Lake City, UT 84111

801.532.1234

333 South 520 West,Suite 220

Lindon, UT 84042801.805.3920

www.parsonsbehlelaw.com

Offering Clients

A Finely Balanced

Approach to Law

Locally Based and

Globally Capable

3

EVENT SPONSORS

Summit 2002Directors & Officers Training Retreat

Welcome LetterDecember 4, 2002

Dear Summit 2002 Participant:

On behalf of the David Eccles School of Business and Technology to Market (T2M) and itssponsors—we welcome you to the second annual Summit Conference.

Summit 2002 promises to be a stimulating, enlightening experience, one that will provide richopportunities to learn about critical new corporate reforms and develop responsive strategies. We willexplore the sweeping new changes aimed at reducing corporate fraud and abuse. Corporateexecutives, as well as experts from the legal, accounting and insurance professions will share bestpractices and concrete steps to assist companies with managing liability, including effective corporategovernance and compliance programs. The topic could not be more timely.

We invite your active participation in the Conference’s wide-ranging speaker and panel discussions,and encourage you to take advantage of its plentiful networking opportunities.

Again, welcome, and thank you for your involvement in Summit 2002.

Sincerely,Dick Clayton Spence HoolePartner PartnerHolland & Hart LLP Diversified Insurance Brokers

Jack Brittain David JolleyDean PartnerDavid Eccles School of Business Ernst & Young

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AGENDADAY 1 Wednesday, December 04, 2002

7:30AM - 8:30AM Registration & Continental Breakfast

8:30AM - 9:15AM Corporate Responsibility: Past, Present & FutureDavid Silk, Partner, Wachtell, Lipton, Rosen & Katz

9:15AM - 10:00AM Financial Reporting Under the MicroscopeDave Holman, National Director of Accounting Standards for Ernst & Young

10:00AM - 10:30AM Networking Break

10:30AM - 11:00AM New Criminal Penalties for Directors, Officers and Advisors—Should You BeConcerned?Trip Mackintosh, Of Counsel, Holland & Hart

11:00AM - 12:15PM Responsible Corporate Governance: Effective Ethics and Compliance ProgramsModerator: Dick Clayton, Partner, Holland & HartRobert Delahunty, Parsons, Behle & LatimerJonathan Johnson, General Counsel, Overstock.com Clark Hinckley, Senior Vice President, Zions BancorporationTrip Mackintosh, Of Counsel, Holland & Hart

12:30PM - 1:45PM Now More Than Ever: The Importance of Building, and Relying Upon,A Strong Independent Board of DirectorsModerator: Jim Wilson, former Chairman and CEO, Cordant Technologies, Inc.Kipp Bedard, Vice President of Corporate Affairs, Micron Technology, Inc.Brad Rich, Executive Vice President, SkyWest AirlinesGreg Warnock, Managing Partner, vSpring Partners

2:00PM - 3:15PM The Impact of Sarbanes Oxley and Other Legislative & Accounting ReformsModerator: David Jolley, Partner, Ernst & YoungScott Carpenter, Parsons Behle & LatimerMark Levy, Partner, Holland & HartD. Gerald Searfoss, Professor of Accounting, University of Utah

3:15PM - 3:45PM Networking Break

3:45PM - 5:15PM Securities Litigation… Point CounterpointModerator: Holly Stein Sollod, Partner, Holland & HartJeff Lawrence, Partner, Milberg Weiss Bershad Hynes & LerachTerry Johnson, Partner, Wilson Sonsini Goodrich & Rosati

5:30PM - 7:00PM Executive Mixer / Reception

7:00PM - 8:30PM Keynote DinnerJoe Folkman

Summit 2002Directors & Officers Training Retreat

5

AGENDADAY 2 Thursday, December 05, 2002

7:30AM - 8:00AM Registration & Continental Breakfast

8:00AM - 9:15AM Executive Liability and Risk ManagementModerator: Spence Hoole, Partner, Diversified Insurance BrokersLisa Butera, Senior Underwriter, AIGNoah Mesel, General Counsel, Legato SystemsSusan Miner, Partner, Carpenter Moore Insurance BrokersMike Torpey, Partner Co-Head of Securities Litigation Practice, Clifford Chance

9:15AM - 9:45AM Revenue Recognition PoliciesCory Sindelar, VP, Corporate Controller and Principal Accounting Officer, Legato Systems, Inc.

9:45AM - 10:15AM Networking Break

10:45AM - 12:00PM What is Happening Below the Surface? Identifying Corporate Fraud and MisconductModerator: Scott Peterson, Managing Partner, Ernst & YoungSteve Albrecht, Accounting Fraud Expert, Brigham Young UniversityDavid Broadbent, Partner, Holland & Hart

12:00PM - 1:30AM Luncheon w/ Keynote SpeakerManaging Shareholder ExpectationsRobert Simmons, Treasurer, E*Trade

1:45PM - 2:15PM Corporate Governance - New Perspectives on Timeless PrinciplesJim Jensen, Vice President Legal Affairs and Corporate Secretary, NPS Pharmaceuticals, Inc.

2:15PM - 3:30PM Looking Beyond the Next Quarter End—The Big PictureModerator: Dick Clayton, Partner, Holland & HartNoah Mesel, General Counsel, Legato SystemsJim Jensen, Vice President Legal Affairs, NPS PharmaceuticalsKent Madsen, Managing Partner, Wasatch Venture FundBob O’Connor, Partner, Wilson Sonsini Goodrich & Rosati

3:30PM - 3:45PM Wrap-UpDavid Eccles School of Business

4:00PM - 4:00PM Adjourn

5:00PM - 7:00PM MIXERZ Open HouseDon’t miss MIXERZ Kick-Off EVENT Downtown Salt Lake CityWells Fargo Building, 23rd Floor

SUMMIT 2002Directors & Officers Training Retreat

Is Presented By

and

David Silk, Partner,Wachtell, Lipton,Rosen & Katz

Mr. Silk’s practicefocuses on hostileand negotiated merg-

er and acquisition transactions, cor-porate governance, proxy contests,restructurings, joint ventures andsecurities laws. He represents bothpublic and private companies in awide variety of industries, includingtelecommunications, computer hard-ware and software, biotechnology,life sciences, gaming, consumerproducts and sports. He is a graduate of the University ofPennsylvania School of Law.

6

Summit 2002Directors & Officers Training RetreatWednesday, December 04, 2002 - Morning SessionsCorporate Responsibility:Past, Present & Future

New Criminal Penaltiesfor Directors, Officersand Advisors—ShouldYou Be Concerned?

Financial ReportingUnder the Microscope

Trip Mackintosh,Of Counsel,Holland & Hart

J. Triplett Mackintoshspecializes in federalregulation of interna-

tional business and white collarcriminal defense. He representsindividual and corporate clients fac-ing criminal investigations under awide array of federal regulatoryregimes. He also is an AdjunctProfessor of Law at the University ofDenver College of Law where heteaches courses on federal regula-tion of international business andwhite collar criminal defense.

Dave Holman, National Directorof Accounting Standards forErnst & Young

Dave provides clients and staff withanalyses of current developments,accounting and regulatory matters,develops Ernst & Young’s responsesto FASB, AICPA, SEC and NAIC ini-tiatives, consults with clients andstaff on unique accounting, report-ing and regulatory challenges, andrepresents Ernst & Young on theFASB’s Emerging Issues TaskForce. Dave is a member of Ernst &Young’s Accounting and AuditingCommittee and InternationalAccounting Standards AdvisoryCommittee.

7

Moderator:Dick Clayton, Partner,Holland & Hart

Mr. Clayton is a mem-ber of the Holland &Hart Business

Department, and co-head of thefirm’s Corporate Governance andCompliance Group. His practicefocuses on complex domestic andinternational business transactionsand corporate counseling, drawingupon an extensive background inmergers and acquisitions, corporatefinance, project construction andfinance, technology transfer, market-ing arrangements, trade disputesand tax. He has counseled clients inall stages of development includingformation, financing, initial publicofferings, acquisitions, andtakeovers.

In 1999, Mr. Clayton foundedTechnology to Market (T2M), a non-profit business accelerator for high-tech companies. T2M is an allianceof leading public and private organi-zations, including universities, finan-cial institutions, and professionalservice providers, which contributesto the expansion of the technologycommunity in the Rocky Mountainregion.

Robert Delahunty,Parsons, Behle &Latimer

Bob Delahunty is ashareholder and amember of the corpo-

rate, tax & technology departmentat Parsons, Behle & Latimer. Headvises and assists clients on busi-ness matters involving corporate,securities and general commerciallaw, with an emphasis on structur-ing, negotiating and documentingcomplex transactions. He hasadvised companies that utilizeemerging technology in a broadrange of matters, including the pur-chase, sale and financing of busi-nesses, mergers, proxy statementsand SEC compliance work, andcomplex licensing arrangements.

Trip Mackintosh,Of Counsel,Holland & Hart

J. Triplett Mackintoshspecializes in federalregulation of interna-

tional business and white collarcriminal defense. He representsindividual and corporate clients fac-ing criminal investigations under awide array of federal regulatoryregimes. He also is an AdjunctProfessor of Law at the University ofDenver College of Law where heteaches courses on federal regula-tion of international business andwhite collar criminal defense.

Jonathan Johnson, GeneralCounsel, Overstock.com

Overstock.com is a leading Internetretailer of name-brand surplus andclose-out merchandise. They spe-cialize in selling first-quality mer-chandise at deep discounts acrossa broad range of categories, includ-ing housewares, electronics, sport-ing goods, travel/leisure products,gifts, toys, and jewelry.

Overstock.com has been rankedrepeatedly as a top shopping site byleading Internet tracking companies.

Overstock.com’s board of direc-tors includes leading figures fromthe financial and high-tech worlds,including a former CEO of GEICOand Fireman’s Fund, and a formerpresident of Oracle USA.

Clark Hinckley,Senior Vice President,Zions Bancorporation

Clark B. Hinckley is senior vicepresident for investor relations andcommunications of ZionsBancorporation.

Mr. Hinckley began his career withCitibank in New York City in 1973.He also worked for MichiganNational Corporation before joiningZions in 1985. He became a SeniorVice President of ZionsBancorporation in 1994.

Mr. Hinckley received a bachelor’sdegree in mathematics fromBrigham Young University and aMaster’s in Business Administrationdegree from Harvard University.

Responsible Corporate Governance: Effective Ethics and Compliance Programs

Wednesday, December 04, 2002 - Panel Session

Technology to Market (T2M) is a non-profit business acceleratorfor high-tech companies. T2M is analliance of leading public andprivate organizations, includinguniversities, financial institutionsand professional service providers.T2M’s mission is to accelerate thegrowth of businesses by poolingmulti-disciplinary resources.

8

Moderator: Jim Wilson,Former Chairman and CEO,Cordant Technologies, Inc.

Mr. Wilson joined CordantTechnologies as Chief FinancialOfficer in 1989 and was namedChief Executive Officer in 1993.Cordant, a $2.5 billionmanufacturer of jet aircraft enginecomponents, high performancefastening systems and Thiokol solidrocket motors, was acquired byAlcoa Inc. in May 2000. Mr. Wilsonretired at the time of the acquisition.

Prior to joining Cordant he heldsenior financial managementpositions with several companiesincluding Circuit City Stores andTextron Inc.

Kipp Bedard,Vice President of CorporateAffairs, Micron Technology, Inc.

Micron Technology, Inc., is aFortune 500 company and one ofthe world’s leading manufacturers ofsuperior-quality memory semicon-ductors. Micron’s DRAM, SRAM,TCAM, and Flash components areused in today’s most advancedcomputing, networking, and commu-nications products, including com-puters, workstations, servers, cellphones, wireless devices, digitalcameras, and gaming systems.Micron also provides CMOS imagesensor solutions to the handsetcamera, digital still camera, and PCvideo camera markets.

Greg Warnock,Managing Partner,vSpring Partners

Greg brings 10 yearsand 18 companiesworth of successful pri-

vate equity investing to vSpring.With companies ranging frombiotechnology to software, Greg hasthe broad experience and networkrequired for success in a region likethe Inter-mountain West. He hasalso been a consultant and teacherto entrepreneurs over the yearsboth individually and through organ-izations like the Wayne BrownInstitute where he is on the Board ofTrustees and the Utah Angelswhere he is a member. His easygoing and soft-spoken demeanorput people around him at ease. Hehas a reputation of asking entrepre-neurs tough questions that, whenanswered, bring clarity to the driv-ers, risks and opportunities of a newventure. Greg founded vSpringbecause he felt a top team wouldbe able to cultivate and nurturemany of the companies in theregion that start but don’t get theprofessional attention they need tolead their markets and bring thebenefits of leadership back to theregion.

Brad Rich, Executive VicePresident,SkyWest Airlines

SkyWest Airlines was founded in1972 by Ralph Atkin, and in 1987SkyWest Airlines became one offour Delta Connection carriers andcontinues its affiliation with Delta athubs in Salt Lake City andDallas/Fort Worth with more than400 daily flights.

On October 1, 1997, SkyWestbegan its affiliation with UnitedAirlines. SkyWest is now the pri-mary United Express carrier up anddown the West Coast, providingmore than 600 daily departures andserving United hubs at Los Angeles,Seattle/Tacoma, Portland, SanFrancisco, and Denver.

In February of 2002, SkyWestwas named Regional Airline of theYear by Air Transport World. The air-line was Professional PilotMagazine’s Top Regional Airline ofthe Year in April of 2000. On July 9,2000, Aviation Week & SpaceTechnology named SkyWest theBest Managed Regional Airline inthe world. SkyWest Airlines startedsmall, but has grown into a topRegional carrier and one of themost financially sound airlines in theindustry.

Now More Than Ever: The Importance of Building, and Relying Upon, A Strong Independent Board of Directors

Summit 2002Directors & Officers Training RetreatWednesday, December 04, 2002 - Panel Session

T2M Activities and Services include: • Conferences. Attendees benefit from a series of networking and educational

seminars.• Free Business Plan Mentoring. Five experienced mentoring teams evaluate

and mentor business plans.• Deal/Technology Forum. Entrepreneurs present promising technologies and

businesses to investors in a university setting.• Financial Resources/Professional Services. T2M Sponsors, Associate

Sponsors and Partners provide a broad range of financial resources andprofessional services.

9

Moderator:David Jolley,Partner, Ernst & Young

David has spent thepast thirteen years pro-viding business adviso-

ry services to high growth compa-nies in a variety of industries includ-ing life sciences, technology, manu-facturing, healthcare and serviceorganizations. David earned hisBachelor’s degree in Accountingfrom Brigham Young University anda Master’s in BusinessAdministration from the University ofUtah.

Scott Carpenter,Parsons, Behle &Latimer

Scott Carpenter is ashareholder and amember of the corpo-

rate, tax & technology departmentat Parsons, Behle & Latimer.

Mr. Carpenter’s practice consistsprimarily of corporate planning andfinancings, federal and state securi-ties law matters, technology acquisi-tion and licensing, and partnershipand joint venture matters, particular-ly with respect to emerging, high-technology and acquisition-drivencompanies. Mr. Carpenter hasextensive experience in structuringand documenting public and privatefederal and state securities offer-ings, mergers, acquisitions, liquida-tions and recapitalizations, andcomplex technology licensing rela-tionships, both within the UnitedStates and internationally, particu-larly in Latin America.

D. Gerald Searfoss,Professor ofAccounting,University of Utah

Professor Searfossreceived his Doctorate

from Indiana University, and hasbeen on the faculties of ArizonaState University and the Universityof Utah for a total of 18 years. From1983 to 1994 he served as a part-ner with Deloitte & Touche in theirNational Office as National Directorof Accounting Standards andDirector of Academic Development.He has served as a member orchair of numerous AICPA technicaland education committees, includ-ing a member of the AccountingStandards Executive Committee,Chair of the Accounting EducationExecutive Committee, and a mem-ber of its Strategic PlanningAdvisory Subcommittee. He alsochaired the Utah Association ofCPAs Strategic PlanningCommittee. Professor Searfoss wasfounding Faculty Advisor of theUniversity of Utah chapter of BetaAlpha Psi.

Mark Levy, Partner,Holland & Hart

Mr. Levy has substantial experiencein securities laws, mergers andacquisitions, financial transactions,the operation of corporations andother general business matters.Mr. Levy assists public companieswith ongoing compliance with secu-rities or corporate laws, includingperiodic reports, proxy statements,press releases, Section 16 require-ments, Rule 144 sales, fiduciaryduties and other matters. His otherlegal activities have included co-chairman of a Colorado BarAssociation committee that pre-pared Colorado’s securities law anda member and chairperson (1999-2000) of the Colorado BarAssociation Convention Committee.Mr. Levy is listed in the BestLawyers in America and Who’s Whoin American Law.

The Impact of Sarbanes Oxley and Other Legislative & Accounting Reforms

Wednesday, December 04, 2002 - Panel Session

Utah Entrepreneur Center @ David Eccles School of Business

Providing experiential, application based education in:• The validation of business opportunities through in-depth market analysis and

technical viability proofing.• Venture Capital investment decision making, management and deal flow due

diligence.• The coordination of the Utah statewide Business Plan writing competition• A business undergraduate degree in Entrepreneurism.

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Moderator:Holly Stein Sollod,Partner,Holland & Hart

Holly Stein Sollodheads Holland & Hart’s

Securities Litigation Group and hasover 21 years of experience inlarge complex litigation, particularlyin class actions brought in federal orstate court. Ms. Sollod also has sub-stantial experience representingcorporations in complex litigationinvolving securities issues. She rep-resents issuers, underwriters, mutu-al funds, accountants, publicly heldcompanies, officers and directors,broker-dealers and investment com-panies in securities litigation andarbitration in disputes involvingshareholder claims and classactions, public offerings, customerclaims of unsuitability, unauthorizedtrading or churning, and directorsand officers liability insurance.Ms. Sollod also represents clientsbefore the Securities and ExchangeCommission and state securitiesregulators.

Terry Johnson,Partner,Wilson SonsiniGoodrich & Rosati

Terry T. Johnson is amember of Wilson

Sonsini Goodrich & Rosati. Hispractice is in securities litigation andcommercial litigation.

Mr. Johnson has handled a vari-ety of securities and commercialcases, including securities classactions, shareholder derivativeactions, proxy litigation, merger andtakeover litigation, breach of con-tract cases, business fraud andother business tort cases, consumerclass actions, arbitrations andappeals.

Mr. Johnson has been counsel inover 50 major securities classaction cases. The companies Mr. Johnson has represented insecurities class action litigationinclude Cypress Semiconductor,Fluor Corp., Novell Inc., EntrustTechnologies, Prudential Securities,Lazard Freres, and Unisys.

Jeff Lawrence, Partner, MilbergWeiss Bershad Hynes & Lerach

Before joining Milberg Weiss in1996, Mr. Lawrence was anAssistant United States Attorney,Criminal Division, where heobtained extensive trial experiencein white collar crimes, ranging frommoney-laundering to stock fraud. He received his J.D. magna cum laudefrom Boston School of Law and his B.A. magna cum laude from TuftsUniversity.

Securities Litigation… Point Counterpoint

Summit 2002Directors & Officers Training RetreatWednesday, December 04, 2002 - Panel Session

Contact Spencer D. Hoole, ARM, CIC

Executive Vice President / Partner

Diversified Insurance Brokers

136 East South Temple, Suite 2300

Salt Lake City, UT 84111

801-325-5050 (direct)

801-325-5000 (main)

shoole@diversifiedinsurance.com

UNIVERSITY CLUB BUILDING, 136 EAST SOUTH TEMPLE, SUITE 2300 P. 801-325-5000 F. 801-532-2804

Diversified Insurance Brokers

Diversif ied is a full-service insurance broker and risk management consultant that services cl ient

operations in every state in the U.S. and a number of countries throughout the world.

Joe Folkman

Joe Folkman has spentthe last 25 yearshelping organizations tofind better ways ofmeasuring customers,

employees, leaders and individual contributors.

His clients include Boeing,General Mills, BP Amoco,Exxon/Mobil Oil, McGraw-Hill,Nortel, Conoco, ProgressiveInsurance, MasterCardInternational, Hewlett Packard, andCisco Systems. His newest book,"The Extraordinary Leader," a

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Keynote Speakers

Keynote DinnerWednesday, Dec 04, 2002

Robert Simmons, Treasurer,E*TRADE

E*TRADE is a global provider offinancial services to retail, corporateand institutional customers. Buildingon their foundation in online invest-ing, they have expanded to provideretail customers with an integratedand personalized suite of investing,banking, lending, planning andadvice services primarily throughonline channels, under their newbrand, “E*TRADE Financial.”

Keynote LunchThursday, Dec 05, 2002Managing ShareholderExpectations

technology

www.trinet.com (888) 874-6388 info3@trinet.com

responsibility

payroll

benefits

human resources

TriNet

TriNet gives you a cost-effective way to: Streamline your business

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ur b

ooth

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olut

ion.

collaboration with Jack Zenger, wascreated out of analysis of over200,000 leadership assessmentsand provides new insights for howgood managers can become greatleaders.

Folkman has a Ph.D. in Socialand Organizational Psychology anda Master in Organizational Behaviorfrom Brigham Young University.

12

Moderator:Spence Hoole, Partner,Diversified Insurance Brokers

With 10 years of experience, Mr.Hoole has spent the better part ofhis career working with and insuringtechnology and publicly traded com-panies. He specializes in softwareerrors and omissions insurance,communications liability, and direc-tors and officers liability coverages,especially at the IPO stage.

Mr. Hoole is a 1992 cum laudegraduate of the University of Utahwith Bachelor of Science degrees inEconomics and Political Science.He also holds the Associate in RiskManagement (ARM) and CertifiedInsurance Counselor (CIC) designa-tions.

Lisa Butera,Senior Underwriter, AIG

AIG is the leading U.S.-based inter-national insurance and financialservices organization and thelargest underwriter of commercialand industrial insurance in theUnited States. Its member compa-nies write a wide range of commer-cial, personal and life insuranceproducts through a variety of distri-bution channels in approximately130 countries and jurisdictionsthroughout the world. AIG’s globalbusinesses also include financialservices and asset management.

Mike Torpey, PartnerCo-Head of SecuritiesLitigation Practice,Clifford Chance

Mr. Torpey specializesin securities litigation of

all types, including litigation involv-ing the Private Securities LitigationReform Act of 1995, the SecuritiesAct of 1933, the SecuritiesExchange Act of 1934, the UniformStandards Act, proceedings initiatedby the Securities ExchangeCommission, the New York StockExchange, the National Associationof Securities Dealers and other self-regulatory organizations, litigationinvolving breaches of fiduciary duty,and conducting various types of cor-porate investigations.

Noah Mesel,General Counsel,Legato Systems

Prior to Legato, heserved as CorporateCounsel for Lucent

Technologies, Inc. and worked inprivate practice at Wilson SonsiniGoodrich & Rosati for 9 years.Before law school, Mr. Mesel servedas Legislative Director for U.S.Representative Ron Packard.Mr. Mesel earned his B.A., cumlaude, in Political Science andLiterature from Claremont McKennaCollege and his J.D. from theUniversity of Virginia School of Law.

Susan Miner, Partner, CarpenterMoore Insurance Brokers

Susan leads the Directors andOfficers Liability practice forCarpenter Moore, a national broker-age that specializes in professionalliability insurance products andservices. With over a decade ofexperience, she has counseled hun-dreds of publicly traded companies.Her expertise includes negotiatingcomplex insurance solutions in con-junction with financings, bankrupt-cies and M&A transactions. In 2001,she orchestrated placement of theindustry’s largest loss mitigationvehicle in conjunction with substan-tial IP litigation. She is also a leaderin the emerging area of IndividualDirectorship Liability, which isdesigned to protect the assets ofhigh net worth individuals.

Executive Liability and Risk Management

Summit 2002Directors & Officers Training RetreatThursday, December 05, 2002 - Panel Session

Upcoming Events

BaseCamp 2003March 19 & 20Salt Lake City, Utah

Horizons 2003October 7 & 8Salt Lake City, Utah

Summit 2003December 3 & 4Deer Valley Resort, Utah

See page 15 for more info.

13

Cory Sindelar, VP,Corporate Controllerand PrincipalAccounting Officer,Legato Systems, Inc.

Cory J. Sindelar joinedLEGATO in December 2000. Priorto joining LEGATO, Mr. Sindelarserved as corporate controller atiBEAM Broadcasting Corporationand senior manager atPricewaterhouse Coopers LLP.

Mr. Sindelar holds a B.S.B.A. inaccounting from GeorgetownUniversity.

Revenue RecognitionPolicies

Jim Jensen,Vice PresidentLegal Affairs andCorporate Secretary,NPS Pharmaceuticals,Inc.

Mr. Jensen’s career has focused onthe commercialization of technology,licensing, and the financing of hightechnology companies. He hasnegotiated numerous joint ventures,licenses, and public and privatefinancings. Currently, Mr. Jensenserves on the Board of Directors atWasatch Advisors Mutual Funds,Jean Brown Associates, and theUniversity of Utah ResearchFoundation. He holds M.B.A. andJ.D. degrees from ColumbiaUniversity.

Corporate Governance—New Perspectives onTimeless Principles

Moderator:Scott Peterson, ManagingPartner, Ernst & Young

Ernst & Young helps companies inbusinesses across all industries—from emerging growth companies toglobal powerhouses—to identify andcapitalize on business opportunities.Their 110,000 people in more than130 countries worldwide can imple-ment a broad array of solutions inaudit, tax, corporate finance, trans-actions, online security, enterpriserisk management, the valuation ofintangibles, and other critical busi-ness-performance issues.

David Broadbent,Partner,Holland & Hart

Mr. Broadbent practicesin the fields of corpo-rate and real estate law.

He is experienced in mergers andacquisition, corporate divestitures,corporate control issues, finance,workouts, and investigation of cor-porate and securities fraud. He alsorepresents clients in real estatedevelopment, leasing and tax-freeexchanges, as well as conventional,tax credit, and bond financing. He iscurrently serving as Receiver in asecurities fraud case involvingnational and international entities.

He holds a J.D. from theUniversity of Utah School of Lawand his B.A. in accounting from theUniversity of Utah.

Steve Albrecht,Accounting FraudExpert, BrighamYoung University

Steve Albrecht’saccounting expertise

includes financial and forensicaccounting, auditing, and personalfinance.

Mr. Albrecht has done research inthe areas of financial statementfraud, theft and fraud in corpora-tions, and white collar crime.

He holds a Ph.D. in Accounting,from the University of Wisconsin atMadison, an M.B.A. from theUniversity of Wisconsin at Madison,and a B.S. in Accounting fromBrigham Young University.

What is Happening Below the Surface? Identifying Corporate Fraud and Misconduct

Thursday, December 05, 2002 - Sessions

14

Moderator:Dick Clayton, Partner,Holland & Hart

Mr. Clayton is a mem-ber of the Holland &Hart Business

Department, and co-head of thefirm’s Corporate Governance andCompliance Group. His practicefocuses on complex domestic andinternational business transactionsand corporate counseling, drawingupon an extensive background inmergers and acquisitions, corporatefinance, project construction andfinance, technology transfer, market-ing arrangements, trade disputesand tax. He has counseled clients inall stages of development includingformation, financing, initial publicofferings, acquisitions andtakeovers.

Noah Mesel,General Counsel,Legato Systems

Prior to Legato, heserved as CorporateCounsel for Lucent

Technologies, Inc. and worked inprivate practice at Wilson SonsiniGoodrich & Rosati for 9 years.Before law school, Mr. Mesel servedas Legislative Director for U.S.Representative Ron Packard.Mr. Mesel earned his B.A., cumlaude, in Political Science andLiterature from Claremont McKennaCollege and his J.D. from theUniversity of Virginia School of Law.

Bob O’Connor,Partner,Wilson SonsiniGoodrich & Rosati

Bob’s practice focuseson advising technology

and emerging growth companies.Activities include organizing andcapitalizing businesses, raising cap-ital through private and public debtand equity financings, and buyingand selling companies and tech-nologies.

In addition, Bob has representeda number of venture capitalinvestors in connection with invest-ments in their portfolio companies,including national venture capitalfirms CrossPoint Venture Partners,Warburg, Pincus Ventures, andUtah-based venture capital firms UV Partners, vSpring Capital, andWasatch Ventures.

Prior to rejoining WSGR to openits Salt Lake City office, Bob serveda brief stint as General Counsel forProvo-based InsurQuote Systems.

Bob received his law degree fromLoyola Law School and his under-graduate degrees from theUniversity of California at LosAngeles.

Jim Jensen,Vice PresidentLegal Affairs andCorporate Secretary,NPS Pharmaceuticals,Inc.

Mr. Jensen’s career has focused onthe commercialization of technology,licensing, and the financing of hightechnology companies. He hasnegotiated numerous joint ventures,licenses, and public and privatefinancings. Currently, Mr. Jensenserves on the Board of Directors atWasatch Advisors Mutual Funds,Jean Brown Associates, and theUniversity of Utah ResearchFoundation. He holds M.B.A. andJ.D. degrees from ColumbiaUniversity.

Kent Madsen, Managing Partner,Wasatch Venture Fund

Prior to joining Wasatch VentureFund, Mr. Madsen worked for FordMotor Company in the AdvancedTechnology Group. While there, Mr.Madsen developed mathematicaland computational models for ana-lyzing vehicle aerodynamic andthermodynamic properties and sys-tems.

Mr. Madsen has an M.S.E. fromthe University of Michigan, an M.A.in International Studies, earned as aLauder Fellow, from the LauderInstitute at the University ofPennsylvania, and an M.B.A. fromWharton.

Looking Beyond the Next Quarter End -The Big Picture

Summit 2002Directors & Officers Training RetreatThursday, December 05, 2002 - Panel Session

T2M Sponsors, Partners, & Upcoming Events

Sponsors

Battelle Memorial Institute Brigham Young University Credit Suisse First Boston D.A. Davidson Diversified Insurance Brokers Ernst & Young EURO RSCG Tatham Partners Garage Technology Ventures Holland & Hart LLP Houlihan Valuation Advisors Idaho National Engineering and

Environmental LaboratoryInetz Media Group Parsons Behle & Latimer Raza Foundries Silicon Valley Bank Sprint Broadband Direct University of Utah Utah State University UV PartnersVisionary Products Incorporated vSpring Capital Wasatch Ventures Wells Fargo

Associate Sponsors

The Diestel Group Sunrise AgencyThe Planning Board WorldwideThorpe Advisory Services, LLC TypeA Communications

15

Partners

Economic DevelopmentCorporation of Utah Larry H. Miller Entrepreneur Center Salt Lake City Small BusinessDevelopment Center Utah Engineering ExperimentStation Utah Information TechnologyAssociation Utah Life Sciences Association Utah Manufacturing ExtensionPartnership Utah Office of TechnologyDevelopment Utah Small Business DevelopmentCenters Utah Women in Technology Wayne Brown Institute

2003 Calendar of EventsTechnology to Market (T2M) produces three of the Rocky Mountain Region’s premier Annual Conferences, each one createdto strengthen and accelerate the growth of the region’s high-tech community.

BaseCamp – March 19 & 20, 2003 – Salt Lake City, UtahA tactical training forum for technology entrepreneurs:• Building a successful high tech company today• Negotiating the best deal with potential investors• Building value and leaving a legacy

Horizons – October 7 & 8, 2003 – Salt Lake City, UtahA strategic alliance forum for converging technology leaders:• Creating powerful partnerships by pooling human, capital and institutional resources • Initiating technology transfer and commercialization policies & trends • Looking beyond unseen horizons – Future technologies

Summit – December 3 & 4, 2003 – Deer Valley Resort, UtahA corporate governance forum for executives:• Providing a fundamental training, education and networking forum for Directors and Officers• Developing excellence in leadership and corporate governance• Preparing corporate executives to implement compliance programs and minimize liability

Unique marketing opportunities are available for Event Sponsors. For more information contact:EventSure Management Group • phone: 435.615.6616 • fax: 435-615-6614 • e-mail: info@event-sure.com

Business is rocky terrain.You want a guide who will

get you to the top.

www.hollandhart.com

Business is rocky terrain.You want a guide who will

get you to the top.

www.hollandhart.comAspenBillings

BoiseBoulder

CheyenneColorado Springs

DenverDenver Tech Center

Jackson HoleSalt Lake City

Santa FeWashington, D.C.

Proud Sponsorof Summit 2002Directors & OfficersTraining Retreat

Contact:Richard Clayton(801) 595-7828rclayton@hollandhart.com60 E. South Temple, Suite 2000Salt Lake City, UT 84111