---

Independent Firm
    We are an independent firm, focused on the highest quality advice and analysis to boards and management. As a boutique firm, we a generally more hands-on and high-touch than other larger firms.  We only take on a certain number of clients. When we work for the Board, we provide no other consulting services to the client company.  We tend to use far more analytical rigor in our analysis than the major firms.  We are also more likely to take difficult stands on key issues where necessary. Additionally, we are more likely to offer innovative and cutting-edge thinking and ideas that might challenge the status-quo.

Empowering Our Clients
    In addition to being an independent firm, we place a high value on empowering our clients. We go out of our way to avoid creating dependent relationships.  While we are clearly experts in our field, we respect your knowledge, expertise and desires.  We prefer to empower our clients to do as much of the analysis, design, and decision making as possible, desired and appropriate.  We do not have a big infrastructure to support and prefer that our clients spend their money with us on the highest value-added activities as possible. Mutuality, empowerment, and truth are our core values and we will work with you to develop the right outcome and the right processes for your situation and organization.

Working with the Financial Accounting Standards Board (FASB)
    While our firm has been routinely criticized for being a major contributor to the executive pay excess of the past, we have been widely recognized as being part of the solution.  Our firm led the way among all compensation consulting firms in calling for an expense for stock options.  Furthermore, we worked very closely with the FASB to get the new rules implemented - including testimony to the U.S. Senate to that effect.  We have consistently led our peers in taking controversial positions that have ultimately been adopted as wise and prudent - and we will continue to do so.

Best Practices
    Our consulting methods blend the best practices from the best firms - including top quality analysis and financial modeling, in-depth accounting, legal and tax knowledge, impeccable process and group facilitation skills and well-written, well-structured reports and presentations.
    Additionally, Don Delves is a recognized authority and cutting-edge thinker in the compensation field.  He has published two books (both in their second editions) and many articles.  He is also a regular speaker on executive pay and corporate governance.  He is outspoke and occasionally controversial both as a critic of executive pay and as a provider of solutions to what has become a difficult and delicate set of issues.  Don was the first executive pay consultant to speak strongly in favor of an expense for stock options, and he worked closely with the FASB and others to bring the new rule to fruition.

Extensive Executive Compensation Consulting
    We have extensive experience advising compensation committees on executive compensation and governance issues. Governance issues include:

• getting thorough and complete pay and performance data from management
• having a detailed, historical perspective on total executive pay and its relationship to performance
• creating and using an appropriate peer group
• conducting competitive pay and performance analysis
• calibrating pay levels to performance levels
• determining the right performance measures
• setting performance goals
• defining a workable process for setting goals and monitoring performance
• establishing a clear and complete compensation philosophy
• overseeing the consultant
• having and effective working relationship with management
• following a regular calendar.

    We work with our committees in all of these areas, as well as setting their own compensation.