Ralston Purina Deferred Compensation Plan for Key Employees – Fiscal 2001 Bonus and Salary Deferral Election
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Ralston Purina Company is offering key employees the option to defer all or part of their 2001 bonus and up to 75% of their 2001 base salary under its Deferred Compensation Plan. By deferring compensation, participants can postpone taxes and allow earnings to accumulate tax-free until distribution. Employees must submit their deferral election forms by December 28, 2000, and cannot change their election after this date for the plan year. The plan provides various payout options and investment choices, helping employees save for retirement or other financial goals.
EX-10.XXIV 6 0006.txt December 7, 2000 PERSONAL AND CONFIDENTIAL To Eligible Fiscal 2001 Bonus Plan Participants DEFERRAL OF FISCAL 2001 BONUS AND CALENDAR-YEAR 2001 BASE SALARY The Deferred Compensation Plan for Key Employees provides you with the opportunity to DEFER ALL OR A PORTION OF YOUR 2001 BONUS AND UP TO 75% OF YOUR BASE SALARY. In general, deferring compensation has the advantage of POSTPONING PAYMENT OF TAX and of allowing any earnings on the deferred amount to ACCUMULATE TAX FREE until distributed. It is now time to [GRAPHIC OMITED] DECIDE WHETHER TO DEFER part of your calendar-year 2001 base salary and/or all or part of any cash bonus you might receive, and [GRAPHIC OMITED] Promptly return the enclosed election form. YOUR ELECTION FORM MUST BE POSTMARKED OR FAXED BY DECEMBER 28, 2000, or you will not be able to defer any 2001 base salary or bonus. Ralston Purina's Deferred Compensation Plan for Key Employees offers the following features: The ability to DEFER UP TO 75% OF YOUR BASE SALARY INTERMEDIATE-TERM DEFERRAL OPTIONS that allow you to defer compensation for periods as short as three years to help meet shorter-term financial needs such as funding a child's college education or financing a future home purchase Payment distribution options that provide 5 and 10 year ANNUAL INSTALLMENT PAYMENTS if you are at least 50 years of age at termination of employment and have an appropriate election on file An opportunity to transfer existing account balances, EXCEPT FOR COMPANY MATCH ACCOUNTS AND BONUSES DEFERRED TO THE RALSTON PURINA EQUITY FUND THAT HAVE BEEN DEFERRED FOR LESS THAN 12 MONTHS, to: Nine investment funds, which mirror the returns of the Vanguard mutual funds avail-able in the Savings Investment Plan, The Prime Rate Fund, and The Ralston Purina Equity Fund, which offers a 25% COMPANY MATCH ON BONUS DEFERRALS INTO THAT FUND. Transaction flexibility including DAILY INVESTMENT REALLOCATIONS, Internet access to account balance information, and quarterly account statements. Deferral of 2001 Base Salary and Bonus December 7, 2000 Page Two Please review the enclosed information, plan prospectus and prospectus supplement care-fully. Then, using the pre-addressed envelope provided, return the 2001 Annual Salary and Bonus Deferral Election form to Compensation Resource Group (CRG), the plan record-keeper. PLEASE COMPLETE AND RETURN A FORM REGARDLESS OF WHETHER OR NOT YOU WISH TO REQUEST A DEFERRAL. YOUR ELECTION FORM MUST BE POSTMARKED OR FAXED TO CRG NO LATER THAN DECEMBER 28, 2000. You may not ----------- change your deferral election after December 28 or during the remainder of the - -------------------------------------------------------------------------------- plan year. - ---------- If you have questions, please contact CRG at ###-###-#### or Pat Robbins, Manager, Compensation at ###-###-####. Ron Sheban Ralston Purina Company Compensation and Benefits Planning Telephone ###-###-#### Enclosures DEFERRED COMPENSATION PLAN SUMMARY Ralston Purina Company is pleased to offer you this opportunity to participate in the Ralston Purina Deferred Compensation Plan for Key Employees. Deferring compensation provides an opportunity for you to allocate a certain amount of your pre-tax savings to help you accumulate assets for planned events during the time you are working and beyond. HIGHLIGHTS During this year's annual enrollment period, you will have the opportunity to: Defer pre-tax compensation as follows: Select a minimum deferral of $1,000 Defer up to 100% of your 2001 bonus Defer up to 75% of your 2001 calendar-year base salary Elect to receive your 2001 bonus and salary deferrals in one or more of the following: A short-term lump-sum payout in January 2002, An intermediate-term lump-sum payout at some fixed date, which is at least ----------------- 3 years after deferral, or - ------------------------- A long-term payout at retirement or termination Select 5- or 10-year annual installment payments if you defer long-term, leave the Company after age 50, and have an appropriate election on file. Transfer existing unrestricted deferred compensation account balances among eleven available investment funds. THIS MATERIAL COVERS MAJOR PROVISIONS OF THE RALSTON PURINA DEFERRED COMPENSATION PLAN FOR KEY EMPLOYEES. MORE DETAILED INFORMATION IS AVAILABLE FROM THE PLAN DOCUMENT AND PLAN PROSPECTUS. IF THERE IS A DISCREPANCY BETWEEN THIS INFORMATION AND THE PLAN PROSPECTUS OR PLAN DOCUMENT, THE PLAN DOCUMENT WILL GOVERN. THE PLAN DOCUMENT IS ON FILE IN THE COMPENSATION DEPARTMENT, ST. LOUIS. WHY DEFER COMPENSATION? The plan offers flexibility to help you meet your present and future financial needs. SAVING FOR RETIREMENT When it comes to retirement planning, your qualified Pension Plan and 401(k) Savings Investment Plan (SIP) are just a part of the story. Current federal income tax dollar limits restrict your yearly SIP savings and qualified Pension Plan benefits. Internal Revenue Code discrimination testing may result in further reductions to your pre-tax saving opportunity in the SIP. The Deferred Compensation Plan is a nonqualified plan, which means that it is not subject to the same IRS and federal income tax limits as the SIP and Pension Plans. The plan allows you to supplement your pension and SIP savings by deferring and investing your bonus and salary BEFORE federal and state income and local taxes are deducted, and compound that pre-tax income, tax-free, until the money is paid to you. Because your account balance is based on your pre-tax deferral amount plus pre-tax earnings, your account balance grows faster than if you invested your after-tax income in similar investments outside the plan. FOR EXAMPLE: If you are in a 40% tax bracket and defer $10,000 into the Plan, you have an immediate tax savings of $4,000 in the year you defer. In addition, you have $10,000 in your deferred compensation account on which tax-deferred earnings accumulate. SAVING FOR SHORTER-TERM GOALS In addition to providing a source of income for retirement, the plan offers a source of income for shorter-term goals including helping to fund a child's college education or financing a new home purchase. ALLOCATION OF DEFERRED AMOUNTS When you make your deferral election, you allocate the amount to one or more of the following "measurement" funds in whole percentage increments, with the total equaling 100%: - - Prime Rate Fund - - Ralston Purina Equity Fund - - Vanguard Wellington Fund - - Vanguard 500 Index Fund - - Vanguard Windsor II Fund - - Vanguard Small-Cap Index Fund - - Vanguard International Growth Fund - - Vanguard LifeStrategy Income Fund - - Vanguard LifeStrategy Conservative Growth Fund - - Vanguard LifeStrategy Moderate Growth Fund - - Vanguard LifeStrategy Growth Fund Under the terms of the Plan, you do not own shares or units of the measurement funds you select. The funds are used only as a means for measuring the return on your deferred compensation. Your account is credited with investment returns based on these funds, reflecting a bookkeeping entry only and will not represent an actual investment made on your behalf. DEFERRED AMOUNTS WILL EARN RETURNS (WHICH MAY BE POSITIVE OR NEGATIVE) AS IF THEY HAD BEEN INVESTED AT THE NET ASSET VALUE (NET OF INVESTMENT ADVISORY FEES) OF THE MEASUREMENT FUNDS. - - With the exception of the Ralston Purina Equity Fund and Prime Rate Fund, all account balances will be valued daily based on the performance of the measurement funds as of the close of business day on the valuation date, at the closing price quoted on the New York Stock Exchange. - - The Prime Rate Fund will be valued based on the average of the daily close of business prime rates as established by the Morgan Guaranty Trust Company of New York. - - The Ralston Purina Equity Fund will be valued based on the average of the closing price of Ralston Purina's common stock as reported by the New York Stock Exchange - Composite Transactions - DURING THE 10 TRADING DAYS IMMEDIATELY PRECEDING THE VALUATION DATE. In selecting your measurement funds, you should consider the effect your selections will have on your overall asset portfolio. To help you in this process, you should read the prospectuses for the Vanguard measurement funds. Prospectuses for the Vanguard Funds can be requested by contacting Vanguard Participant Services at ###-###-####. CREDITING YOUR ACCOUNT BASE SALARY If you elect to defer base salary, beginning in January 2001, an equal percentage of your elected amount will be deducted from your salary each month (or twice a month for semi-monthly payrolls) for the remainder of calendar-year 2001. Any earnings that you may realize are credited to your account after your initial deferral is credited to your account(s). BONUS If you elect to defer all or a portion of your bonus, that amount is credited to your account(s) effective November 1. Bonuses subject to your deferral election include your annual bonus or any Special Bonus payable for services performed during the 2001 fiscal year and awarded as of the fiscal-year end. Special Bonuses paid during the year are not eligible for deferral. COMPANY MATCH Salary deferrals ARE NOT matched. However, bonus deferrals to the Ralston -------- Purina Equity Fund are credited with a 25% Company match and MUST REMAIN IN THE RALSTON PURINA EQUITY FUND FOR AT LEAST TWELVE MONTHS FROM THE DATE OF DEFERRAL. Any Company Match is credited to your account in the Ralston Purina Equity Fund - -------------------------------------------------------------------------------- and cannot be transferred to any other funds. - --------------------------------------------------- You become fully vested in the Company matching deferrals upon termination of employment if you: - - Have attained age 50 or - - You are involuntarily terminated at any age, other than for cause. Matching deferrals are forfeited if you: - - Are terminated for cause at any age or Voluntarily terminate prior to age 50. TYPES OF DISTRIBUTIONS For each plan year, you will be asked to choose whether you want to begin receiving your annual deferral amount (salary and bonus) earned in that plan year, plus the earnings credited as a short-term, intermediate-term, or long-term payout. The following chart summarizes your distribution options:
*TO RECEIVE PAYMENTS THROUGH THE 5- OR 10-YEAR ANNUAL INSTALLMENT OPTION, YOU MUST HAVE ELECTED THAT OPTION NO LESS THAN ONE YEAR FROM YOUR TERMINATION DATE. SHORT-TERM Short-term deferral allows you to defer your salary or bonus until January of the calendar year following the year in which the salary or bonus is earned. Short-term deferrals can ONLY be allocated to the Prime Rate Fund. Interest on the amount is credited at the prime rate under the terms of the Prime Rate Fund. INTERMEDIATE-TERM Intermediate-term deferrals are available to help you meet shorter-term financial needs such as helping to fund a child's college education, financing a future home purchase, or meeting other foreseeable financial obligations, and can be allocated to any of the available funds. Intermediate-term deferrals provide you with access to all or a portion of your annual deferral amount, plus earnings, at any point in the future but no earlier than January of the calendar year at least 3 years from the date the payment is deferred. For example, an intermediate-term payout elected for the 2001 plan year can be paid no earlier than January 1, 2005. YOUR PAY-MENT IS ---------------- ONLY AVAILABLE IN A LUMP SUM. - ------------------------------- The Company match on intermediate deferrals will not be paid out until termination of employment or retirement. TYPES OF DISTRIBUTIONS (CONT) LONG-TERM Long-term deferrals provide you with access to your account at retirement or termination of employment and can be allocated to any of the available funds. Long-term distribution options vary depending on your age at termination as follows: - - IF YOU LEAVE THE COMPANY AFTER AGE 50, you can receive a benefit from the Plan in a lump sum or in annual installments over a period of 5 or 10 years if the election of installment payments was in place for at least one year prior to your retirement or termination. If installments are elected, the unpaid balance will continue to accrue earnings based on your investment selections. The 5- or 10-year installment options apply to all deferred compensation account ------------------------------------------------------------------------------- balances. If no such installment election has been made, you will receive your - -------- distribution in lump sum. Distributions will begin no later than 60 days following the date of your retirement or termination. - - IF YOU LEAVE THE COMPANY PRIOR TO AGE 50, you receive a lump-sum benefit equal to your account balance. - - IF YOU DIE WHILE ACTIVELY EMPLOYED BUT PRIOR TO REACHING AGE 50, your beneficiary will receive a lump-sum payment equal to your account balance. If you die after age 50, your beneficiary will be paid your account balance in a lump sum, unless an installment election has been in place for one year at the time of your death. - - IF YOU DIE WHILE RECEIVING INSTALLMENT PAYMENTS, your beneficiary will continue receiving payments according to your distribution election. TAX IMPLICATIONS OF DEFERRAL AT THE TIME OF DEFERRAL Amounts you defer under the Plan will not be taxed for federal income tax purposes in the year they are earned and would have otherwise been paid to you. However, FICA tax (Social Security up to taxable wage base and Medicare HI) is withheld. In addition, earnings credited in accordance with the Plan will not be taxed for federal income tax purposes until the year they are distributed. FICA taxes must be withheld at the time your deferrals are earned and credited to your account balance because IRS rules require that your deferral amounts are considered wages at the time that they ARE EARNED, regardless of when paid, for the purpose of calculating FICA taxes (Social Security and Medicare HI tax components). If, at the time of deferral, your wages for the year have exceeded the taxable wage base for Social Security ($80,400 for 2001), the Social Security portion of FICA (6.2%) will not apply to your deferred bonus or deferred salary. If the taxable wage base for Social Security has not been met at the time of deferral, FICA will be withheld from any cash compensation with respect to your deferred amounts. In addition, salary deferral may be limited to allow for cash payments of FICA and other benefit deductions. Since no taxable wage base limit applies to the Medicare HI component, your deferred compensation will be subject to Medicare HI withholding tax of 1.45%. The vested Ralston Purina Equity Fund Company match amount, if any, will also be subject to FICA in the year it vests. Earnings on deferred amounts are never subject to FICA taxes. UPON DISTRIBUTION Your annual deferral amounts and earnings accrued on such amounts are taxed as cur-rent income for state income and local tax purposes, as applicable, upon distribution. Special income tax averaging is not available. All FICA should --- have been withheld at the time of deferral or vesting of Company match, and no additional FICA should be due. Please note that under law, installment payments made over 10 years may not be sub-ject to state income taxes, if paid to you when you are residing in a state that imposes no income tax; however, lump sum payments, in such case, may be subject to taxes im-posed by the state in which you were employed when such deferred compensation was earned. This issue should be discussed with your tax advisor. PLAN ADMINISTRATION ACCOUNT STATEMENTS You will receive an account statement quarterly as soon as practicable following the close of each calendar quarter. Compensation Resource Group, Inc. (CRG) is assisting the Company with the administration of the plan and will prepare the statements. Also, CRG provides an Internet system so that you can access your account 24 hours a day from your computer. The Internet system allows you to access your current balance and make certain changes, such as allocating your account balance to different funds. For more information, contact CRG at: - - SERVICE CENTER: 800 ###-###-#### - - WEBSITE: crgworld.com (an I.D. and password is required) LOANS AND WITHDRAWALS You may not take loans from the Plan and may not roll over distributions to an IRA or another tax-qualified retirement plan. Hardship withdrawals are allowed in very limited circumstances at the plan administrator's discretion in cases of an unforeseeable emergency creating a serious and immediate financial hardship. BENEFICIARY You must designate a beneficiary to receive your deferral amount in the event that you die and your account is not paid. You may designate any individual or entity you wish to be your beneficiary. FUNDING THE PLAN IRS rules require that the deferred compensation accounts remain "unfunded". If you have an account balance in this Plan, you will be an unsecured general creditor of Ralston Purina Company for the amount of your account balance. The Company has set aside funds in a grantor trust to help it meet its benefit obligations under this Plan and certain other plans. This trust is also subject to the claims of creditors of the Company. If the Company fails to meet its funding commitments to the trust, an event not presently anticipated to occur, associates will, unless they elect otherwise, be entitled to be paid by the Company the present value of all amounts deferred under the Plan at that time. This provision in no way is intended to alter the status of the Plan as an un-funded plan of deferred compensation. ASSIGNMENT OF BENEFITS You cannot in any way sell, assign, hypothecate, alienate, encumber, or in any way transfer or convey in advance of receipt, any of your rights under the Plan. HOW DEFERRED COMPENSATION AFFECTS OTHER BENEFITS PENSION PLAN The Ralston Purina Pension Plan definition of "final average earnings" includes deferred compensation. Therefore, under the terms of that Plan, your pension benefit will be calculated including deferred bonuses and/or salary, as long as their inclusion does not violate IRS nondiscrimination rules governing qualified plans or other IRS limits. Deferred bonus and salary will be included in benefit earnings for purposes of the Pension Plan in the year in which they are earned. SIP If you are a participant in the Savings Investment Plan (SIP), any bonus or salary deferred under the Deferred Compensation Plan will not be included in -------- your compensation for purposes of computing your SIP contribution or the Company matching SIP contribution. Please note, however, that your SIP contributions are deducted from the cash payments of short-term deferrals (but not from -- payments of intermediate-term deferrals) if you are an active employee at the time of the payout. SOCIAL SECURITY Distributions made from the Plan will not affect your Social Security benefits them-selves. For purposes of Social Security, these distributions are considered "earned" when they are credited to your account; therefore, they do not constitute earned in-come under the earnings test when they are distributed to you. However, because the distributions will be considered gross income for income tax purposes, they may have the effect of subjecting your Social Security benefits to income taxation. ENROLLMENT If you wish to enroll in the plan, you must complete an election form and send it to CRG no later than December 28, 2000. ------------------- To enroll, complete the following steps: 1. FILL OUT THE ENCLOSED DEFERRAL ELECTION FORM. First, in the DEFERRAL ELECTION section, indicate HOW MUCH, if any, of your annual base salary and/or bonus YOU WOULD LIKE TO DEFER into the plan for 2001. If you choose not to defer, please check the "No Deferral" box, sign and return - -------------------------------------------------------------------------------- the form. - --------- Then, make your DEFERRAL TERM ELECTION by indicating whether you want your 2001 deferrals to be paid out, 1) in January of 2002, 2) at some future date while you are still employed by the Company, or 3) at retirement or termination of employment. Next, under FUND ALLOCATION, select the fund(s) to which you would like to direct your deferrals. If you are deferring both Salary and Bonus, please complete the Fund Allocation for each separately. NOTE: IF YOU ELECT TO DEFER 100% OF YOUR ELIGI-BLE COMPENSATION TO JANUARY 2002, DO NOT COMPLETE THE FUND ALLOCATION SECTION, WHICH ONLY APPLIES TO INTERMEDIATE AND LONG-TERM DEFERRALS. All short-term deferrals are allocated to the Prime Rate Fund and are not ------- subject to the Company match. - -------------------------------- If you would like to initially elect or change the form of distribution in the event of retirement or termination of employment, complete the PAYMENT FORM section indicating if you want a lump-sum or installment payments over 5 or 10 years. This election applies to your entire deferred compensation account balance and only applies to distributions made at least one year following the date this form is completed. You must be at least 50 years of age at the time payment begins to receive an installment payment. IF YOU DO NOT WISH TO CHANGE YOUR CURRENT FORM OF DISTRIBUTION, YOU DO NOT NEED TO COMPLETE THIS SECTION. If your payment form election has not been on file for at least one year, your account balance will be paid in accordance with your previous election. If no payment form election has been made, the payment will be made in the form of a lump sum. Finally, complete the ACKNOWLEDGEMENT section of the form. If you would like to change your current beneficiary designation, contact CRG at ###-###-####. Your beneficiary will receive your benefits in the event you die before your account is paid. You may elect anyone you wish as your beneficiary. 2. SIGN AND DATE THE DEFERRAL ELECTION FORM. 3. RETURN THE COMPLETED ELECTION FORM IN THE PRE-ADDRESSED, ENVELOPE TO CRG. Retain a copy for your records. TO BE EFFECTIVE, YOUR ELECTION FORM MUST BE ------------------------------------------- POSTMARKED NO LATER THAN DECEMBER 28, 2000. While facsimile copies of the --------------------------------------------- election form will be accepted through the deadline, a signed copy must also be -- ---- mailed to CRG at the following address: CLARK/BARDES CONSULTING COMPENSATION RESOURCE GROUP ATTN: LAURA POPE 633 W. 5TH STREET, 52ND FLOOR LOS ANGELES, CA 90071 FAX NUMBER: 213 ###-###-#### There are eleven fund options available under the Deferred Compensation Plan: nine Vanguard funds, the Prime Rate Fund, and the Ralston Purina Equity Fund. An abbreviated capsule description of each fund and its historical returns are outlined below. Before deciding which fund(s) to select, you should read the fund prospectuses which provide additional details. NOTE THAT, UNDER THE TERMS OF THE DEFERRED COMPENSATION PLAN FOR KEY EMPLOYEES, THESE FUNDS ARE USED FOR MEASUREMENT PURPOSES ONLY. YOUR ACCOUNT WILL BE CREDITED WITH INVESTMENT RETURNS BASED ON THESE FUNDS, BUT WILL BE REFLECTED AS A BOOKKEEPING ENTRY ONLY AND WILL NOT REPRESENT AN ACTUAL IN-VESTMENT MADE ON YOUR BEHALF. The fund performance data shown below constitutes part of a prospectus covering securities that have been registered under the Securities Act of 1933, and is intended to be incorporated in and made part of the Prospectus dated May 1, 1999 for the Ralston Purina Company Deferred Compensation Plan for Key Employees.
2001 ANNUAL SALARY AND BONUS DEFERRAL ELECTION Please submit my request as follows with respect to any calendar 2001 base salary or fiscal 2001 bonus that I may earn from Ralston Purina Company or its affiliates. I understand that an election to defer, once made, is IRREVOCABLE, ----------- and subject to the approval of the Chief Executive Officer and Human Resources Committee.
I elect to receive __________% of my 2001 base salary and/or bonus deferral amounts as a short-term payout in January 2002 with interest calculated under the terms of the Prime Rate Fund, payable in lump sum. IF YOU CHOOSE TO DEFER ---------------------- 100% OF YOUR ELIGIBLE SALARY/BONUS SHORT TERM, DO NOT COMPLETE THE FUND ------------------------------------------------------------------------------- ALLOCATION SECTION BELOW. -------------------------- I elect to receive _________% of my 2001 base salary and/or bonus deferral amounts as an intermediate-term payout in January, ______ (indicate any year ----------------- beginning in 2005 or later), payable in lump sum only. ---------------------------- I elect to receive _________% of my 2001 base salary and/or bonus deferral amounts as a retirement or termination payment. FUND ALLOCATION PLEASE ALLOCATE BASE SALARY AND BONUS DEFERRALS IN WHOLE PERCENTAGE INCREMENTS. TOTALS MUST EQUAL 100%. THIS SECTION APPLIES ONLY TO ---- INTERMEDIATE AND LONG-TERM DEFERRALS. ALL SHORT-TERM DEFERRALS ARE AUTOMATICALLY CREDITED WITH INTEREST UNDER THE TERMS OF THE PRIME RATE FUND. IMPORTANT NOTE: A 25% COMPANY MATCH IS PROVIDED ONLY ON BONUS DEFERRALS TO THE -------------------------------------------------------------- RALSTON PURINA EQUITY FUND. SALARY DEFERRALS ARE NOT MATCHED. - --------------- ---------------------------------------------------
PAYMENT FORM CHECK ONE BOX BELOW TO SELECT A PAYMENT OPTION. IF YOU HAVE A DISTRIBUTION ELECTION FORM ON FILE, AND YOU DO NOT WANT TO CHANGE YOUR CURRENT DISTRIBUTION FORM, THIS SECTION DOES NOT HAVE TO BE COMPLETED; RATHER THAT ELECTION FORM WILL CONTINUE TO APPLY. Distributions made before age 50 will be in lump-sum form only. This election will apply to all Deferred Compensation Plan distributions. This payment form ----------------- election will apply only to distributions made one year following the date this - -------------------------------------------------------------------------------- form is completed. - ------------------- CHECK ONE: ____ Lump Sum Payment ___ 5 Annual Installments ____ 10 Annual Installments ACKNOWLEDGEMENT I UNDERSTAND AND AGREE THAT MY PARTICIPATION IN THE PROGRAM WILL BE SUBJECT TO THE TERMS AND CONDITIONS OF THE PROGRAM. I UNDERSTAND THAT ANY DEFERRAL ELECTION THAT I MAKE IS IRREVOCABLE AND CANNOT BE ----------- CHANGED. - ---------------------------- ------------------------------ Signature of Participant Social Security Number - ---------------------------- ------------------------------ Name (Print or Type) Today's Date - ---------------------------- ------------------------------ Department Location/Floor # - --------------------------------------------------------------------------- Home Street Address City State Zip MAIL OR FAX TO CLARK/BARDES CONSULTING COMPENSATION RESOURCE GROUP, INC. (CRG) ATTN:LAURA POPE 633 W. 5TH STREET 52ND FLOOR LOS ANGELES, CA 90071-2086 FAX NUMBER: 213 ###-###-#### THIS FORM MUST BE POSTMARKED OR FAXED NO LATER THAN DECEMBER 28, 2000