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Wachtell, Lipton, Rosen & Katz

                                                                                                                                December 21,2005

Be Prepared For Attacks By Hedge Funds

                                In this environment of attacks by hedge funds, including against some of our largest and most well-known companies, it is more critical than ever for companies to be prepared. Companies need to:

• Be acutely aware of where they stand in relation to their peers. Relatively poor performance, regardless of the reason, can make one an easy target.

• Consistently articulate the company’s business and financial strategy in a way that is meaningful and understandable.

• Carefully monitor analyst reports, particularly for suggestions of strategic changes the company could make.