Agenda* - Day 1 - January 11th, 2005


8:00 am 
Conference Registration and Continental Breakfast


8:50 am
Chairman's Opening Remarks


9:00 am 
Executive Compensation: What's Going On?

Current trends
• Are executives being paid too much?
• Evaluating whether forms of pay are inappropriate 
Speaker: Stephen C. Zoellick, Senior Manager, Deloitte Consulting LLP


9:30 am 
Legislative & Regulatory Review

• New tax legislation
• Changes in accounting rules
• Securities law update
Speaker: Michael Segal, Partner, Paul, Weiss, Rifkind, Wharton & Garrison LLP


10:15 am
Morning Break



10:30 am 
Delineating Compensation Committee Duties and Obligations

• Changes in compensation committee responsibility
• Potential Liabilities of the Compensation Committee and the Board of Directors
• Proxy Statement Disclosure
• Compensation committee reports
• Form 8-K
• CEO Pay and Perquisites
Speaker: Michael Melbinger, Partner and Head of Executive Compensation Practice, 
                        Winston & Strawn LLP


11:15 am
Key Principles of Executive & Director Accountability

• Determining what constitutes a conflict of interest 
• Potential exposure for directors and senior managers
• Monitoring compensation
• Role of a lead director


12:00 am
Luncheon for Delegates & Speakers



1:00 pm
The Strategy: Moving Beyond the Stock Option

• The current environment for executive pay
• What's happening with salaries, bonuses, deferred compensation, and most importantly, stock-based incentives
• How do employees value stock options? Results from a special study 
• Strategies for moving beyond the stock option
Speaker: Ira Kay, National Director of Compensation Consulting, Watson Wyatt Worldwide


1:45 pm 
Rebalancing Long-Term Incentive Plans 

• Forms of executive compensation
• Modifying the components of executive compensation 
• Current trends in granting CEO stock options
• Long-term compensation policies
Speaker:
Peter Lupo, NY Compensation Practice Leader, Sr. Vice President, Aon Consulting


2:30 pm 
Making a Case for Performance-Based Executive Compensation

• Aligning pay with company performance
• Are performance based incentives working?
• Strengthening the link between CEO pay and performance
• Developing performance based compensation arrangements
• Balancing pre-determined formulas and discretion
Speaker: Alan Johnson, Managing Director, Johnson Associates, Inc.


3:15 pm
Afternoon Break


3:30 pm
Exploring the Evolving Committee-Consultant Relationship

• The role of the executive compensation consultant
• Determining how much to pay
• Implementing best practices 
Speaker: Beverly Aisenbrey, Managing Director, Frederic W. Cook & Co.


4:15 pm
Board of Director Compensation

Trends in director compensation
Evaluating committee chair and member fees
Equity compensation; options vs. full value shares
Speaker: Annette Leckie, Executive Compensation Consultant, Hewitt Associates


5:00 pm

Conference Day One Concludes



*agenda subject to change

 To register call (212) 952-7400, ext. 126 • Email: naomi@twst.com
For speaking or sponsorship opportunities: Kathryn Pearson • 212.952.7400 ext 125 or
Kathryn@twst.com