Directors Continuing in Office (Term Expires 1999)

[PHOTO]         MARTHA R. INGRAM, age 62, has been a director of the Company
                since 1987. Since 1995, Ms. Ingram has been the chairman of
                the board of Ingram Industries Inc., an inland waterway
                transportation company, a distributor of trade books and an
                automobile insurance company. She was first elected a director
                of Ingram Industries Inc. in 1981 and became its chief
                executive officer in 1996. Ms. Ingram also serves as a
                director of Ingram Micro, First American Corporation and
                Weyerhaeuser Company.


[PHOTO]         HARRY M. JANSEN KRAEMER, JR., age 43, has been a director of
                the Company since 1995. Mr. Kraemer has been president of the
                Company since 1997. From 1993 to 1997, he served as senior
                vice president and chief financial officer of the Company.
                Prior thereto, Mr. Kraemer was the vice president of finance
                and operations for a subsidiary of the Company. Mr. Kraemer
                also serves as a director of MedPartners, Inc., Comdisco Inc.
                and Science Applications International Corporation.


[PHOTO]         REED V. TUCKSON, M.D., age 47, has been a director of the
                Company since 1996. Since 1997, Dr. Tuckson, an internist, has
                been Group Vice President for Professional Standards at the
                American Medical Association in Chicago, Illinois. From 1991
                until 1997, Dr. Tuckson was president of the Charles R. Drew
                University of Medicine and Science, a private academic health
                sciences university. From 1990 to 1991, he was the senior vice
                president for programs of the March of Dimes Birth Defects
                Foundation. From 1986 to 1990, Dr. Tuckson was the
                Commissioner of Public Health for the District of Columbia.
                Dr. Tuckson also serves as president of the Association of
                Minority Health Professional Schools.


[PHOTO]         FRED L. TURNER, age 65, has been a director of the Company
                since 1982. Mr. Turner is senior chairman of the board of
                directors and chairman of the executive committee of
                McDonald's Corporation, a restaurant licensor. Mr. Turner
                previously was chairman of the board and chief executive
                officer of McDonald's Corporation. He joined McDonald's in
                1956. Mr. Turner also serves as a director of Ronald McDonald
                House Children's Charities, Aon Corporation and W. W.
                Grainger, Inc.