SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
MARINE DRILLING COMPANIES, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
568240204
(CUSIP Number)
Martin H. Neidell
Stroock & Stroock & Lavan
7 HANOVER SQUARE, NEW YORK, NEW YORK 10004 212-806-5836
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MARCH 26, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /
Check the following box if a fee is being paid with the statement / / (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of _____ Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 568240204 Page 2 of Pages
- -----------------------------------------------------------------------------
| 1 | NAME OF REPORTING PERSON
| | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
| |
| | Warburg, Pincus Capital Company, L.P.
- ------------------------------------------------------------------------------
| | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
| 2 | (a) | |
| | (b)| X |
| |
- ------------------------------------------------------------------------------
| 3 | SEC USE ONLY
| |
- ------------------------------------------------------------------------------
| 4 | SOURCE OF FUNDS*
| |
| | Not Applicable
| |
- ------------------------------------------------------------------------------
| | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
| 5 | ITEMS 2(d) OR 2(e) | |
| |
| |
| |
| |
- ------------------------------------------------------------------------------
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
| |
| | Delaware
| |
- -------------------------------------------------------------------------------
| NUMBER OF | 7 | SOLE VOTING POWER
| SHARES --------------------------------------------------------------
| BENEFICIALLY | 8 | SHARED VOTING POWER 9,991,119
| OWNED BY --------------------------------------------------------------
| EACH | 9 | SOLE DISPOSITIVE POWER
| REPORTING --------------------------------------------------------------
| PERSON | 10 | SHARED DISPOSITIVE POWER 9,991,119
| WITH | |
- -------------------------------------------------------------------------------
| 11| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| |
| | 9,991,119
- -----------------------------------------------------------------------------
| | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| 12| | |
| |
| |
- -------------------------------------------------------------------------------
| 13| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| |
| | 22.77%
- ------------------------------------------------------------------------------
| 14| TYPE OF REPORTING PERSON*
| |
| | PN
| |
- ------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- ------------------------------ -------------------------------
|CUSIP No. 568240204 | | Page 3 of Pages |
- ------------------------------ -------------------------------
- ------------------------------------------------------------------------------
| 1 | NAME OF REPORTING PERSON
| | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
| |
| | E. M. Warburg, Pincus & Co., Inc.
- ------------------------------------------------------------------------------
| | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
| 2 | (a)| |
| |
| |
| | (b)| X |
| |
- ------------------------------------------------------------------------------
| 3 | SEC USE ONLY
| |
| |
- ------------------------------------------------------------------------------
| 4 | SOURCE OF FUNDS*
| |
| | Not Applicable
| |
- ------------------------------------------------------------------------------
| | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
| 5 | ITEMS 2(d) OR 2(e) | |
| |
| |
| |
| |
- -------------------------------------------------------------------------------
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
| |
| | Delaware
| |
- -------------------------------------------------------------------------------
| NUMBER OF | 7 | SOLE VOTING POWER
| SHARES ---------------------------------------------------------------
| BENEFICIALLY | 8 | SHARED VOTING POWER 9,991,119
| OWNED BY --------------------------------------------------------------
| EACH | 9 | SOLE DISPOSITIVE POWER
| REPORTING --------------------------------------------------------------
| PERSON | 10 | SHARED DISPOSITIVE POWER 9,991,119
| WITH | |
- -------------------------------------------------------------------------------
| 11| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| |
| | 9,991,119
- ------------------------------------------------------------------------------
| | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| 12| | |
| |
| |
- ------------------------------------------------------------------------------
| 13| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| |
| | 22.77%
- ------------------------------------------------------------------------------
| 14| TYPE OF REPORTING PERSON*
| |
| | CO
| |
- ------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- ------------------------------ -------------------------------
|CUSIP No. 568240204 | | Page 4 of Pages |
- ------------------------------ -------------------------------
- ------------------------------------------------------------------------------
| 1 | NAME OF REPORTING PERSON
| | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
| |
| | Warburg, Pincus Ventures, Inc.
- -------------------------------------------------------------------------------
| | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
| 2 | (a)| |
| |
| | (b)| X |
| |
- -------------------------------------------------------------------------------
| 3 | SEC USE ONLY
| |
| |
- ------------------------------------------------------------------------------
| 4 | SOURCE OF FUNDS*
| |
| | Not Applicable
| |
- ---------------------------------------------------------------------------
| | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
| 5 | ITEMS 2(d) OR 2(e) | |
| |
| |
| |
| |
- ------------------------------------------------------------------------------
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
| |
| | Delaware
| |
- ------------------------------------------------------------------------------
| NUMBER OF | 7 | SOLE VOTING POWER
| SHARES ----------------------------------------------------------
| BENEFICIALLY | 8 | SHARED VOTING POWER 9,991,119
| OWNED BY ----------------------------------------------------------
| EACH | 9 | SOLE DISPOSITIVE POWER
| REPORTING ----------------------------------------------------------
| PERSON | 10 | SHARED DISPOSITIVE POWER 9,991,119
| WITH | |
- -----------------------------------------------------------------------------
| 11| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| |
| | 9,991,119
- -----------------------------------------------------------------------------
| | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| 12| | |
| |
| |
- -----------------------------------------------------------------------------
| 13| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| |
| | 22.77%
- -------------------------------------------------------------------------------
| 14| TYPE OF REPORTING PERSON*
| |
| | CO
| |
- ------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- ------------------------------ -------------------------------
|CUSIP No. 568240204 | | Page 5 of Pages |
- ------------------------------ -------------------------------
- ------------------------------------------------------------------------------
| 1 | NAME OF REPORTING PERSON
| | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
| |
| | Warburg, Pincus & Co.
- -------------------------------------------------------------------------------
| | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
| 2 | (a)| |
| |
| | (b)| X |
| |
- -------------------------------------------------------------------------------
| 3 | SEC USE ONLY
| |
| |
- -------------------------------------------------------------------------------
| 4 | SOURCE OF FUNDS*
| |
| | Not Applicable
| |
- ------------------------------------------------------------------------------
| | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
| 5 | ITEMS 2(d) OR 2(e) | |
| |
| |
| |
| |
- ------------------------------------------------------------------------------
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
| |
| | New York
| |
- ------------------------------------------------------------------------------
| NUMBER OF | 7 | SOLE VOTING POWER
| SHARES ---------------------------------------------------------------
| BENEFICIALLY | 8 | SHARED VOTING POWER 9,991,119
| OWNED BY --------------------------------------------------------------
| EACH | 9 | SOLE DISPOSITIVE POWER
| REPORTING --------------------------------------------------------------
| PERSON | 10 | SHARED DISPOSITIVE POWER 9,991,119
| WITH | |
- ------------------------------------------------------------------------------
| 11| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| |
| | 9,991,119
- -------------------------------------------------------------------------------
| | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
| 12| | |
| |
| |
- ------------------------------------------------------------------------------
| 13| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| |
| | 22.77%
- ------------------------------------------------------------------------------
| 14| TYPE OF REPORTING PERSON*
| |
| | PN
| |
- ------------------------------------------------------------------------------
<PAGE>
This Amendment No. 6 amends the Schedule 13D dated November 6, 1990 (the
"Original Schedule 13D") as amended by Amendment No. 1 dated August 17, 1990,
Amendment No. 2 dated July 15, 1992, Amendment No. 3 dated April 9, 1992,
Amendment No. 4 dated December 29, 1992 and Amendment No. 5 dated June 29, 1993
filed by Warburg, Pincus Capital Company, L.P. ("WPCC") and certain of its
affiliated entities (the "Reporting Entities") relating to the common stock, par
value $.01 per share (the "Common Stock"), of Marine Drilling Companies, Inc.
(formerly Marine Holding Company), whose principal executive offices are located
at One Sugar Creek Center Boulevard, Suite 600, Sugar Land, Texas 77478 (the
"Company"). Terms defined in the Original Schedule 13D, as amended, shall have
the same meaning when used herein. This amendment is being filed pursuant to
Rule 13d-2 of the General Rules and Regulations under the Securities Exchange
Act of 1934, as amended.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is being filed by (a) Warburg, Pincus Capital Company, L.P.,
a Delaware limited partnership ("WPCC"), which is engaged in making venture
capital and related investments; (b) E.M. Warburg, Pincus & Co., Inc., a
Delaware corporation ("EMW"), which is engaged in providing specialized
financial and investment counselling services; (c) Warburg, Pincus Ventures,
Inc., a Delaware corporation ("WPV") and a wholly-owned subsidiary of EMW, the
principal business of which is the management of WPCC, Warburg, Pincus
Associates, L.P. ("WPA") and Warburg, Pincus Capital Partners, L.P. ("WPCP");
and (d) Warburg, Pincus & Co., a New York general partnership ("WP"), the
principal business of which is to act as the general partner of WPCC, WPA, WPCP,
Warburg, Pincus Investors, L.P., Warburg, Pincus Ventures, L.P. and as a holding
company for its ownership of securities of EMW. EMW owns less than 1% of the
limited partnership interests in WPCC. WP, as the sole general partner of WPCC,
has a 20% interest in the profits of WPCC and is the owner of all the
outstanding common stock of EMW. WPV has entered into a management agreement
with WPCC for the management of WPCC. Lionel I. Pincus is the managing partner
of WP and may be deemed to control it. Howard H. Newman, a managing director of
EMW and a partner of WP, and David E. Libowitz, a vice president of WPV, are
directors of the Company. Each of Mr. Newman and Mr. Libowitz disclaims
beneficial ownership of any securities of the Company. The business address of
each of the foregoing is 466 Lexington Avenue, New York, New York 10017. WPCC,
WPV, WP and EMM are hereinafter collectively referred to as the "Reporting
Entities".
Schedule I attached hereto sets forth certain additional information
with respect to each director and each executive officer of each of WPV and EMW
and each general partner of WP and WPCC.
None of the Reporting Entities nor, to the best of their knowledge, any
person listed in Schedule I hereto, has been, during the last five years, (a)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (b) a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violations with respect to such laws.
ITEM 4. PURPOSE OF TRANSACTION.
The shares of Common Stock of the Company owned by the Reporting Entities
have been registered for resale by the Reporting Entities pursuant to an
effective registration statement filed by the Company with the Securities and
Exchange Commission. Subject to stock market conditions, the price of the Common
Stock and other considerations, the Reporting Entities presently intend to sell,
in open market transactions, shares of Common Stock of the
Company owned by them. The number of shares of Common Stock to be sold by the
Reporting Entities, and the time period during which such shares will be sold,
will depend on various factors, including those enumerated above and other
considerations which the Reporting Entities may deem relevant. The Reporting
Entities intend to review their investment in the Company on a continuing basis
and, depending upon the price of the Common Stock, subsequent developments
affecting the Company, the Company's business and prospects, general stock
market and economic conditions, tax considerations and other factors deemed
relevant, may decide to stop selling its Common Stock or increase the number of
shares of Common Stock to be sold.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 is hereby amended to include the following paragraphs:
On March 26, 1996, WPCC sold in open market transactions an aggregate
of 1,100,000 shares of Common Stock at a price of $8.25 per share.
As the result of the transactions described above, WPCC now owns an
aggregate of 9,991,119 shares of Common Stock, which shares constitute
approximately 22.77% of the outstanding shares of Common Stock of the Company.
The power to vote and dispose of all such shares is exercised on behalf of WPCC
by WP in its capacity as the sole general partner of WPCC.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
WARBURG, PINCUS CAPITAL COMPANY, L.P.
By: WARBURG, PINCUS & CO.,
General Partner
By:/S/ STEPHEN DISTLER
Stephen Distler, Partner
E. M. WARBURG, PINCUS & CO., INC.
By:/S/ STEPHEN DISTLER
Stephen Distler, Managing Director
WARBURG, PINCUS VENTURES, INC.
By:/S/ STEPHEN DISTLER
Stephen Distler, Managing Director
WARBURG, PINCUS & CO.
By:/S/ STEPHEN DISTLER
Stephen Distler, Partner
Dated: March 27, 1996
<PAGE>
SCHEDULE I
Set forth below is the name, position and present principal occupation of
each of the directors and executive officers of E. M. Warburg, Pincus & Co.,
Inc. ("EMW") and Warburg, Pincus Ventures, Inc. ("WPV") and of each of the
general partners of Warburg, Pincus Capital Company, L.P. ("WPCC"), and Warburg,
Pincus & Co. ("WP"). EMW, WPV, WPCC, and WP are hereinafter collectively
referred to as the "Reporting Entities". Except as otherwise indicated, the
business address of each of such persons is 466 Lexington Avenue, New York, New
York 10017, and each of such persons is a citizen of the United States.
Directors and Executive Officers
OF E. M. WARBURG, PINCUS & CO., INC.
Present Principal Occupation
in Addition to Position with
EMW, if any, and Positions
NAME AND POSITION WITH THE REPORTING ENTITIES
Lionel I. Pincus, Chairman Chairman of the Board and
of the Board and Chief Chief Executive Officer, WPV;
Executive Officer Managing Partner, WP; Managing
Partner, Pincus & Co.
(See Partners of WP.)
John L. Vogelstein, Vice President and Director, WPV;
Chairman of the Board Partner, WP.
John L. Furth, Vice Director and Managing Director,
Chairman of the Board WPV; Partner, WP.
Harold Brown, Senior Managing Director, WPV;
Managing Director Partner, WP.
Rodman W. Moorhead III, Managing Director, WPV; Partner,
Senior Managing Director WP.
Susan Black, Managing Partner, WP.
Director
Christopher W. Brody, Managing Director, WPV; Partner,
Managing Director WP.
Dale C. Christensen*,
Managing Director
Errol M. Cook, Managing Director, WPV; Partner,
Managing Director WP.
- --------
* Citizen of Canada.
W. Bowman Cutter, Managing Director, WPV; Partner,
Managing Director WP.
ELizabeth B. Dater, Partner, WP.
Managing Director
Stephen Distler, Managing Director and Treasurer,
Managing Director and WPV; Partner, WP.
Treasurer
Louis G. Elson, Managing Director, WPV; Partner,
Managing Director WP.
Stuart M. Goode, Partner, WP.
Managing Director
Stewart K.P. Gross, Managing Director, WPV; Partner,
Managing Director WP.
Patrick T. Hackett, Managing Director, WPV; Partner,
Managing Director WP.
Jeffrey A. Harris, Managing Director, WPV; Partner,
Managing Director WP.
Robert S. Hillas, Managing Director, WPV; Partner,
Managing Director WP.
A. Michael Hoffman Managing Director, WPV; Partner,
Managing Director WP.
William H. Janeway, Managing Director, WPV; Partner,
Managing Director WP.
Douglas M. Karp, Managing Director, WPV; Partner,
Managing Director WP.
Charles R. Kaye, Managing Director, WPV; Partner,
Managing Director WP.
Richard H. King*,
Managing Director
Henry Kressel, Managing Director, WPV; Partner,
Managing Director WP.
Joseph P. Landy, Managing Director, WPV; Partner,
Managing Director WP.
- --------
* Citizen of United Kingdom.
Sidney Lapidus, Managing Managing Director, WPV; Partner,
Director WP.
Reuben S. Leibowitz, Managing Director, WPV; Partner WP.
Managing Director
Stephen J. Lurito, Partner, WP.
Managing Director
Spencer S. Marsh III, Partner, WP.
Managing Director
Edward J. McKinley, Managing Director, WPV; Partner,
Managing Director WP.
Howard H. Newman, Managing Director, WPV; Partner,
Managing Director WP.
Anthony G. Orphanos, Partner, WP.
Managing Director
Dalip Pathak*, Managing Director, WPV.
Managing Director
Daphne D. Philipson, Managing Director, WPV; Partner,
Managing Director WP.
Eugene L. Podsiadlo, Partner, WP.
Managing Director
Ernest H. Pomerantz, Managing Director, WPV; Partner,
Managing Director WP.
Arnold M. Reichman, Partner, WP.
Managing Director
Roger Reinlieb, Managing Partner, WP.
Director
John D. Santoleri, Managing Director, WPV; Partner
Managing Director WP.
Sheila N. Scott, Partner, WP.
Managing Director
Dominic H. Shorthouse*, Managing Director, WPV
Managing Director
Peter Stalker III Managing Director, WPV; Partner,
Managing Director WP.
- --------
* Citizen of United Kingdom.
David A. Tanner, Managing Director, WPV; Partner,
Managing Director WP.
James E. Thomas, Managing Director, WPV; Partner,
Managing Director WP.
Elizabeth H. Weatherman, Managing Director, WPV; Partner,
Managing Director WP.
Joanne R. Wenig, Managing Director, WPV; Partner,
Managing Director WP.
George U. Wyper, Partner, WP.
Managing Director
<PAGE>
Directors and Executive Officers
OF WARBURG, PINCUS VENTURES, INC.
Present Principal Occupation
in Addition to Position with
EMW, if any, and Positions
NAME AND POSITION WITH THE REPORTING ENTITIES
Lionel I. Pincus, Chairman (See Directors and Executive
of the Board and Chief Officers of EMW.)
Executive Officer
John L. Vogelstein, (See Directors and Executive
President and Director Officers of EMW.)
John L. Furth, Managing (See Directors and Executive
Director and Director Officers of EMW.)
Christopher W. Brody, (See Directors and Executive
Managing Director Officers of EMW.)
Harold Brown, (See Directors and Executive
Managing Director Officers of EMW.)
Errol M. Cook, (See Directors and Executive
Managing Director Officers of EMW.)
W. Bowman Cutter, (See Directors and Executive
Managing Director Officers of EMW.)
Stephen Distler, (See Directors and Executive
Managing Director Officers of EMW.)
and Treasurer
Louis G. Elson, (See Directors and Executive
Managing Director Officers of EMW).
Stewart K.P. Gross, (See Directors and Executive
Managing Director Officers of EMW).
Patrick T. Hackett, (See Directors and Executive
Managing Director Officers of EMW).
Jeffrey A. Harris, (See Directors and Executive
Managing Director Officers of EMW.)
Robert S. Hillas, (See Directors and Executive
Managing Director Officers of EMW.)
A. Michael Hoffman, (See Directors and Executive
Managing Director Officers of EMW.)
William H. Janeway, (See Directors and Executive
Managing Director Officers of EMW.)
Douglas M. Karp, (See Directors and Executive
Managing Director Officers of EMW.)
Charles R. Kaye, (See Directors and Executive
Managing Director Officers of EMW.)
Henry Kressel, (See Directors and Executive
Managing Director Officers of EMW.)
Joseph P. Landy, (See Directors and Executive
Managing Director Officers of EMW.)
Sidney Lapidus, (See Directors and Executive
Managing Director Officers of EMW.)
Reuben S. Leibowitz, (See Directors and Executive
Managing Director Officers of EMW.)
Edward J. McKinley, (See Directors and Executive
Managing Director Officers of EMW.)
Rodman W. Moorhead III, (See Directors and Executive
Managing Director Officers of EMW.)
Howard H. Newman, (See Directors and Executive
Managing Director Officers of EMW.)
Dalip Pathak, (See Directors and Executive
Managing Director Officers of EMW.)
Daphne D. Philipson, (See Directors and Executive
Managing Director Officers of EMW.)
Ernest H. Pomerantz, (See Directors and Executive
Managing Director Officers of EMW.)
John D. Santoleri, (See Directors and Executive
Managing Director Officers of EMW.)
Dominic H. Shorthouse, (See Directors and Executive
Managing Director Officers of EMW.)
Peter Stalker III (See Directors and Executive
Managing Director Officers of EMW.)
David A. Tanner, (See Directors and Executive
Managing Director Officers of EMW.)
James E. Thomas, (See Directors and Executive
Managing Director Officers of EMW.)
Elizabeth H. Weatherman (See Directors and Executive
Managing Director Officers of EMW.)
Joanne R. Wenig, (See Directors and Executive
Managing Director Officers of EMW.)
<PAGE>
General Partners of
WARBURG, PINCUS & CO.
Present Principal Occupation
in Addition to Position with
Warburg, Pincus & Co. and
Positions with the
NAME REPORTING ENTITIES
Susan Black (See Directors and Executive
Officers of EMW.)
Christopher W. Brody (See Directors and Executive
Officers of EMW.)
Harold Brown (See Directors and Executive
Officers of EMW.)
Errol M. Cook (See Directors and Executive
Officers of EMW.)
W. Bowman Cutter (See Directors and Executive
Officers of EMW.)
Elizabeth B. Dater (See Directors and Executive
Officers of EMW.)
Stephen Distler (See Directors and Executive
Officers of EMW.)
Louis G. Elson (See Directors and Executive
Officers of EMW.)
John L. Furth (See Directors and Executive
Officers of EMW.)
Stuart M. Goode (See Directors and Executive
Officers of EMW.)
Stewart K.P. Gross (See Directors and Executive
Officers of EMW.)
Patrick T. Hackett (See Directors and Executive
Officers of EMW.)
Jeffrey A. Harris (See Directors and Executive
Officers of EMW.)
Robert S. Hillas (See Directors and Executive
Officers of EMW.)
A. Michael Hoffman (See Directors and Executive
Officers of EMW.)
William H. Janeway (See Directors and Executive
Officers of EMW.)
Douglas M. Karp (See Directors and Executive
Officers of EMW.)
Charles R. Kaye (See Directors and Executive
Officers of EMW.)
Henry Kressel (See Directors and Executive
Officers of EMW.)
Joseph P. Landy (See Directors and Executive
Officers of EMW.)
Sidney Lapidus (See Directors and Executive
Officers of EMW.)
Reuben S. Leibowitz (See Directors and Executive
Officers of EMW.)
Stephen J. Lurito (See Directors and Executive
Officers of EMW.)
Spencer S. Marsh III (See Directors and Executive
Officers of EMW.)
Edward J. McKinley (See Directors and Executive
Officers of EMW.)
Rodman W. Moorhead III (See Directors and Executive
Officers of EMW.)
Howard H. Newman (See Directors and Executive
Officers of EMW.)
Anthony G. Orphanos (See Directors and Executive
Officers of EMW.)
Daphne D. Philipson (See Directors and Executive
Officers of EMW.)
Lionel I. Pincus (See Directors and Executive
Officers of EMW.)
Eugene L. Podsiadlo (See Directors and Executive
Officers of EMW.)
Ernest H. Pomerantz (See Directors and Executive
Officers of EMW.)
Arnold M. Reichman (See Directors and Executive
Officers of EMW.)
Roger Reinlieb (See Directors and Executive
Officers of EMW.)
John D. Santoleri (See Directors and Executive
Officers of EMW.)
Sheila N. Scott (See Directors and Executive
Officers of EMW.)
Peter Stalker III (See Directors and Executive
Officers of EMW.)
David A. Tanner (See Directors and Executive
Officers of EMW.)
James E. Thomas (See Directors and Executive
Officers of EMW.)
John L. Vogelstein (See Directors and Executive
Officers of EMW.)
Elizabeth H. Weatherman (See Directors and Executive
Officers of EMW.)
Joanne R. Wenig (See Directors and Executive
Officers of EMW.)
George U. Wyper (See Directors and Executive
Officers of EMW.)
Pincus & Co.*
NL & Co.*
General Partner of
WARBURG, PINCUS CAPITAL COMPANY, L.P.
Warburg, Pincus & Co. (See General Partners of WP.)
- --------
* New York limited partnership; primary activity is ownership of
partnership interest in WP.
