Questions and responses were:

1. The Securities and Exchange Commission has proposed shortening corporate filing deadlines from 45 to 30 days for quarterly reports and from 90 to 60 days for annual reports.
   1. How much would this change your process of preparing your annual report?
          48% significant change
          16% some change
          20% little change
          8% no change
          8% not involved in annual report preparation
          0% other
      
      
   2. How much would this change your process of preparing your proxy statement?
          8% significant change
          40% some change
          24% little change
          24% no change
          24% not involved in proxy preparation
          4% other
   
   
   
   
   
   
2. The SEC is proposing that corporations make available key documents (Forms 10-K, 10-Q, and 8-K) on their web sites on the same day as they are filed with the SEC.

   How much would this change your process of web publishing of your 10-K, 10-Q, and 8-K documents?
       32% already publish these forms on corporate web site
       52% will have to develop a system/procedure for publishing forms on corporate web site
       12% not involved in publishing these forms on corporate web site
       4% other

   
   
   
   
3. The New York Stock Exchange is proposing that listed companies adopt and publish on their web site corporate governance guidelines (which must address the following for directors: qualification standards, responsibilities, access to management and independent advisors, compensation, orientation and continuing education, management succession, and annual board performance self-evaluation). Further, companies would be required to publish on their web site the charters of board audit, compensation and nominating committees.

   How would this change your current corporate governance guidelines and disclosure?
       4% publish governance guidelines and committee charters on web site
       16% publish governance guidelines on web site, not including committee charters
       28% have governance guidelines and/or committee charters, but not published on web site
       44% need to develop or update governance guidelines and/or committee charters, and publish them on web site
       8% other

4. The New York Stock Exchange is proposing that listed companies adopt and disclose a code of business conduct and ethics (including compliance standards and procedures) for directors, officers and employees. Topics required: conflicts of interest, corporate opportunities, confidentiality, and fair dealing.
   
   How would this change your current code of business conduct and disclosure?
       12% already disclose code of business conduct on external web site
       0% already disclose code of business conduct but not on web site (eg., in annual report)
       40% have established code of business conduct but published only internally
       32% need to update code of business conduct, and disclose it
       12% need to develop code of business conduct, and disclose it
       4% other

About the Survey: The straw poll drew responses from 25 members of a corporate governance round table at the meeting, and was not sponsored by the ASCS. Rhoda Anderson Associates does not infer statistical conclusions based on this sample size. The "straw poll" survey questions and answers are available upon request.

Contacts:
Rhoda Anderson, (973) 683-1484, Randerson@RhodaAnderson.com
Charles Wasilewski, (908) 221-9256, Charles@Aartrijk.com