News Release Details

Report of the Annual Meeting of Stockholders


To Our Stockholders:

We are pleased to report to you regarding our annual meeting of stockholders held in Wilmington, Delaware on June 5, 2008.

The number of shares of Common Stock issued and outstanding on April 15, 2008 and entitled to vote at the meeting is 383,153,166. The number of shares of Common Stock held by stockholders present in person or by proxy and voted at the meeting is 332,336,165.

Stockholders present in person or by proxy entitled to vote held at least 86.74% of the outstanding shares on the record date. Accordingly, a quorum was present.

The following are the results of voting on the items of business presented at the meeting:

  • Holders of Common Stock elected all sixteen directors with the votes cast as follows:

  • Name For % of
    Votes Cast
    Withheld % of
    Votes Cast
    Richard C. Adkerson 299,451,161 90.10% 32,885,004 9.90%
    Robert J. Allison, Jr. 216,801,157 65.24% 115,535,008 34.76%
    Robert A. Day 300,339,483 90.37% 31,996,682 9.63%
    Gerald J. Ford 302,333,890 90.97% 30,002,275 9.03%
    H. Devon Graham, Jr. 221,720,278 66.72% 110,615,887 33.28%
    J. Bennett Johnston 291,275,614 87.64% 41,060,551 12.36%
    Charles C. Krulak 302,605,979 91.05% 29,730,186 8.95%
    Bobby Lee Lackey 221,948,443 66.78% 110,387,722 33.22%
    Jon C. Madonna 302,539,484 91.03% 29,796,681 8.97%
    Dustan E. McCoy 265,163,590 79.79% 67,172,575 20.21%
    Gabrielle K. McDonald 291,406,778 87.68% 40,929,387 12.32%
    James R. Moffett 297,090,275 89.39% 35,245,890 10.61%
    B. M. Rankin, Jr. 291,311,652 87.66% 41,024,513 12.34%
    J. Stapleton Roy 291,433,835 87.69% 87.69% 12.31%
    Stephen H. Siegele 302,649,402 91.07% 29,686,763 8.93%
    J. Taylor Wharton 291,337,381 87.66% 40,998,784 12.34%

  • Holders of Common Stock approved ratification of the appointment of Ernst & Young LLP as the independent auditors of our and our subsidiaries’ financial statements for the year 2008, with the votes cast as follows:

  • For % of
    Votes Cast
    Against % of
    Votes Cast
    Abstain % of
    Votes Cast
    329,016,916 99.00% 430,300 0.13% 2,888,949 0.87%

  • Holders of Common Stock approved the proposed amendment to our Amended and Restated Certificate of Incorporation to increase the number of authorized shares to 1,800,000,000, with the votes cast as follows:

  • For % of
    Votes Cast
    Against % of
    Votes Cast
    Abstain % of
    Votes Cast
    260,444,605 78.37% 68,836,142 20.71% 3,055,418 0.92%

Mr. Richard C. Adkerson, President, Chief Executive Officer and a director, served as Chairman of the meeting. In attendance were six stockholders who beneficially own approximately 5,000 shares collectively. Also in attendance were the Inspector of Election, one representative of Ernst & Young LLP, and representatives of the Company. There were no other directors present.

The Chairman provided stockholders with the opportunity to present comments or questions on the items of business that were presented. One stockholder asked if the company planned to split the stock following the increase of the number of authorized shares. Mr. Adkerson responded that the increase in the number of authorized shares would provide the opportunity for the board to consider a possible stock split in the future. The Chairman then closed the polls, declared the results of the voting and adjourned the meeting.

If you would like to receive a copy of the Company's 2007 Annual Report and the 2007 Working Toward Sustainable Development Report, please contact our Investor Relations Department at 504-582-4000 or access our web site at

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