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How do we find out how much the top-paid general counsel make? The corporations tell us. Public companies must disclose the pay packages for their CEOs and their four other highest-paid executives in the annual proxy statements they file with the Securities and Exchange Commission. We comb through the Fortune 500 companies’ proxies in order to compile our list. At these businesses, general counsel are increasingly among the executives whose compensation packages must be disclosed. There were 196 GCs listed among their company’s top five earners last year, six more than in 2004. We looked at all of these GC pay packages and ranked the 100 best-paid according to cash compensation (salary plus bonus). But, it’s important to note, our compensation survey is not exhaustive. Some well-paid GCs did not make our list simply because there were other executives who made more at their company; if the GC wasn’t among the top five highest earners, we don’t have his compensation data. We miss other GCs because of timing. If their company filed its proxy statement after June, we couldn’t research it in time for this report because of our publishing deadline. Plus, businesses that are in bankruptcy or have merged may not file proxies. And Fortune 500 corporations that are not publicly traded, such as insurance companies, don’t file proxy statements with the SEC. This leaves us with compensation data for fiscal year 2005 for the chief legal officers at about two-fifths of the Fortune 500 companies. Our chart of the top 100 begins here. We include a GC’s cash and bonus, as well as the value realized on stock cash-outs, to come up with a total take-home package. We also list the GC’s equity, including restricted stock grants, option grants, and exercisable options. Our roster of the 100 top � paid GCs contains a host of familiar names, but more than a third of them are new this year over last year’s survey. Some return after a year off the list. Frank Fernandez at The Home Depot, Inc., makes a comeback, placing thirty-first with a $1.3 million pay package. He wasn’t one of the five top � paid executives at his company in 2004. Another new face on the list is Louis Briskman at CBS Corporation, which used to be part of media giant Viacom Inc. The two companies split last year. Briskman, who hasn’t been on our list since Viacom and CBS merged in 2000, took home $2.4 million in cash compensation and landed in tenth place. Several GCs moved up the ranks this year. Thomas Sabatino, Jr., at Schering-Plough Corporation jumped 58 places, from near the bottom of last year’s list at slot 83 to number 25 this year. He was boosted by his whopping $900,000 bonus, nearly double the $455,000 bonus that he received in 2004. (Note, part of the reason for his rise is that Sabatino only started at Schering in April 2004, so he didn’t earn a full year’s pay that year.) Other movers include Paul Heldman at The Kroger Co., who moved up 50 spots from last year. Not everyone got good news, however. Thomas Gottschalk at General Motors Corporation had the biggest drop on our chart. He was the only one of our top-paid GCs who did not get a bonus last year. He dropped more than 50 points, from 17 to 71. But there’s one other very good reason why some GCs didn’t make our list again this year. They retired. Authur Siskind left his GC post at News Corporation in 2004. But when one GC leaves, another steps in to take his place � not only on the job, but sometimes on our list as well. The new head of the company’s legal department, Lawrence Jacobs, takes slot number 17 this year.

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