View Proposal

– Credence Systems Corporation’s Shareholders Cast Overwhelming Majority Vote in Support of Measure –

New York City Comptroller William C. Thompson, Jr., on behalf of the New York City Pension Funds, has filed shareholder proposals with five companies calling on the executive compensation committees of their Boards of Directors to align executive compensation with superior performance.

“Executive compensation has been growing at alarming rates and has been a major cause of concern among institutional investors, particularly in light of mounting corporate losses and a declining economy,” Thompson said. “Tying executive compensation to superior performance standards - a driver of continuous performance improvements - would help to curtail the irrational excesses of executive pay, protect long-term shareholder value, and help restore investor confidence and trust in corporate leadership.”

The New York City Pension Funds are the New York City Employees’ Retirement System (NYCERS), the Teachers’ Retirement System of New York City (TRS), the New York City Police Department Pension Fund, the New York City Fire Department Pension Fund, and the New York City Board of Education Retirement System (BERS).

The proposals were submitted to: Chesapeake Corporation of Richmond, VA; Credence Systems Corporation of Milpitas, CA; Par Pharmaceutical Companies, Inc. of Woodcliff Lake, NJ; Pier 1 Imports, Inc. of Fort Worth, TX; and Tenet Healthcare Corporation of Dallas, Texas.

At the companies’ 2007 annual meetings, the same proposal received 11.7% of votes cast at Chesapeake Corporation, 55.2% of votes cast at Credence Systems Corporation, 53.3% of votes cast at Par Pharmaceutical Companies, and 25.6 % of votes cast at Pier 1 Imports.

At Credence Systems Corporation’s 2008 annual meeting, the proposal won approximately 91.28% majority vote, when it was presented to the shareholders unopposed by management.

“Credence Systems’ shareholders’ overwhelming support for executive compensation to be tied to superior performance is evidenced by 90 percent of votes cast in support of the proposal,” Thompson said. “Now it is time for Credence Systems to heed shareholders’ wishes and take action by adopting the measure.”

The proposals, a copy of which can be viewed at www.comptroller.nyc.gov, call for the following principles:

1. An annual bonus should utilize defined financial performance criteria that can be benchmarked against a disclosed peer group of companies, and provide that an annual bonus is awarded only when the Company’s performance exceeds its peers’ median or mean performance on the selected financial criteria;

2. Long-term compensation should utilize defined financial and/or stock price performance criteria that can be benchmarked against a disclosed peer group of companies. Options, restricted shares, or other equity or non-equity compensation used should be structured so that compensation is received only when the Company’s performance exceeds its peers’ median or mean performance on the selected financial and stock price performance criteria; and

3. Disclosure of the compensation plan should be sufficient to allow shareholders to determine and monitor the established pay and performance correlation.

“We feel it is imperative that compensation plans for senior executives be designed and implemented to promote long-term corporate value,” the shareholder resolution read. “We believe the failure to tie executive compensation to superior corporate performance, that is, performance exceeding peer group performance, has fueled the escalation of executive compensation and detracted from the goal of enhancing long-term corporate value.”

The Pension Funds hold 89,057 shares in Chesapeake Corporation worth $462,205; 336,672 shares in Credence Systems Corporation worth $814,746; 179,231 shares in Par Pharmaceutical Companies worth $4,301,544; 277,696 shares in Pier 1 Imports worth $1,452,350; and 1,353,207 shares in Tenet Healthcare Corporation worth $ 6,874,291.

In addition to Thompson, trustees for the Pension Funds are:

New York City Fire Department Pension Fund: Mayor Michael Bloomberg; New York City Fire Commissioner Nicholas Scoppetta (Chair); New York City Finance Commissioner Martha E. Stark; Stephen Cassidy, President, James Slevin, Vice President, Robert Straub, Treasurer, and John Kelly, Brooklyn Representative and Chair, Uniformed Firefighters Association of Greater New York; Michael Currid, Captains’ Rep.; John J. McDonnell , Chiefs’ Rep., and Stephen J. Carbone, Lieutenants’ Rep., Uniformed Fire Officers Association; and, Joseph Gagliardi, Marine Engineers Association.

New York City Police Pension Fund: Mayor Michael Bloomberg; New York City Finance Commissioner Martha E. Stark; New York City Police Commissioner Raymond Kelly (Chair); Patrick Lynch, Patrolmen’s Benevolent Association; Michael Palladino, Detectives Endowment Association; Edward D. Mullins, Sergeants Benevolent Association; Thomas Drogan, Lieutenants Benevolent Association; and, Roy T. Richter, Captains Endowment Association

New York City Employees’ Retirement System: New York City Finance Commissioner Martha E. Stark (Chair); New York City Public Advocate Betsy Gotbaum; Borough Presidents Scott Stringer (Manhattan), Helen Marshall (Queens), Marty Markowitz (Brooklyn), Adolfo Carrion (Bronx), and James Molinaro (Staten Island); Lillian Roberts, Executive Director, District Council 37, AFSCME; Roger Toussaint, President Transport Workers Union Local 100; and, Gregory Floyd, President, International Brotherhood of Teamsters, Local 237.

Teachers’ Retirement System: New York City Finance Commissioner Martha E. Stark (Chair); Deputy Chancellor Kathleen Grimm, New York City Department of Education; and, Sandra March, Melvyn Aaronson and Mona Romain, all of the United Federation of Teachers.

Board of Education Retirement System: mayoral appointees Schools Chancellor Joel Klein, Alan Aviles, Philip Berry, David Chang, Tino Hernandez, Edison O. Jackson, Richard Menschel and Marita Regan; Luis Peguero (Bronx), Patrick Sullivan (Manhattan), Wendy Gilgeous (Brooklyn), and Joan Correale (Staten Island); and employee members Joseph D'Amico of the IUOE Local 891 member and Milagros Rodriguez of District Council 37, Local 372.

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