Prudential Demutalization

11/02/2002

The Airborne Express Group Universal Life Insurance program is insured by the Prudential Life Insurance Company. This program is an optional program that allows employees to purchase additional life insurance through payroll deductions and is administered by a 3rd party administrator call Marsh @ WorkSolutions (formerly known as Seabury & Smith).

Prudential voted to change from a mutual insurance company to a stock insurance company. In the mutual form of ownership, the policy holders own the company. In a stock company, the stock shareholders own the company. As a result of this change employees who were policy holders by purchasing the Group Universal Life Insurance are receiving a check from Prudential for the share of the proceeds from the demutualization and resulting cash from the sale of Prudential stock. Employees should cash their checks. Employee's life insurance remains in full force and is not affected by this sale.

Marsh @ WorkSolutions sent an explanatory letter along with the check. Policy holders with questions are instructed to call 1-800-322-8717. Specially trained reps are available 8 am to 5 pm (Central Time) through November 22, 2002.

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Revised: January 14, 2005.