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KKRRAAFFTT FFOOOODDSS IINNCC.. A Guide for Selling and Increasing Sales at Kraft Foods Inc.

Prepared by Carnegie Research, Inc www.carnegieresearch.com

408.573.6480

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Decision Making..................................................................................... 1-1 CXO Priorities & Initiatives ....................................................................................... 1-2

KPI’s - Key Performance Indicators.......................................................................... 1-6

Executive Org Chart ................................................................................................. 1-8

Key Decision Makers................................................................................................ 1-9

Executive Decision Responsibilities ....................................................................... 1-11

Annual Budgeting & Project Funding Schedule...................................................... 1-12

Executive Development & Succession .................................................................. 1-13

Mergers, Acquisitions & Divestitures ...................................................................... 1-15

Legal & Regulatory Issues ..................................................................................... 1-18

General Overview................................................................................... 2-1

Divisional Org Chart ................................................................................................. 2-2

Executive Summary ................................................................................................. 2-3

Company History...................................................................................................... 2-5

Business Segments.................................................................................................. 2-7

Financial Highlights ................................................................................................ 2-14

Competitive Landscape.......................................................................................... 2-17

Cultural Influences.................................................................................................. 2-18

Appendix A - Executives ....................................................................... 3-1

Executives................................................................................................................ 3-2

Board of Directors .................................................................................................. 3-12

Account Penetration Report Kraft Foods Inc.

Decision Making Page 1-1

1. Decision Making

Synopsis The Decision Making section discusses the topics listed below. For more detailed information about any of these topics, go to the page listed next to each topic within the Decision Making section.

Page Topic

1-2 CXO Priorities & Initiatives

Understand the top priorities of the client's senior executives.

1-6 KPI’s - Key Performance Indicators

Review the client’s success on what matters most to them.

1-8 Executive Org Chart

Understand the reporting structure of the top decision makers.

1-9 Key Decision Makers

Uncover key insights on some of their top executives.

1-11 Executive Decision Responsibilities

Know how the client makes decisions in advance so you avoid costly mistakes.

1-12 Annual Budgeting & Project Funding Schedule

Know when decisions are really made so you can get your proposal approved and funded.

1-13 Executive Development & Succession

Learn what the executives are taught about making decisions.

1-15 Mergers, Acquisitions & Divestitures

Know which groups are growing and which ones are leaving.

1-18 Legal & Regulatory Issues

Understand the outside issues that influence internal decisions.



CCXXOO PPRRIIOORRIITTIIEESS && IINNIITTIIAATTIIVVEESS Key Corporate CXO Goals For 2005, Kraft has the two main long term growth targets that drive its business. The company has retained these long term targets since January, 2004. They are:

• 6-9% earnings per share growth per year • 3% top line revenue growth on a constant currency basis with 2004 as baseline

6-9% Earnings per Share Growth per

Year

3% Constant Currency Revenue Growth with 2004

as Baseline

Transform the Portfolio

Expand Global Scale

Drive Out Costs & Optimize

Assets

Strengthen Employee &

Organizational Excellence

Build Shopper Demand

Build Superior Consumer

Brand Value

Act Responsibly



Kraft Corporate Strategies Kraft strategies are based on the Sustainable Development Plan. The key elements of this plan include the following:

Build Superior Consumer Brand Value • Kraft strategy is to conduct disciplined assessment of factors that determine brand value to improve

the net effect on brand. • Brand value is determined by the net effect of:

– Product Quality – Package Quality – New Products

– Availability – Brand Image

– Consumer Spending – Price

• Kraft also implements customer relationship marketing to drive long term brand recognition. Kraft has used the following as part of its consumer relationship marketing: – Publication of Kraft magazine – Personalized emails – User-friendly consumer website.

Build Shopper Demand through Superior Customer Collaboration

Kraft has the following strategies in place to build shopper demand:

• Custom Shopper Research / Insights – Kraft combines research on shoppers and customers as well as customer-specific research to

develop its marketing plan for any customer. • Aisle Reinvention

– Kraft has put added emphasis on how they arrange categories in stores to cater to the customers’ most value shoppers.

• Broad-Based Growth Across Channels – Kraft is driving growth in growing channels while working with their traditional channels.

Transform the Portfolio

Portfolio transformation strategy at Kraft is being implemented through the following initiatives:

• Internal Development including: – New product introduction – Sector development

• External Development including: – Acquisitions and licensing – Divestitures

Kraft has also implemented the following portfolio focus strategies to drive long term growth:

• Drive leadership in global core categories. Kraft’s four global core categories are: – Cheese and diary – Coffee – Specialty refreshment beverages – Biscuits



• Drive geographic leadership in regional core categories

Expand Global Scale

Kraft has the following strategies in place to expand global scale.

• Continue focus on emerging markets especially China, Russia, Mexico and Brazil • Counter discount retailers through the following strategies:

– Focus on leading brands – Maintain targeted price gaps – Continually improve product quality / packaging – Introduce hard-to-replicate innovations

Kraft is also improving product mix through focus on growth platforms. Growth platforms are new product ideas that address large, unmet consumer needs.

Drive out Costs and Optimize Assets • Restructuring Program

Kraft has three year program to: – Exit up to 20 plants – Eliminate about 6,000 positions (~6% of workforce) – Eliminate 1.2 billion dollars of pre-tax cost

• Ongoing Productivity Kraft is focusing on the following drivers of ongoing productivity:

– Product optimization – Plant efficiencies – Global sourcing

– Global procurement – SKU rationalization

Strengthen Employee & Organizational Excellence

Organize along global organizations with the following focus:

• Global Marketing & Category Development – Clear Global Category Strategies – Strong New Product Growth Platforms. Growth Platforms are new product ideas that address

large, unmet consumer needs. – Improved Marketing Quality

• Geographic Commercial Units – Improved Local Sales/ Marketing Execution – Strong Customization of Global Platforms. Global Platforms are products marketed outside North

America • Global Functions

– Global Functional Excellence – Global Employee Development



Act Responsibly • Addressing Key Societal Issues

– Sustainable Coffee Production • Kraft promotes production and marketing of coffee produced by smaller farmers.

– Health & Wellness / Obesity • Kraft has Worldwide Health & Advisory Council to deal with health, wellness and obesity

issues.



KKPPII’’SS -- KKEEYY PPEERRFFOORRMMAANNCCEE IINNDDIICCAATTOORRSS Kraft’s Performance on Key Indicators This section discusses Kraft’s performance on its key strategies.

Build Superior Consumer Brand Value

In 2004, Kraft reversed its two year trend of losing shares in consumer brand value and improved brand value of its top 25 categories. Kraft brand valuation is based on its product brand management system.

Build Shopper Demand through Superior Customer Collaboration

In 2004 Kraft increased its sales by 10% to 20% through aisle reinvention.

Kraft also saw broad-based growth across channels in 2004. The table below shows growth in major new channels for Kraft.

Channel Growth in Revenue

Dollar Stores 36%

Wal-Mart 17%

Natural & Organic 12%

Drug 11%

Club 7%

Transform the Portfolio through Internal and External Development Internal Development

In 2004 Kraft’s new product revenues was $1.2 billion dollars spread across all the sectors that they compete in.

External Development

Kraft announced several acquisitions and divestitures in 2004 as part of this strategy.

Acquisitions included:

• Veryfine • Licensing contract with Starbucks for Tazo Tea

Kraft divested the following businesses:

• U.K. Desserts • US Yogurt • Sugar Confectionary



Expand Global Scale

Kraft did not reach its overall target in this area.

• Europe, Middle East and Africa (EMEA) - Kraft is on target in Italy, Germany and Russia but did not reach its expansion targets in France, UK or the Nordic countries.

• Latin America and Asia Pacific (LAAP) - It is on target in Brazil, Australia and China but did not reach expansion targets in Mexico and the Andean regions.

The primary reason for slow growth in France and other Western European nations is the growth of discount retailers in these countries. The discount retailers provide non-branded products which compete directly with Kraft items.

Drive out Costs and Optimize Assets Restructuring

Kraft announced the closure of 13 facilities and elimination of 3,500 positions in 2004 as part of restructuring. The company also achieved the saving of $127 million in the year through restructuring efforts.

Productivity

Kraft productivity savings was higher than its target of 3.5% of cost of goods sold. The actual productivity savings was 4% of cost of goods sold.

SKU Rationalization

In North America, Kraft’s SKU was reduced by 11% net of SKUs for new products. Internationally it was reduced by 12% net of new SKUs. SKU (Stock Keeping Unit) is a unique identifier given to each item in inventory. SKU rationalization aims to optimize inventory mix.

Strengthen Employee and Organizational Excellence

Kraft instituted a global organization and is getting better results in terms of category strategies and growth platforms.

Act Responsibly

As part of its effort to be a responsible corporate citizen, Kraft has paid attention to the issues of sustainable coffee and health and fitness.

2004 Progress Summary • New global organization in place • Cost restructuring plan on-track • Brand Value strengthened • Portfolio transformation process begun • Enter 2005 a stronger Kraft



EEXXEECCUUTTIIVVEE OORRGG CCHHAARRTT Louis Camilleri

Chairman and CEO, Altria Group; Chairman,

Kraft Foods

Roger Deromedi

CEO

Alene KorbyEVP & CIO

David BreartonSVP, Business

Process Simplification &

Corporate Controller

David JohnsonPresident, North

America Commercial

Brian DriscollSVP, Sales, North

America Commericial

Daryl BrewsterGroup VP &

President, US Snacks Sector

Fred SchaefferSVP & General Manager, Kraft

Canada

Kevin PonticelliGroup VP &

President, US Cheese & Dairy

Sector

Jeri FinardGroup VP &

President, US Beverages &

Grocery Sectors

Rick SearerGroup VP &

President, US Convenient Meals

Sector

Tom SampsonSVP & President,

North America Foodservice

Franz-Josef Vogelsang

EVP, Global Supply Chain

Hugh RobertsPresident,

International Commercial

Arjun GuptaGroup VP &

President, Asia Pacific

Brian CarlisleGroup VP &

President, Western Europe

Gustavo AbelendaGroup VP &

President, Latin America

Joachim Krawczyk

Group VP & President, West Central Europe

Maurizio CalentiGroup VP &

President, Central & Eastern Europe,

Middle East & Africa

Pascal HoussinSVP, Sales, International Commericial

James DolliveEVP & CFO

Jean SpenceEVP, Global

Technology & Quality

John BaxterEVP, Global

Category Devolopment

Doug BurnsSVP, Global

Beverages Sector

Mary Kay HabenSVP, Global

Convenient Meals & Grocery Sectors

Rhonda JordanSVP, Global

Cheese & Dairy Sector

Linda HefnerEVP, Global Strategy & Business

Development

Marc FirestoneEVP, General

Counsel & Corporate Secretary

Mark BerlindEVP, Global

Corporate Affairs

Paula SneedEVP, Global Marketing

Resources & Initiatives

Lance FriedmannSVP, Health &

Wellness

Margo LowrySVP, Development

Terry FaulkEVP, Global HR



KKEEYY DDEECCIISSIIOONN MMAAKKEERRSS

All of the executives depicted on the organization chart have tremendous influence, but even at this level some have more influence than others.

Tier 1 Executives • Roger K. Deromedi, CEO, was appointed Chief Executive Officer of Kraft Foods in 2003. Prior to that,

he was Co-CEO, Kraft Foods Inc. with Betsy Holden. • James P. Dollive, EVP & CFO, has responsibility for Kraft's worldwide financial function, along with

representing the company on financial matters with public investors, the board of directors, auditors and financial regulatory groups.

• Linda Hefner, EVP, Global Strategy & Business Development leads the development of Kraft's corporate business strategy including merger and acquisition activities around the world. Mergers, acquisitions and divestitures are a key part of Kraft’s current corporate strategy for product portfolio focus.

• David S. Johnson, President, North America Commercial, has responsibility for marketing and sales in the US and Canada. North America generates the highest revenue for Kraft.

• Hugh H. Roberts, President, International Commercial, has responsibility for marketing and sales in all geographies outside the US and Canada. Growth in the overseas market is a key strategic initiative for Kraft.

Tier 2 Executives • Paula Sneed, EVP, Global Marketing Resources & Initiatives, is responsible for worldwide leadership

and oversight of Marketing Resources functions including: Consumer Insights & Strategy, Media, Advertising, Digital and Consumer Relationship Marketing, Packaging and Brand Design, Consumer Promotions, Marketing Alliances, Kitchens, Consumer Relations, and other marketing disciplines for more than 100 major food brands.

• John Baxter, EVP, Global Category Development, is responsible for leading Kraft's global consumer sectors, along with Kraft's initiative to transform its portfolio in line with consumers' increasing focus on health and wellness.

• Franz-Josef Vogelsang, EVP, Global Supply Chain, has responsibility for procurement, manufacturing and logistics/customer service worldwide.

Tier 3 Executives • Kevin Ponticelli, Group Vice President and President, US Cheese & Dairy Sector, heads the Kraft

Cheese Division in the US. This division is the highest revenue producing segment for North America Commercial.

• Daryl Brewster, Group Vice President and President, US Snacks Sector, heads the US snacks sector. This is a leading sector in North America Commercial.



Other Executives • Howard Brandeisky, VP, South Beach Diet Foods, directs Kraft’s South Beach Diet marketing. This is

a recent Kraft focus in keeping with the US dietary trends.

Brand Management* • Nick Meriggioli, Sr. Vice President & General Manager of the Oscar Mayer division • Sean Marks, Category Business Director, Kraft Pizza Company, formerly associate brand manager

for DiGiorno • Craig Williams, Senior Brand Manager, Kraft Cheese Snacks • Darin Perry, Miracle Whip Senior Brand Manager • LaJoy Suber Frederick, Brand Manager for Country Time Lemonade • Marshall Lauck, Brand Manager, Baker’s Chocolate • Joe Fragnito, Brand Manager, Oscar Mayer • Todd Regan, Brand Manager, SnackWell’s • Lara Warren, Senior Associate Brand Manager, Kraft Pizza Company

Note: These are by no means the only executives that have influence in Kraft. Many executives two, three and even four levels down can wield impressive autonomy and decision making authority. Also refer to Executive Decision Responsibilities on the next page which shows the three main groups influencing decisions within Kraft.

*The brand management list is not exhaustive.



EEXXEECCUUTTIIVVEE DDEECCIISSIIOONN RREESSPPOONNSSIIBBIILLIITTIIEESS Key decisions at Kraft are made by the following three organizations:

• Global Marketing and Category Development • Commercial Units • Functional Areas

Global Marketing and Category Development is responsible for decisions on global category strategies, new product growth platforms and marketing excellence.

Commercial Units are responsible for determining the marketing and sales programs that best meet the needs of local consumers and customers, with profit and loss responsibility for the results.

Functional Areas are strongly aligned and linked to the Global Marketing & Category Development group and the two commercial units. The functions are centers for excellence, with responsibility for identifying and sharing best practices and using Kraft’s global scale to best advantage.

The leaders within these organizations all report directly to the CEO. The leaders are:

• Global Marketing and Category Development: – EVP, Global Marketing Resources & Initiatives – EVP, Global Category Development

• Commercial Units: – President, North America Commercial – President, International Commercial

• Functional Areas: – EVP, Global Corporate Affairs – EVP & Chief Financial Officer – EVP, Global Human Resources – EVP, General Counsel & Corporate Secretary – EVP, Global Strategy & Business Development – EVP & Chief Information Officer – EVP, Global Technology & Quality – EVP, Global Supply Chain



AANNNNUUAALL BBUUDDGGEETTIINNGG && PPRROOJJEECCTT FFUUNNDDIINNGG SSCCHHEEDDUULLEE

If Kraft does not currently purchase the products and services you sell then there probably is not a budget for those items. In that case you will need to make sure you are talking to the decision makers in time for them to get your proposal in their next budget. The chart below covers key dates for their budgeting process. If your sales cycle is long, you may need to talk to them as early as January for a sale that will take place next year.

Kraft does have the ability to make exceptions and move funds within their budget this year but it is not easy if your product or service is very costly. In general, the more expensive your product or service and the greater the number of people who will be impacted by your offering, the higher in the organization you will have to sell and the longer the process may take. Note: Refer to the Priorities section to see if your goods can be attached to one of their key goals or initiatives.

Kraft’s fiscal year ends in December, which means that budgets are to be submitted, reviewed, discussed and approved prior to December 31st. The following chart shows when these tasks generally take place.

Task Dates

Budgets Discussed January - August

Budgets Drafted & Reviewed August – September

Budgets Submitted September - October

Budgets Negotiated October - November

Budgets Approved November - December

Budgets Funded January

Note: There can be exceptions to these dates; so confirm these schedules with each individual buying group you target.



EEXXEECCUUTTIIVVEE DDEEVVEELLOOPPMMEENNTT && SSUUCCCCEESSSSIIOONN

Overview • Executive development at Kraft takes place on the job. Unlike other companies where executive

development takes place in an academic setting, Kraft creates management opportunities on the job for its employees.

• Beginning even with their earliest assignments, young managers are expected to demonstrate an ability to carry responsibility and sophisticated thinking that’s usually reserved for top tier executives at other companies.

• As managers ascend the ranks, Kraft encourages them to develop leadership skills such as creativity, the power to persuade and influence, and the willingness to take risks.

• Kraft gives its young managers broad authority that helps to challenge themselves and spur their leadership skills.

• Each function within Kraft has an Advancement Planning Policy in place. This policy provides the guidelines for identifying replacements for executives. Generally, there are two to three potential replacements already identified for any executive in case he or she leaves the company.

Principles for Leadership Development Kraft uses a set of principles for its leadership development:

Focus on the Big Picture

Kraft encourages understanding of the entirety of Kraft’s business by young managers so that they are well versed in both the marketing side as well as the supply side. According to Kraft executives, it is not unusual for young managers to find themselves in agricultural fields or factory floors.

To drive home the focus on the big picture, Kraft ties their incentives and pays on overall profitability rather than on revenue.

Provide Managers with Freedom to Take Action

Once the young managers develop a thorough understanding of the business, they are allowed to develop their own style. According to former Kraft executives, the company gives freedom of management action to even middle management.

Place Focus on the Art of Influence, not Issuing Orders

Managers are encouraged to work by involving and working through others. Executives cannot just issue imperatives but must learn to use persuasion and build consensus. As one executive put it, “learning now to motivate without the authority to control...” is important at Kraft.

Kraft is also committed to moving its managers around a matrix of staff and line jobs. This is evident from the fact that though on average top executives have more than 20 years of experience at Kraft, they have usually been in their current roles for only two years.

Nurture Collective Achievement and Discourage Self Promotion

Kraft does not encourage executives who crave the spotlight. The aim at Kraft is to create an environment that nurtures collective achievement.



Keep Talented People Onboard

Kraft keeps the talent that it has nurtured. Instead of letting go of experienced business managers, Kraft moves them to staff functions. Top management of the company has committed to creating “staff slots” to keep strong talent within Kraft. This policy ensures that Kraft keep the talent that it has invested on. This policy also provides safety net for executives in leadership track to experiment with new ideas and risk taking.



MMEERRGGEERRSS,, AACCQQUUIISSIITTIIOONNSS && DDIIVVEESSTTIITTUURREESS

MMeerrggeerrss aanndd AAccqquuiissiittiioonnss Recent mergers and acquisitions at Kraft are driven by its Sustainable Growth Plan. A major element of this plan is to have a focused product portfolio. Kraft acquires companies to optimize its product portfolio.

Veryfine Products Kraft announced the acquisition of Verifine Products Inc., a privately held beverage manufacturer, in March, 2004. Terms of the sale were not disclosed.

Veryfine Products, based in Littleton, MA, was established in 1865 and has been owned by the Rowse family since 1900. In 2003, it posted net sales of more than $150 million, led by Fruit2O, the number-one-selling flavored water in the United States.

As part of the sale, Kraft will acquire Veryfine's 350,000-square-foot manufacturing facility in Littleton, MA, its 20,400-square-foot manufacturing facility in Berlin, NH, and its 216,000-square-foot distribution center in Ayer, MA. The Veryfine business will be managed out of Kraft's management center in Tarrytown, NY, and the company will continue operating the manufacturing and distribution facilities in Massachusetts and New Hampshire.

Family Nutrition Company S.A.E, Egypt Kraft announced a preliminary agreement to acquire the Family Nutrition Company S.A.E., a leading producer of biscuits and snack cakes in Egypt in March 2003. The Family Nutrition Company is a privately owned family business with 2002 revenues of approximately $40 million and employing over 1800 employees.

Kar Gida, Turkey Kraft announced the completion of its acquisition of the shares of the Kar Gida snacks company in Turkey on September 20, 2002. This was part of Kraft’s strategy to rapidly expand its food portfolio in high growth developing markets.

Kar Gida had a strong position in the Turkish salted snacks market and its portfolio of brands comprises well-known potato and corn chips such as Cipso, Pekos, Patos, Critos and Cerezos.

Kraft Foods operates in Turkey through its wholly owned subsidiary, Kraft Foods Turkey, which markets and sells a number of brands such as Milka chocolate, Jacobs coffee and Tang powdered beverages.

Lanes Food Group, Australia Kraft completed its acquisition of Lanes Food Group, privately-held biscuit producer in Australia, in January, 2002. This allowed Kraft to gain control of key Nabisco brands which had been licensed to Lanes in Australia since 1991.

The acquisition brings Kraft a strong presence in the Australian biscuit market with such global Nabisco brands as Ritz and Premium crackers and Chips Ahoy! Cookies. Lanes also produces other local favorites such as In-A-Biskit crackers.



Stollwerck AG's Confectionery Business Kraft completed its acquisitions of the Russian and Polish confectionery businesses of Germany-based Stollwerck AG on January 3, 2002.

DDiivveessttiittuurreess Divestitures within Kraft are also driven by its Sustainable Growth Plan. Kraft has sold the following operations in the US and worldwide that are considered strategic to its product portfolio:

Sale of Fruit Snacks In April 12, 2005, Kraft announced the agreement to sell its fruit snacks operation to the Kellogg Company, for approximately $30 million. Fruit snacks operation is not considered strategic to Kraft’s competitive advantage.

The sale includes Kraft's 31st Street manufacturing facility in Chicago, IL. As part of the transaction, virtually all of the 400 employees there will join the Kellogg Company.

Sale of Yogurt Business Kraft announced the sale of its yogurt business to CoolBrands International Inc. on December 22, 2004. Yogurt business was not considered strategic to Kraft’s product portfolio. The sale was for approximately $59 million. The licenses for Breyers, Creme Savers and Light 'n Lively brands yogurt have now been transferred as part of the sale. The sale also includes Kraft's manufacturing facility in North Lawrence, NY. As part of the transaction, approximately 147 of Kraft's plant employees at North Lawrence joined CoolBrands.

U.K. Desserts Business Kraft announced an agreement to sell its U.K. desserts business to Premier Foods plc, a U.K.-based supplier of ambient grocery products, on December 9, 2004. The sale value is $135 million. The proposed sale includes the Bird's, Angel Delight and Dream Topping brands, which generated annual revenues of $72 million in 2003.

Sugar Confectionery Business Kraft announced the agreement to sell substantially all of its sugar confectionery business to the Wm. Wrigley Jr. Company on November 15, 2004. The value of the sale is approximately $1.5 billion. The proposed sale includes the Life Savers, Creme Savers, Altoids, Trolli and Sugus brands, which represent about 1.5% of Kraft's global revenues.

The sale includes sugar confectionery manufacturing facilities in

• Creston, IA • Chattanooga, TN • Brasov, Romania • Bridgend, United Kingdom

They also sold inventories and equipment for the confectionery business located in two Canadian facilities - Mount Royal, Quebec, and Cobourg, Ontario.

The transaction is expected to be completed by mid-2005.



Invernizzi Cheese Business in Italy Kraft sold its Invernizzi branded cheese business in Italy to Groupe Lactalis in late 2003. The sale included the Invernizzi gorgonzola, crescenza and mozzarella businesses and a manufacturing facility in Caravaggio, Italy.

Retail Rice Business in Germany, Austria and Denmark Kraft sold its retail rice business in Germany, Austria and Denmark to Ebro Puleva SA. The agreement was announced in April 2003. The proposed sale includes the Reis-Fit brand marketed in Germany and Austria and Ris-Fix sold in Denmark.

Now and Later, Intense Fruit Chews and Mighty Bite Confection Business Kraft and the Farley's & Sathers Candy Company, Inc., a wholly owned investment of Catterton Partners, announced on November 14, 2002, that they had reached an agreement for Farley's & Sathers to acquire the business that manufactures and sells candy under the Now and Later, Intense Fruit Chews and Mighty Bite brands from Kraft. Now and Later, the anchor brand of the business, is a fruit chewy hard taffy. The transaction was completed by the end of December 2002.

In February 2002, Kraft sold its Farley's and Sathers confectionery businesses to FS Partners, which later was renamed the Farley's & Sathers Candy Company, Inc.

Latin American Yeast and Bakery Ingredients Business On October 15, 2002, Kraft confirmed that its international business had entered into a binding agreement to sell its Latin American Fleischmann's yeast and industrial bakery ingredients business to Burns Philp, an international food conglomerate based in Australia. Burns Philp acquired the business for US$110 million. The transaction was completed by end of the year.

Mexican Baking Products Kraft and Grupo La Moderna, S.A. de C.V., a Mexican manufacturer of wheat-based products, jointly announced on January 11, 2002, an agreement for Grupo La Moderna to acquire Kraft's Tres Estrellas baking products business in Mexico.

The sale includes the Tres Estrellas, San Antonio and Sorpresa trademarks and related manufacturing assets. Kraft manufactured the above referred products for La Moderna during a transition period, after which Grupo La Moderna moved production to its existing facilities.



LLEEGGAALL && RREEGGUULLAATTOORRYY IISSSSUUEESS LLeeggaall IIssssuueess In October 2002, Mr. Mustapha Gaouar and five other family members (collectively ‘‘the Gaouars’’) filed suit in the Commercial Court of Casablanca against Kraft Foods Maroc and Mr. Omar Berrada claiming damages of approximately $31 million arising from a non-compete undertaking signed by Mr. Gaouar allegedly under duress. The non-compete clause was contained in an agreement concluded in 1986 between Mr. Gaouar and Mr. Berrada acting for himself and for his group of companies, including Les Cafes Ennasr (renamed Kraft Foods Maroc), which was acquired by Kraft Foods International, Inc. from Mr. Berrada in 2001.

The existence of the claims of Mr. Gaouar was not disclosed by Mr. Berrada at the time of the Kraft Foods International, Inc. acquisition of Kraft Foods Maroc in 2001. As a result, in the event that the Company is ultimately found liable on appeal for damages to plaintiff in this case, the Company believes that it may have claims against Mr. Berrada for recovery of all or a portion of the amount.

Environmental Matters In May 2001, the State of Ohio notified the Company that it may be subject to an enforcement action for alleged past violations of the Company’s wastewater discharge permit at its production facility in Farmdale, Ohio. In December 2004, the Company finalized a monetary settlement with the State, which was approved by The Court of Common Pleas for Trumball County on January 3, 2005. The settlement amount is not material to the Company.

RReegguullaattoorryy IIssssuueess All of Kraft North America Commercial’s United States food products and packaging materials are subject to regulations administered by the Food and Drug Administration (FDA) or, with respect to products containing meat and poultry, the United States Department of Agriculture. Among other things, these agencies enforce statutory prohibitions against misbranded and adulterated foods, establish safety standards for food processing, establish ingredients and manufacturing procedures for certain foods, establish standards of identity for certain foods, determine the safety of food additives and establish labeling standards and nutrition labeling requirements for food products.

In addition, various states regulate the business of Kraft North America Commercial’s operating units by licensing dairy plants, enforcing federal and state standards of identity for selected food products, grading food products, inspecting plants, regulating certain trade practices in connection with the sale of dairy products and imposing their own labeling requirements on food products. Many of the food commodities on which Kraft North America Commercial’s United States businesses rely are subject to governmental agricultural programs. These programs have substantial effects on prices and supplies and are subject to Congressional and administrative review.

Almost all of the activities of the Company’s food operations outside of the United States are subject to local and national regulations similar to those applicable to Kraft North America Commercial’s United States businesses and, in some cases, international regulatory provisions, such as those of the European Union relating to labeling, packaging, food content, pricing, marketing and advertising and related areas. The European Union and certain individual countries require that food products containing genetically modified organisms or classes of ingredients derived from them be labeled accordingly.

Other countries may adopt similar regulations. The FDA has concluded that there is no basis for similar mandatory labeling under current United States law.


General Overview Page 2-1

2. General Overview

Synopsis The General Overview section discusses the topics listed below. For more detailed information about any of these topics, go to the page listed next to each topic.

Page Topic

2-2 Divisional Org Chart

Identify all the possible buying groups.

2-3 Executive Summary

Train support personnel on key factors - quickly.

2-5 Company History

Understand how the company was formed to explain how it operates today.

2-7 Business Segments

Uncover key details about a specific buying group.

2-14 Financial Highlights

Know what the numbers are saying about the client's overall financial performance.

2-17 Competitive Landscape

Learn who the client is competing against and how they rank.

2-18 Cultural Influences

Understand the human side of the organization.



DDIIVVIISSIIOONNAALL OORRGG CCHHAARRTT

US Beverages $2,555 Revenue 7.9% Revenue

US Cheese, Canada & North America Food Service $7,420 Revenue 23.1% Revenue

$4,250 Revenue 13.2% Revenue US Grocery

$2,425 Revenue 7.5% Revenue

US Snacks & Cereals $5,410 Revenue 16.8% Revenue

Europe, Middle East & Africa $7,522 Revenue 23.4% Revenue

Latin America & Asia Pacific $2,586 Revenue 8% Revenue

Kraft International Commercial Kraft North America Commercial

Note: All dollars are in millions



EEXXEECCUUTTIIVVEE SSUUMMMMAARRYY 1. Roger K. Deromedi is the CEO and Louis C. Camilleri is the Chairman of the Board at Kraft Foods

Inc. The other top executives at Kraft are:

• Mark H. Berlind, Executive Vice President, Global Corporate Affairs, Kraft Foods Inc. • Paula Sneed, Executive Vice President, Global Marketing Resources & Initiatives • John Baxter, Executive Vice President, Global Category Development • Linda Hefner, Executive Vice President, Global Strategy & Business Development

2. The major business segments of Kraft are:

• US Beverages • US Cheese, Canada & North America

Foodservice • US Convenient Meals

• US Grocery • US Snacks & Cereals • Europe, Middle East & Africa • Latin America & Asia Pacific

3. The US business segments report to David S. Johnson, President of Kraft North America Commercial, and the non-US business segments report to Hugh H. Roberts, President of Kraft International Commercial.

4. Kraft’s single largest division by revenue in 2004 was Europe, Middle East & Africa. It accounted for approximately 23% of the total revenue but North America as a whole accounted for 68.5% of Kraft’s total revenue.

5. Kraft’s worldwide headquarters is located in Northfield, Illinois. The contact information is:

Kraft Foods Inc. 3 Lakes Dr. Northfield, IL 60093 Phone: 847-646-2000 Fax: 847-646-6005 http://www.kraft.com

6. The significant acquisitions and mergers that shaped Kraft include: the 1930 acquisition of Kraft Cheese Company by National Dairy, the 1985 acquisition of General Foods by Philip Morris Companies Inc., and the 1988 acquisition of Kraft by Philip Morris.

7. Altria Group is the parent company of Kraft. Altria also owns Philip Morris International, Philip Morris USA and Philip Morris Capital Corporation. Altria Group is also the largest shareholder in SABMiller.

8. Kraft has operations in about 68 countries and markets its products in more than 150. The company also has approximately 98,000 employees worldwide.

9. The primary competitors of Kraft are:

• ConAgra • Nestle • Sara Lee

10. Kraft corporate strategies are driven by the Sustainable Growth Plan. The key elements of this plan include the following:

• Build superior consumer brand value



• Build shopper demand through superior customer collaboration • Transform the portfolio • Expand global scale • Drive out costs and optimize assets • Strengthen employee & organizational excellence • Act responsibly

11. Major recent developments shaping Kraft are:

• “Low-carb” diet craze. The company has a multi-year deal with South Beach Diet to sell South Beach Diet branded products.

• Publication of US Dietary Guidelines urging increase in consumption of whole grains. • Higher-than-expected increases in the price of raw materials such as packaging, coffee and nuts • Increase in consumption of on-demand coffee in Europe—Kraft markets filter pods to various

open pod systems.

12. Kraft’s total revenue and other income for 2004 totaled $32,168 million and the net income totaled $4,612.



CCOOMMPPAANNYY HHIISSTTOORRYY 1903 James L. Kraft begins a wholesale cheese business in Chicago, Illinois. By 1914 the

company opens its first plant and begins manufacturing its own cheese.

1928 Kraft Cheese Company acquires the Phenix Cheese Corporation, maker of Philadelphia Brand cream cheese (introduced in the US in 1880).

1930 Kraft was bought by National Dairy, but its operations were kept separate.

1969 National Dairy became Kraftco. 1900

-197

9

1976 Kraftco became Kraft, hoping to benefit from its internationally known trademark.

1980 Kraft merged with Dart Industries. Dart's subsidiaries (including Duracell batteries) and Kraft kept separate operations.

1985 Philip Morris bought General Foods for $5.6 billion.

1986 With nonfood sales sagging, Dart & Kraft split up in 1986. Kraft kept its original lines and added Duracell (was sold in 1988); the rest became Premark International.

1988 Tobacco giant Philip Morris Companies bought Kraft for $12.9 billion.

1980

’s

1989 The combination of Kraft and General Foods (the units still ran independently) created the largest US food maker, Kraft General Foods.

1990 Kraft General Foods International acquires Jacobs Suchard, making the company number one in the European roast and ground coffee market and a leader in confectionery. Acquired brands include Carte Noire, Grand Mere and Jacobs coffee and Suchard, Milka, Toblerone and Cote d'Or chocolates.

1992 Kraft General Foods International acquires Splendid, the second largest Italian coffee manufacturer, and El Caserio, a leader in process cheese in Spain. Kraft General Foods International also makes 14 other acquisitions during the same year.

1992-1993

Moving swiftly into the newly opened Central and Eastern European market, Kraft General Foods International acquires five local confectionery companies in that area: Csemege in Hungary, Figaro in Slovakia, Kaunas in Lithuania, Olza in Poland and Republika in Bulgaria.

1993 Kraft General Foods International acquires both Freia Marabou a.s., Scandinavia's premier confectioner, and Terry's of York, the major United Kingdom confectioner. The Freia Marabou acquisition includes Daim, Japp, and Twist confection brands as well as Estrella snacks (introduced in 1946).

1993 Kraft General Foods acquires the US and Canadian ready-to-eat cereal business from RJR Nabisco, including Shreddies and Shredded Wheat cereal products.

1994 In the United Kingdom, Kraft General Foods International acquires Lyons instant coffee business from Lyons Tetley. The company also acquires a majority interest in Poiana, Romania's leading confectioner.

1995 Kraft General Foods is reorganized and renamed Kraft Foods, Inc. and Kraft General Foods International is renamed Kraft Foods International.

1990

’s

1996 Presence in the growing Latin American chocolate market is strengthened with the purchase of Lacta in Brazil.



1999 Kraft Foods International acquires Mova, a snacks business in Ukraine.

2000 Kraft Foods' parent company Philip Morris Companies Inc. acquires Nabisco Holdings, a world leader in cookies, crackers and snacks. The Nabisco brands are integrated into the Kraft Foods business worldwide.

2001 • Philip Morris created a holding company for the newly combined food operations under the Kraft Foods name.

• The original Kraft Foods was renamed Kraft Foods North America. • Kraft Foods International CEO Roger Deromedi was appointed co-CEO of the new

holding company, along with Betsy Holden. • Kraft Foods went public.

2002 • Kraft acquired the Central and Eastern European confectionery business of Stollwerck AG, including Stollwerck Budapest Kft.

• Kraft sold its Latin American yeast business (Fleischmann) to Australian yeast and spice maker Burns Philp.

• A strategy to shed brands that do not fit with the rest of the company's portfolio led Kraft to sell Farley's and Sathers to FS Partners, which renamed the company Farley's & Sathers Candy Company.

• Kraft sold some of its candy brands (Now and Later, Intense Fruit Chews, and Mity Bite) to FS Partners.

2003 • Kraft announced it was dividing its European Union region into two geographic units: Western Europe and West Central Europe.

• Kraft purchased Family Nutrition Company, a top Egyptian biscuit and snack maker. • It also sold its European rice businesses and its Italy-based Invernizzi cheese

operations to Group Lacalis, a French dairy company. • Deromedi was named Kraft's sole CEO. Holden, who along with being co-CEO had

been President and CEO of Kraft Foods North America, became President of Global Marketing and Category Development.

2004 Kraft acquired private juice maker Veryfine Products for an undisclosed price.

2000

’s

2005 Former co-CEO Betsy Holden left the company.



BBUUSSIINNEESSSS SSEEGGMMEENNTTSS GGlloobbaall PPrreesseennccee

Employees • Kraft has more than 98,000 employees operating in 68 countries worldwide.

Facilities • They have 192 manufacturing and processing facilities worldwide spread over:

– Europe, Middle East & Africa (EMEA) – Latin America & Asia Pacific (LAAP)

• They have four global core research and development centers: – Banbury, United Kingdom – East Hanover, NJ – Glenview, IL – Tarrytown, NY

• Three regional research and development centers: – Battle Creek, Michigan – Madison, Wisconsin – Munich, Germany

• And two geographic research and development centers: – Curitiba, Brazil – Melbourne, Australia



IInnddiivviidduuaall BBuussiinneessss SSeeggmmeennttss

Overview Kraft reports their financial performance by the following seven business segments. Five of these segments market to the US, the other two markets to the rest of the world.

• Kraft North America Commercial – US Cheese, Canada & North America Foodservice – US Snacks & Cereals – US Convenient Meals – US Beverages – US Grocery

• Kraft International Commercial – Europe, Middle East & Africa (EMEA) – Latin America & Asia Pacific (LAAP)

Heritage of Leading Brands The Kraft brand portfolio is one of the strongest of any packaged goods company with more than 50 $100 million brands and five one billion dollar brands - Kraft cheeses, salad dressings, dinners and other products, Jacobs coffee, Oscar Mayer meats, Philadelphia cream cheese, and Post cereals. Their global brands are:

• Kraft, the number one cheese brand in the world, as well as the company’s best-known brand for salad and spoonable dressings, packaged dinners, barbecue sauce and other products

• Philadelphia, the world’s number one brand of cream cheese

• Jacobs and Maxwell House coffees • Toblerone chocolates • Oreo cookies • Ritz crackers • Crystal Light/Clight and Tang beverages



KKrraafftt NNoorrtthh AAmmeerriiccaa CCoommmmeerrcciiaall

US Cheese, Canada & North America Foodservice

US sales of natural cheese, processed cheese and cream cheeses are included in this business segment.


Snacks (Canada)

Oreo, Chips Ahoy!, Newtons, Peak Freans and SnackWell's cookies; Ritz, Premium, Triscuit, Wheat Thins, Cheese Nips and Teddy Grahams crackers; Handi-Snacks two-compartment snacks; Fun Fruits sugar confectionery products; and Terry's and Toblerone chocolate confectionery products

Beverages (Canada)

Maxwell House, Sanka and Nabob coffees; Kool-Aid and Tang powdered beverages; and Capri Sun (under license) aseptic juice drinks

Cheese & Dairy (US)

Kraft and Cracker Barrel natural cheeses; Philadelphia cream cheese; Kraft and Velveeta process cheeses; Kraft grated cheeses; Cheez Whiz process cheese sauce; and Knudsen and Breakstone's cottage cheese and sour cream

Convenient Meals (Canada)

Delissio frozen pizzas

Grocery (Canada)

Kraft peanut butter; Del Monte and Aylmer canned fruits and vegetables; Miracle Whip spoonable dressing; Post cereal; and Jell-O products



US Snacks & Cereals

US sales of cookies, crackers, salted snacks and confectionery are included in this business segment.

US Snacks & Cereals

Snacks Oreo, Chips Ahoy!, Newtons, Nilla, Nutter Butter, Stella D'Oro and SnackWell's cookies; Ritz, Premium, Triscuit, Wheat Thins, Cheese Nips, Better Cheddars, Honey Maid Grahams and Teddy Grahams crackers; Planters nuts and salted snacks; Handi-Snacks two- compartment snacks; Fun Fruits sugar confectionery products; Terry's and Toblerone chocolate confectionery products; and Balance nutrition and energy snacks

Cheese & Dairy Easy Cheese aerosol cheese spread

Grocery Post ready-to-eat cereals; Cream of Wheat and Cream of Rice hot cereals; and Milk-Bone pet snacks

US Convenient Meals

US sales of frozen pizza, packaged dinners, lunch combinations and processed meats are included in this business segment.

US Convenient Meals

Convenient Meals

DiGiorno, Tombstone, Jack's and California Pizza Kitchen (under license) frozen pizzas; Lunchables lunch combinations; Oscar Meyer and Louis Rich cold cuts, hot dogs and bacon; Boca soy-based meat alternatives; Kraft macaroni & cheese dinners; Taco Bell Home Originals (under license) meal kits; Stove Top stuffing mix; and Minute Rice

Grocery Back to Nature products



US Beverages

US sales of coffee, aseptic juice drinks and powdered beverages are included in this business segment.

US Beverages

Beverages Maxwell House, General Foods International Coffees, Starbucks (under license), Yuban, Sanka, Gevalia and Seattle's Best (under license) coffees; Capri Sun (under license), Kool-Aid, Tang and Crystal Light aseptic juice drinks; Kool-Aid, Tang, Crystal Light and Country Time powdered beverages; Veryfine juices; Tazo teas (under license); and Fruit2O water

US Grocery

US sales of ready-to-eat cereals, enhancers and desserts are included in this business segment.

US Grocery

Grocery Jell-O dry packaged desserts; Cool Whip frozen whipped topping; Jell-O refrigerated gelatin and pudding snacks; Handi-Snacks shelf-stable pudding snacks; Kraft and Miracle Whip spoonable dressings; Kraft salad dressings; A.1.steak sauce; Kraft and Bull's- Eye barbecue sauces; Grey Poupon premium mustards; and Shake ' N Bake coatings



KKrraafftt IInntteerrnnaattiioonnaall CCoommmmeerrcciiaall

Europe, Middle East & Africa (EMEA)

Europe, Middle East & Africa

Snacks Milka, Suchard, Côte d'Or, Marabou, Toblerone, Freia, Terry's, Daim, Figaro, Korona, Poiana, Prince Polo, Alpen Gold, Siesta and Pokrov chocolate confectionery products; and Estrella, Maarud, Cipso and Lux salted snacks

Beverages Jacobs, Gevalia, Carte Noire, Jacques Vabre, Kaffee HAG, Grand Mère, Kenco, Saimaza, Maxwell House, Dadak, Onko, Samar, Nova Brasilia and Tassimo coffees; Tang powdered beverages; and Suchard Express, O'Boy and Kaba chocolate drinks

Cheese & Dairy Kraft, Dairylea, Sottilette, Osella and El Caserío cheeses; and Philadelphia cream cheese

Convenient Meals

Lunchables lunch combinations; Kraft and Mirácoli pasta dinners and sauces; and Simmenthal canned meats

Grocery Kraft pourable and spoonable salad dressings; and Miracle Whip spoonable dressings



Latin America & Asia Pacific (LAAP)

Latin America & Asia Pacific

Snacks Oreo, Chips Ahoy!, Ritz, Terrabusi, Club Social, Cerealitas, Trakinas and Lucky biscuits; and Milka, Lacta and Gallito chocolate confectionery products

Beverages Maxwell House and Maxim coffee; Tang, Clight, Kool-Aid, Royal, Verao, Fresh, Frisco, Q-Refres-Ko and Ki-Suco powdered beverages; Maguary juice concentrate and ready-to-drink beverages; and Capri Sun (under license) aseptic juice drinks

Cheese & Dairy Kraft and Eden process cheeses; Philadelphia cream cheese; and Cheez Whiz process cheese spread

Grocery Royal dry packaged desserts; Kraft spoonable and pourable salad dressings; Kraft and ETA peanut butters; and Vegemite yeast spread

Convenient Meals

Kraft macaroni & cheese dinners



FFIINNAANNCCIIAALL HHIIGGHHLLIIGGHHTTSS PPeerrffoorrmmaannccee HHiigghhlliigghhttss

Overall Performance Kraft net revenue increased $1,670 million (5.5%) from $30.498 billion in 2003 to $32.17 billion in 2004. The increase was due primarily to favorable currency, higher volume/mix, and higher net pricing. However, operating income decreased $1,248 million (21.3%) from $5.86 billion in 2003 to $4.61 billion in 2004. The decrease was due primarily to pre-tax charges for asset impairment and exit costs, unfavorable costs and higher marketing, administration and research costs.

Segment Performance All segments reflected the year over year trend of overall performance. Net revenues in 2004 for all business segments were up from 2003 whereas the operating incomes were lower, due to increase in expenses.

The financial table below shows the changes in Operating Revenue, Cost of Sales and Operating Expenses and Operating Income for all segments.



FFiinnaanncciiaall TTaabbllee

Kraft Foods Inc. 2004 2003 2002

Operating Revenue $ 32,168 $ 30,498 $ 29,248

Cost of Sales and Operating Expenses

27,556 24,638 23,287

Operating Income 4,612 5,860 5,961

Kraft North America Commercial




6,431 5,445 5,144

Segment Income 989 1,271 1,255

US Snacks & Cereals



4,673 4,296 4,253

Segment Income 737 1,046 1,169

US Convenient Meals



3,479 3,241 3,191

Segment Income 771 817 783

US Beverages



2,076 1,803 1,762


US Grocery



1,531 1,494 1,475




Kraft International Commercial

Europe, Middle East & Africa (EMEA)



6,839 6,012 5,221

Segment Income 683 1,002 953

Latin America & Asia Pacific (LAAP)



2,336 2,156 2,072


General corporate expenses $ (180) $ (182) $ (162)

Total depreciation expense $ 868 $ 804 $ 709

Total capital expenditures $ 1,006 $ 1,085 $ 1,184



CCOOMMPPEETTIITTIIVVEE LLAANNDDSSCCAAPPEE Kraft’s Main Competitors Kraft has three main competitors. They are:

• ConAgra • Nestle • Sara Lee

Kraft Next to its Competitors Annual Sales in Millions of US Dollars

Annual Sales in Millions of US Dollars

2004 2003 2002

Kraft 32,16 31,010 29,723

ConAgra 14,522 19,839 27,629

Nestle 76,660 70,823 64,257

Sara Lee 19,566 18,291 17,628

0.00

10,000.00

20,000.00

30,000.00

40,000.00

50,000.00

60,000.00

70,000.00

80,000.00

Kraft ConAgra Nestle Sara Lee

2004

2003

2002



CCUULLTTUURRAALL IINNFFLLUUEENNCCEESS VViissiioonn

Kraft’s Vision

Helping People around the World Eat and Live Better

Kraft believes that their vision captures the essence of who they are. Their vision is about meeting consumers' needs and making food an easier, healthier, more enjoyable part of life.

Kraft’s Values... • Innovation - Satisfying real-life needs with unique ideas • Quality - Fulfilling a promise to deliver the best • Safety - Ensuring high standards in everything we make • Respect - Caring for people, communities and the environment • Integrity - Doing the right thing • Openness - Listening to the ideas of others and encouraging an open dialogue

IInnssiiddeerrss’’ VViieeww oonn KKrraafftt CCuullttuurree • Insiders have commented that Kraft is very diverse and that they have many qualified minorities in

management positions. • Even though working at Kraft is stressful, insiders have commented that many people enjoy working

there. • However, insiders have also commented that morale is low due to layoffs and the resultant heavy

workloads on the remaining employees. There have also been comments made that employees from acquired companies suffer from low morale because of difficulty in adjusting to Kraft culture.


Appendix A - Executives Page 3-1

3.Appendix A - Executives

Synopsis

Page Topic

3-2 Executives

3-12 Board of Directors



EEXXEECCUUTTIIVVEESS Name Title

Roger K. Deromedi Chief Executive Officer

Gustavo Abelenda Group VP and President, Latin America Region

John Baxter EVP, Global Category Development

Mark H. Berlind EVP, Global Corporate Affairs

David Brearton SVP, Business Process Simplification & Corporate Controller

Daryl Brewster Group VP and President, US Snacks Sector

Maurizio Calenti Group VP and President, Central & Eastern Europe, Middle East & Africa Region

James P. Dollive EVP & CFO

Terry M. Faulk EVP, Global HR

Marc Firestone EVP, General Counsel & Corporate Secretary

Mary Kay Haben Group VP, Kraft Foods North America, President, Kraft Cheese, Enhancers & Meals Group

Linda Hefner EVP, Global Strategy & Business Development

David S. Johnson President, North America Commercial

Rhonda Jordan SVP, Global Cheese & Dairy Sector

Alene M. Korby EVP & Chief Information Officer

Joachim Krawczyk Group VP and President, Central Europe

Margo Lowry SVP, Development

Hugh H. Roberts President, International Commercial

Richard (Rick) G. Searer Group VP, Kraft Foods North America, President, Oscar Mayer Foods

Paula Sneed EVP, Global Marketing Resources & Initiatives

Jean Spence EVP, Global Technology & Quality

Franz-Josef Vogelsang EVP, Global Supply Chain



EExxeeccuuttiivvee BBiiooss


Roger K. Deromedi was appointed Chief Executive Officer of Kraft Foods in 2003. Prior to that, he was named Co-CEO, Kraft Foods Inc., and President and Chief Executive Officer, Kraft Foods International in 2001. He was first named President and Chief Executive Officer of Kraft Foods International in 1999. He brings to his post more than 27 years of experience in the food industry in Europe, Asia and North America.

Previously, Deromedi was Group VP Kraft Foods International & President, Asia Pacific. Before that, he served as EVP, Kraft Foods International and President, Western Europe, Kraft Jacobs Suchard in Zurich, Switzerland. Earlier, he had been EVP and Area Director, France, Iberia and Benelux, based in Paris.

Prior to moving to Europe, Deromedi held a variety of important management positions in Kraft USA. As EVP and General Manager of Kraft's Cheese Division, he was responsible for the full line of Kraft cheeses sold in the United States. As EVP and General Manager of the company's Specialty Products Division, he was responsible for Kraft's cultured products and other specialty businesses.

Deromedi joined General Foods in 1977 and held various marketing positions in the Beverage Division and Maxwell House Coffee Division. In 1988 he moved to Kraft as VP Corporate Development. Deromedi also served as VP of Marketing for Kraft USA's Grocery Products Division and Retail Cheese Division.

He earned a BA in Economics and Mathematics at Vanderbilt and an MBA from Stanford University. Deromedi serves on the Board of Directors of The Gillette Company, as well as the Grocery Manufacturers Association. He is also a member of the Stanford University Graduate School of Business Advisory Council, the Board of Trustees of the Chicago Field Museum of Natural History, and the Civic Committee of the Chicago Commercial Club.

Gustavo Abelenda Group VP and President, Latin America Region

During his 19 years with Kraft, Abelenda has served as VP and managing director for Kraft Foods Brazil, as well as in positions with the company's Philip Morris International unit.

John Baxter EVP, Global Category Development

John Baxter is EVP, Global Category Development for Kraft. He was named to this position in June 2005. Baxter is responsible for leading Kraft's global consumer sectors, along with Kraft's initiative to transform its portfolio in line with consumers' increasing focus on health and wellness.

Baxter joined Kraft in 1989 as an R&D Section Manager in the Dairy Division for Kraft Foods North America. In 1992, he was appointed Associate Director in the Quality organization. Baxter transferred to Europe in 1993 to work for Kraft Foods International's New Technology area as Director, Basic Chocolate. He was appointed Director, Confectionery Technology in 1996, followed by his 1998 appointment as VP R&D, European Confectionery and Food. In November 2001, Baxter was named SVP, Research and Development/Quality for Kraft Foods International, where he led Kraft's R&D/Quality programs in Europe, Middle East and Africa, Asia Pacific and Latin America. Baxter joined the Global Marketing and Category Development organization located in Northfield and was named SVP of the Global Snacks Sector in January 2004.



Baxter received a BA in Chemical Engineering from the University of Dayton in Dayton, Ohio in 1981.

Mark H. Berlind EVP, Global Corporate Affairs

Mark H. Berlind is EVP, Global Corporate Affairs, for Kraft Foods. He is responsible for issues management, media relations, marketing communications, internal communications and charitable contributions worldwide, as well as for coordinating the company's corporate responsibility activities and managing the government affairs teams supporting the business.

From August of 2000 to October of 2004, Berlind was VP, Associate General Counsel, Corporate Affairs Law, at Altria Corporate Services, Inc. In this position, Berlind acted as counsel to Altria Group's Corporate Affairs organization, specializing in government affairs, communications and regulatory issues.

Prior to this, Berlind was Associate General Counsel, Corporate Affairs and Senior Assistant General Counsel for Worldwide Regulatory Affairs at Altria, where he was responsible for key policy and regulatory issues in Asia, Europe and Latin America. He joined Altria in 1996 as Assistant General Counsel for Worldwide Regulatory Affairs.

Before joining Altria, Berlind held the position of General Counsel of Gemini Consulting/Cap Gemini America, a computer and management consultancy from 1990 to 1996. He was an Associate at Cleary, Gottlieb, Steen & Hamilton from 1987 to 1990.

Berlind received a BA in Political Science and English from Tufts University and a JD from Cornell Law School.

Daryl Brewster Group VP and President, US Snacks Sector

Daryl Brewster had been Group VP, Kraft Foods North America, and President, Biscuit, Snacks and Confections. Prior to that he was the EVP and General Manager of Nabisco Biscuit, leading Kraft’s $4.2 billion North American Biscuit business of cookies, crackers and specialty snacks. He has been with Nabisco since February 1996.

Previously Daryl was President of the Planters and Specialty Products Companies, responsible for over $1.6 billion in sales. Daryl also served as the chief executive of the successful integration of the $700 million Favorite Brands International Company.

Prior to joining Nabisco, he served as Managing Director, Campbell’s Grocery Products Ltd. - UK, Vice-President, Campbell’s Global Soup Strategy and International Marketing and Business Director, Campbell’s US Soup. Before that time, he held various positions in Marketing, Sales and General Management with Kraft-General Foods.

Daryl attended the University of Virginia, from which he was graduated Phi Beta Kappa with a BA in economics and later the University of North Carolina, Chapel Hill, from which he received his MBA.

Maurizio Calenti Group VP and President, Central & Eastern Europe, Middle East & Africa Region

A 19-year veteran of the company, Calenti joined Kraft Foods in Italy as an Assistant Product Manager in 1981. He progressively advanced through the organization and moved to Spain, where he was responsible for the cheese business. He became Managing Director of Italy in 1997, and was named to his position as Area Director in January, 2000. Calenti holds a Doctorate in Economics from Bocconi University in Milan.



David Brearton SVP, Business Process Simplification & Corporate Controller

David Brearton is SVP, Business Process Simplification (BPS) & Corporate Controller. In addition to his duties as Controller, Brearton is responsible for leading Kraft's efforts to simplify and harmonize internal business processes for increased speed and efficiency. He was named to this position in December 2004.

Brearton joined Kraft Foods in Canada in 1984 as Financial Analyst and has since progressed through a series of financial roles of increasing responsibility. In 1994, Brearton was named Director, European Financial Planning & Analysis, based in Switzerland. In 1996 he was named Director, Financial Planning & Analysis, Kraft Foods International (KFI) in Rye Brook, New York. Brearton was appointed VP Finance, Northern Europe, KFI based in Cheltenham, England in 1998. Then, in 1999, Brearton became VP, Finance for the European Union Region of KFI, based in London, England, where he led that region's financial organizational for over three years. Brearton was named SVP, Finance, KFI, in 2002. Brearton was named SVP, Finance, Kraft International Commercial in January 2004.

Brearton holds a Bachelor of Commerce Degree from Queen's University in Canada and is a Certified Management Accountant.

James P. Dollive EVP & Chief Financial Officer

James P. Dollive is EVP & Chief Financial Officer of Kraft Foods Inc. Dollive has responsibility for Kraft's worldwide financial function, along with representing the company on financial matters with public investors, the board of directors, auditors and financial regulatory groups.

Since joining Kraft in 1978 as a Manufacturing Analyst in Operations for General Foods Corporation (which later merged with Kraft, Inc.), Dollive held a number of posts of increasing responsibility including Manager of Financial Reporting for the Post Division, Atlanta District Sales Manager for brokered products, Senior Product Manager for Kool-Aid, Controller for the company's Beverage Division and Director of Financial Planning and Analysis for General Foods USA.

From 1992 to 1994 Dollive was VP, Finance, for Kraft Foods Canada and became VP, Finance and Systems for Kraft USA in 1994. Dollive was named VP, Financial Planning and Analysis from 1995 to 1996 and SVP, Strategy for Kraft Foods from 1996 to 1997. In 1997 Dollive was named VP, Finance & Strategy, for Kraft Jacobs Suchard, Western Europe, based in Zurich. He returned to Kraft Foods North America as SVP, Finance in July 1998 and assumed responsibilities for Information Systems in December 1998. In 2001 he was named SVP and Chief Financial Officer of Kraft Foods Inc.

Dollive earned a BS in Engineering from the New Jersey Institute of Technology in 1973, a M.S. in Engineering at the Moore School at the University of Pennsylvania in 1976 and a MBA from the Wharton School at the University of Pennsylvania in 1978. He is also a director of Hartmarx Corporation.

Terry M. Faulk EVP, Global Human Resources

Terry M. Faulk is EVP of Global Human Resources for Kraft Foods Inc. He is responsible for the company’s Human Resources function worldwide.

After assignments as a Supervisor in both Quality Control and Manufacturing, he joined the Human Resources function in 1973, rising to Post Cereals Labor Relations Manager in 1976. Two years later he moved to White Plains, NY as the Human Resources Manager, Maxwell House Marketing and Sales. In 1980 he became the Human Resources Director for General Foods Latin America, and then transferred to Brussels, Belgium as the Human Resources Director for General Foods Europe in 1984. Then in 1989,



when the company merged with Kraft, Inc., he joined the Kraft Foods International Division as VP of Human Resources, Latin America and World Trade in Rye Brook, NY. In February 1990, he was named VP, Human Resources for the Oscar Mayer Foods Corporation at its Madison, WI headquarters.

In February 1994, Faulk was named SVP of Human Resources of Kraft Foods North America and became a member of the company's Management Committee. He was responsible for overseeing all the company's human resource functions including employee recruitment and retention, benefits and diversity initiatives. In November 2002 he was named SVP of Human Resources, Kraft Foods Inc.

Faulk serves on the Board of Directors of INROADS (Chicago Chapter) and the Western Michigan University Foundation. He is also on the National Board of Advisors for LaRaza and is a member of the Business Advisory Council of Miami University.

Faulk earned his BS in business economics from Miami University and his MBA in marketing from Western Michigan University. He and his wife Mary have two children, Becky and Cindy.

Marc Firestone EVP, General Counsel & Corporate Secretary

Marc Firestone is EVP, General Counsel & Corporate Secretary, Kraft Foods Inc. Marc is responsible for the company's legal function worldwide and also serves as Corporate Secretary of Kraft Foods.

Prior to joining Altria Group, Inc. (formerly Philip Morris Companies Inc.) in 1988, where he held a number of senior management positions within Legal and Regulatory affairs, Firestone was an attorney at Arnold & Porter. In 1993, Firestone was named Regional Counsel for Philip Morris Europe, covering Central and Eastern Europe, the Middle East and Africa, based in Switzerland. From 1995 to 1997, Firestone rejoined Philip Morris Companies Inc. as SVP, Worldwide Regulatory Affairs and Associate General Counsel.

He returned to Switzerland in 1998 as Chief Counsel for Philip Morris Europe. In 2001, he became SVP and General Counsel for Philip Morris International. Marc joined Kraft in 2003 as SVP and Associate General Counsel, Kraft Foods and later that year was named SVP and General Counsel, Kraft Foods.

Marc earned his BA in Romance Languages and Philosophy from Washington & Lee University and received his JD from Tulane University School of Law.

Mary Kay Haben Group VP, Kraft Foods North America, President, Kraft Cheese, Enhancers & Meals Group

Mary Kay Haben is Group VP of Kraft Foods North America, and President of the Kraft Cheese, Enhancers & Meals Group. Haben joined Kraft in 1979, as a Marketing Research Analyst in the Cheese Division. She moved to General Manager of Kraft's Enhancers Division in March 1997. Haben received her BS in Business Administration from the University of Illinois and her MBA from the University of Michigan.

Linda Hefner EVP, Global Strategy & Business Development

Linda Hefner is EVP of Global Strategy & Business Development for Kraft Foods Inc. She leads the development of Kraft's corporate business strategy including merger and acquisition activities around the world.

Prior to joining Kraft in 2004, Hefner was with Sara Lee Corporation, where she held a number of increasingly responsible strategy and marketing positions since 1989. Most recently, Hefner served as CEO of Sara Lee's Underwear, Socks and Latin America Group, with responsibility for the $2.5 billion Hanes brand, growing revenue through product innovation and consumer marketing, while



simultaneously reducing costs through major business model change and productivity. Previous assignments at Sara Lee included CEO of the L'eggs and Hanes hosiery business and a strategic planning position in Europe. Prior to joining Sara Lee, Hefner worked in management consulting at Ernst & Young.

Hefner received a BS and an MS in Accounting from the University of North Texas and an MBA from Harvard University.

David S. Johnson President, North America Commercial

David (Dave) Johnson is President, North America Commercial, Kraft Foods Inc., with responsibility for marketing and sales in the US and Canada.

Johnson started with Kraft in 1986 as a Brand Manager in the Kraft Cheese Division. In 1988 he became Category Manager in the Specialty Products Division and Director of Marketing & Strategy in 1991. In 1992 he was promoted to VP of Marketing for the Kraft Cheese Division and later added the Strategy function. In 1995 he was named VP of Strategy for Kraft Foods Corporate and in 1996 became VP of Kraft Foods Sales.

In March 1997, Johnson joined the Operating Committee as General Manager of the Kraft Pizza Division. And in 1998 he was named EVP of Kraft Foods, Inc., President of Beverages, Desserts & Snacks Division. Based in Westchester County, NY, he was responsible for brands such as Kool-Aid, Tang, Country Time, Crystal Light, Capri Sun, Jell-O, Cool Whip, Breyers, Baker’s, Altoids, Toblerone, Handi-Snacks and Balance Bar.

In 2000, Johnson was named Group VP, Kraft Foods, and President, of the Meals, Enhancers & Food Service Group, and a member of Kraft’s Management Committee. Based in Glenview, IL, he was responsible for brands such as Kraft and Velveeta boxed dinners, Di Giorno pastas and sauces, Stove Top stuffing mix, Minute rice, Kraft and Miracle Whip spoonable dressings, Kraft and Good Seasonings salad dressings, Kraft and Bull’s-Eye barbecue sauces, and Shake ‘N Bake coating mix, along with Kraft’s Food Service business.

Johnson was named Group VP, Kraft Foods North America and President, Beverages, Desserts & Post Group in February 2001. In this role, he was responsible for such well-known beverage brands as Maxwell House, General Foods International Coffees, Gevalia, Kool-Aid, Tang, Country Time, Crystal Light and Capri Sun; desserts such as Jell-O and Cool Whip; and Post cereal brands such as Grape Nuts, Shredded Wheat, Honey Bunches of Oats and Pebbles. Through a licensing agreement, he was also responsible for managing the marketing, distribution and sales of Starbucks coffee in grocery stores.

In September of 2002 he was named President, Kraft Foods North America Operations, Technology, Procurement, Information Systems and Sales.

Johnson received a BBA with Distinction in Business and a MBA from the University of Wisconsin.

Rhonda Jordan SVP, Global Cheese & Dairy Sector

Rhonda joined Kraft Foods in 1987 and advanced through a number of marketing and general management assignments. She spent the first 11 years of her career in the Kraft Cheese Division, with responsibility for such brands as Philadelphia Cream Cheese, Velveeta, and Kraft Singles. In 1999 she joined the Kraft Pizza Division, which includes the DiGiorno, Tombstone, Jack's and California Pizza Kitchen brands of frozen pizza. Rhonda became EVP and General Manager of the Pizza Division in 2002, and in 2004, she joined the newly formed Global Marketing & Category Development group as SVP of Kraft's Global Cheese & Dairy Sector. Prior to joining Kraft, Rhonda worked at the Lyric Opera of Chicago in development and direct marketing.



Rhonda holds Bachelor's and Master's degrees from Northwestern University and its J.L. Kellogg School of Management. She lives in Wilmette with her husband and two sons.

Joachim Krawczyk Group VP and President Central Europe

Joachim Krawczyk, currently President, Latin America Region, has been named President, West Central Europe Region, consisting of Germany, Austria, Switzerland, and the World Travel Retail Division (WTRD). Krawczyk will relocate to the Kraft office in Bremen, Germany.

Mr. Krawczyk was appointed President Latin America for Kraft Foods International, headquartered in Rye Brook, New York, in 2000. Since 1995, he had served Philip Morris International, also an operating company of Philip Morris Companies, Inc., first as Vice President Food Latin America; then as Area Vice President Latin America; and, finally, President Mercosur Region. In 1989, Mr. Krawczyk was named General Manager Confectionery for Jacobs Suchard in Germany, acquired by Kraft Foods in 1990. Previously, he was General Manager of the Instant Beverage Division. Mr. Krawczyk joined Jacobs Kaffee in 1979 as Assistant Brand Manager, Jacobs Kaffee, and advanced to coffee Brand Manager and Marketing Manager for the company until his appointment as General Manager of the Away-From-Home (AFH) Division in 1985. Mr. Krawczyk earned a B.A. degree from Bremen Business School, Germany and is a graduate of the Stanford Business School Executive Program.

Alene M. Korby EVP & Chief Information Officer

Alene Korby is EVP & Chief Information Officer for Kraft Foods. Korby is responsible for the company’s information systems worldwide.

Korby’s tenure at Kraft began in 1981 when she joined the company as a Senior Research Scientist. In 1986 she joined the Corporate Strategy department, and in 1991 she was named Director of Commercial Operations. She became VP, Manufacturing/Foodservice Co-packing in 1995 and then soon was named VP, Operations for the Meals Division in 1996. She was assigned VP, Purchasing in 1998 and named SVP, Procurement, in June 2001.

In January 2002, she was named SVP, Procurement and Integrated Supply Chain. Korby was responsible for leading procurement activities across the company as well as the development of the company’s integrated supply chain strategy. She oversaw the purchasing of more than $10 billion in goods and services annually from ingredients, food packaging and office supplies to risk management of commodities. Later that year she was named SVP, Enterprise Processes, Kraft Foods North America, with responsibility for the integration and strategic alignment of key enterprise-wide business processes, including procurement and information systems.

Prior to joining Kraft, Korby was a manager at Jovan/Yardley overseeing commercialization of new products in the company’s marketing group. She also was in plant engineering at Johnson & Johnson from 1976 to 1981.

Korby has a BA in Biology from Lewis University and is a MBA candidate in Business Administration from the University of Chicago.

Margo Lowry SVP, Development

Margo Lowry is the SVP, Development. She will also be a member of Kraft's Operating Committee. She is responsible for leading Kraft's expanded New Business Development function, both create development opportunities new to Kraft as well as coordinate new product activities across the company's 70 major brands.



Lowry first joined Kraft in 1977 as an Associate Product Manager for General Foods Corporation (which later merged with Kraft, Inc.). After holding several positions of increasing responsibility in brand management, Lowry became Venture Development Manager in 1987 for the Post cereals business. Two years later, she became a Category Manager, and in 1994 she was named Business Development Director for Post cereal. During her tenure at Kraft, she launched such new product successes as Post's Banana Nut Crunch, Waffle Crisp and Oreo O's cereals. Lowry left Kraft in 1997 for a position at Campbell Soup Company. She rejoined Kraft in 2000.

Hugh H. Roberts President, International Commercial

Hugh Roberts is President, International Commercial, Kraft Foods, with responsibility for marketing and sales in all geographies outside the US and Canada. Since 2001, Roberts had been Group VP of Kraft Foods International and President, Asia Pacific Region, based in Melbourne, Australia. Prior to this, Roberts had been President of the company's Central & Eastern Europe, Middle East & Africa (CEEMA) Region since 1998. This was preceded two years earlier by his appointment as EVP Kraft Jacobs Suchard CEEMA Region.

Between 1992 and 1995, Roberts served in several senior management positions within Kraft Foods North America, including EVP & General Manager of Kraft USA's Grocery Products Division; EVP & General Manager of Kraft Foods Enhancers Division; SVP Efficient Consumer Response; and SVP Strategy. When Philip Morris Companies Inc. acquired Kraft Foods in 1988, Roberts led the integration of Kraft and General Foods in the United Kingdom, having joined Kraft's international operations in 1984.

Roberts began his career with the company in 1975 as a Sales Operation Information Analyst for Kraft Foods North America. He held a number of marketing positions in the company's dry grocery business, where he was named VP Marketing in 1983.

Roberts is an honors graduate of Harvard College and Harvard Business School.

Richard (Rick) G. Searer Group VP, Kraft Foods North America, President, Oscar Mayer Foods

Richard (Rick) G. Searer, group VP Kraft Foods North America and president of Oscar Mayer Foods, in Madison, WI. Searer joined Kraft Foods, Inc., in 1981 as assistant product manager for Maxwell House Coffee and has since held a variety of positions with Oscar Mayer Foods and Kraft. In 1993, Searer was named EVP and general manager for the consumer products division of Oscar Mayer Foods. In 1996, Searer was named president of Oscar Mayer Foods Division and EVP of Kraft Foods. He assumed his current position as Group VP of Kraft Foods North America and president of the Oscar Mayer, Pizza and Food Service Group in 2000.

Paula A. Sneed EVP, Global Marketing Resources & Initiatives

Paula A. Sneed is EVP, Global Marketing Resources & Initiatives for Kraft Foods Inc. She was named to this position in June 2005. She is responsible for worldwide leadership and oversight of Marketing Resources functions including Consumer Insights & Strategy, Media, Advertising, Digital and Consumer Relationship Marketing, Packaging and Brand Design, Consumer Promotions, Marketing Alliances, Kitchens, Consumer Relations, and other marketing disciplines for more than 100 major food brands.

Sneed joined General Foods Corporation (which later merged with Kraft Foods) in 1977 as an Assistant Product Manager. In 1980 she became a Product Manager in the Main Meals Division and then Category Manager for the Desserts Division in 1983. Three years later, she was appointed to VP of Consumer Affairs. In August 1990, Sneed became SVP of the company's Foodservice Division and one year later,



Sneed was named EVP and General Manager of the Desserts Division. In January 1995, she became Kraft Foods SVP of Marketing Services.

She was named to the additional post of Chief Marketing Officer in May 1999, where she was responsible for delivering world-class marketing across all of Kraft's marketing disciplines—approximately $1.5 billion in spending annually.

In September 1999, Sneed was named EVP, Kraft Foods and President, E-Commerce, helping develop and set the strategy for the company's newly created Division. She became Group VP, Kraft Foods North America and President, eCommerce and Marketing Services in 2000. In January 2004, Sneed was named SVP of Global Marketing Resources.

Sneed is a trustee of Simmons College, Teach for America and the Chicago Children's Museum, and Director of Airgas Inc. and Charles Schwab Corporation. She is also a member of the Executive Leadership Council and The Chicago Network.

Sneed earned her BA from Simmons College and her MBA from the Harvard Graduate School of Business. She has also received an Honorary Doctorate of Business Administration from Johnson & Wales University.

Jean Spence EVP, Global Technology & Quality

Jean Spence is EVP of Global Technology & Quality for Kraft Foods. She is responsible for all product and packaging development, research, nutrition, quality, food safety and scientific affairs worldwide.

Spence joined Kraft in 1981 as a Research Engineer for Maxwell House coffee research and holds three US and worldwide patents for her development work. She held a variety of management positions in Research and Development and Quality before being named Quality Assurance Director in 1993. A year later in 1994, Spence was named Research Director, Beverages then became Group Director for Beverages and Desserts in 1995. She became VP of Technology in 1996 and VP, Worldwide Quality and Scientific Relations in 1999.

In November 2001, she was appointed SVP of Worldwide Quality, Scientific Affairs and Compliance for Kraft Foods North America and was responsible for quality on a worldwide basis, coordinating global compliance programs, scientific relations, regulatory issues, microbiology and auditing. In August of 2003 she was named SVP, Research & Development, Kraft Foods North America. In that role, she oversaw basic research, nutrition and product, product, package and process development.

Prior to joining Kraft, Spence worked in manufacturing as a Process Supervisor for Procter and Gamble in Staten Island, NY.

Spence serves on the board of directors of the International Life Sciences Institute, CERES-Center for Food & Nutrition Policy, Girl Scouts Illinois Crossroads Council and Clarkson University Alumni National Executive Committee.

Spence received a BS in Chemical Engineering from Clarkson University and an M.S. in Chemical Engineering from Manhattan College.

Franz-Josef Vogelsang EVP, Global Supply Chain

Franz-Josef Vogelsang is EVP, Global Supply Chain for Kraft Foods. He has responsibility for procurement, manufacturing and logistics/customer service worldwide.



Previously, Vogelsang was appointed SVP, Operations, Procurement and Supply Chain for Kraft Foods International in 1998. Based in London, England, he had Operations responsibility for more than 90 plants, as well as Procurement and Supply Chain for Kraft Foods International.

Vogelsang attained this position after serving as SVP Operations and Logistics for Kraft Jacobs Suchard's European plants. He was also responsible for Logistics and Purchasing.

During his 25 years with the company, Vogelsang has held a variety of positions with increasing responsibilities in Europe. In 1992, he moved from Germany to Switzerland and was appointed Director Confectionery Operations. He has had oversight responsibility for all Kraft Jacobs Suchard confectionery plants in Europe.

Prior to moving to Switzerland, he was Plant Director in Loerrach, the largest confectionery operation in Europe. Earlier, Vogelsang held various management positions in Supply Chain Management, Finance and Controlling for Jacobs Kaffee, which he joined in 1975 at the start of his career.

Vogelsang earned his MBA in Business and Administration from the University of Muenster, Germany.

EExxeeccuuttiivveess wwiitthhoouutt BBiiooss The bios of following executives are not available:

• Doug Burns - SVP, Global Beverages Sector • Lance Friedmann - SVP, Health & Wellness • Jeri B. Finard - Group VP and President, US Beverages & Grocery Sectors • Rick Searer - Group VP and President, US Convenient Meals Sector • Tom Sampson - SVP and President, North America Foodservice • Fred Schaeffer - SVP and General Manager, Kraft Canada • Brian Driscoll - SVP, Sales, North America Commercial • Brian Carlisle - Group VP and President, Western Europe Region • Arjun Gupta - Group VP and President, Asia Pacific Region • Pascal Houssin - SVP, Sales, International Commercial • Howard Brandeisky - VP, South Beach Diet Foods

The bios of following brand managers are not available:

• Nick Meriggioli - SVP & General Manager of the Oscar Mayer division • Sean Marks - Category Business Director, Kraft Pizza Company, formerly associate brand manager

for DiGiorno • Craig Williams - Senior Brand Manager, Kraft Cheese Snacks • Darin Perry - Miracle Whip Senior Brand Manager • LaJoy Suber Frederick - Brand Manager for Country Time Lemonade • Marshall Lauck - Brand Manager, Baker’s Chocolate • Joe Fragnito - Brand Manager, Oscar Mayer • Todd Regan - Brand Manager, SnackWell’s • Lara Warren - Senior Associate Brand Manager, Kraft Pizza Company



BBOOAARRDD OOFF DDIIRREECCTTOORRSS Name Title Held

Louis C. Camilleri Chairman of the Board of Directors, Kraft Foods, and Chairman and Chief Executive Officer, Altria Group, Inc.

Jan Bennink CEO and Chairman of the Executive Board, Royal Numico N.V.


Dinyar S. Devitre SVP and Chief Financial Officer, Altria Group, Inc.

W. James Farrell Chairman and Chief Executive Officer, Illinois Tool Works Inc.

Richard A. Lerner, M.D President, The Scripps Research Institute

John C. Pope Chairman, PFI Group, LLC

Mary L. Schapiro Vice Chairman, NASD, Inc. and President, Regulatory Policy and Oversight

Charles R. Wall SVP and General Counsel, Altria Group, Inc.

Deborah C. Wright President and Chief Executive Officer, Carver Bancorp, Inc.



BBooaarrdd ooff DDiirreeccttoorr BBiiooss

Louis C. Camilleri Chairman of the Board of Directors, Kraft Foods and Chairman and Chief Executive Officer, Altria Group, Inc.

Louis C. Camilleri was appointed Chairman of the Board of Directors, effective September 1, 2002, and has been Chief Executive Officer of Altria Group, Inc. since April 25, 2002, having previously served as SVP and Chief Financial Officer of the Company since November 1996.

Camilleri joined Philip Morris Europe in 1978 as a Business Development Analyst, and held various line and staff positions focusing on the establishment and growth of the EFTA, Eastern Europe, Middle East & Africa (EEMA) Region of Philip Morris International (PMI). In 1982, he was appointed Director, Business Development & Planning, and in 1986, he assumed responsibility for all staff functions as VP, EEMA Region.

In 1990, Camilleri was appointed VP, Central & Eastern Europe, PMI, and led the significant expansion of PMI's business in that geographic area. In July 1993, Camilleri transferred to PMI's European Union Region, where he served as SVP. In this position, he was responsible for all staff functions.

Camilleri was named the Company's VP, Corporate Business Strategy, in February 1995. In August 1995, he became SVP, Corporate Planning, and in December 1995, he was appointed President and Chief Executive Officer of Kraft Foods International.

Prior to joining Philip Morris Europe, Camilleri was a Business Analyst with W. R. Grace & Co., in Lausanne, Switzerland.

Camilleri received a degree in Economics and Business Administration from Lausanne University in 1976.

Camilleri is also a member of the Board of Directors of SABMiller plc.

Jan Bennink CEO and Chairman of the Executive Board, Royal Numico N.V.

Jan Bennink is a member of the Kraft Foods Board of Directors and CEO and Chairman of the Executive Board of Royal Numico N.V., a market leader in infant and clinical nutrition. Bennink assumed this position with Numico in May 2002.

Before joining Numico, Bennink was President of the Dairy Division at Danone. He was also a member of the Executive Committee of Groupe Danone S.A. Prior to joining Danone, Bennink served as Marketing Director and subsequently Managing Director of Mira Lanza S.p.A., Italy, part of John. A. Benckiser GMBH. From 1993 to1995, he was President of the Household Cleaning Division in Germany and a member of Benckiser's Executive Committee. Bennink started his career in 1982 with Procter & Gamble, where he held several positions in Marketing and Sales in the Benelux countries and in Cincinnati, Ohio.

Bennink has a master’s degree in Urban and Environmental planning from the University of Groningen, Netherlands. He holds a non-executive Board position at Boots Group PLC.



Dinyar S. Devitre SVP and Chief Financial Officer, Altria Group, Inc.

Dinyar S. Devitre's career with the Altria family of companies began in 1970 at Godfrey Phillips India, Ltd., an affiliate of Philip Morris International (PMI) in Bombay, India. Later, he was assigned to Melbourne, Australia, where he served as Marketing Services Manager, Asia Pacific, for PMI. In 1974, Devitre was transferred to New York and appointed PMI's Regional Coordinator, Asia/Canada. Two years later, he returned to Godfrey Phillips India, Ltd., as General Manager. In 1980, Devitre was appointed Regional Director, PMI Asia, based in Hong Kong, and a year later was appointed a VP. In 1984, he was named President, PMI Asia.

Devitre returned to New York in 1990, where he served as SVP and Chief Administrative Officer, PMI. In September 1992, Devitre was named EVP, PMI, and Chairman and Chief Executive Officer of Philip Morris K.K., based in Tokyo, Japan. He was appointed SVP, Corporate Planning, Philip Morris Companies Inc., in 1995. He was appointed to his current position in March 2002, after returning from a senior management position with Citigroup in Europe.

Born in Jamshedpur, India, Devitre earned a BA degree at St. Joseph's College in Darjeeling, India, and an MBA from the Indian Institute of Management in Ahmedabad.

Devitre also serves on the Board of Directors of Lincoln Center Inc.

W. James Farrell Chairman and Chief Executive Officer, Illinois Tool Works Inc.

W. James Farrell is a member of the Kraft Foods Board of Directors and is Chairman and Chief Executive Officer of Illinois Tool Works Inc. (NYSE:ITW), based in Glenview, IL. ITW is a multinational manufacturer of highly engineered fasteners, components, assemblies and systems. The company had $10 billion in 2000 revenues, with operations in 43 countries and more than 55,300 employees.

Farrell was elected to his current position in May 1996. He became President and CEO in 1995 and prior to that, was EVP of the company. Since joining ITW in 1965, Farrell has been involved in nearly every aspect of the company, having held numerous management positions since 1972.

Farrell serves on the boards of Allstate Insurance Company; Federal Reserve Bank of Chicago; Sears, Roebuck and Company; and United Airlines. In addition, he is a member of The Business Council, Illinois Roundtable and Mid-America Committee. He is President of the Chicago Club and Chairman and Director of the Economic Club of Chicago.

Farrell's civic and cultural affiliations include Chairman of the Board of Trustees for the Museum of Science and Industry, trustee of Rush Presbyterian-St. Luke's Medical Center, director of Lyric Opera of Chicago, director of United Way/Crusade of Mercy, and director of The Big Shoulders Fund.

His educational associations include director of the Chicago Public Library Foundation, Chairman of Junior Achievement of Chicago, trustee of Northwestern University and Chairman of the Advisory Board of the J.L. Kellogg Graduate School of Management.

Farrell graduated from the University of Detroit with a bachelor's degree in electrical engineering.



Richard A. Lerner, M.D. President, The Scripps Research Institute

Richard A. Lerner, M.D., is a member of the Kraft Foods Board of Directors and President of The Scripps Research Institute in La Jolla, California, one of the largest private nonprofit research organizations in the United States. In addition to directing the institute’s scientific activities, Dr. Lerner is the Lita Annenberg Hazen Professor of Immunochemistry, the Cecil H. and Ida M. Green Chair in Chemistry, and a member of The Skaggs Institute for Chemical Biology at Scripps Research.

Prior to assuming the current role of President, Dr. Lerner served as chair of the Department of Molecular Biology of Scripps Research from 1982-86. He has held staff appointments at The Wistar Institute in Philadelphia and at the Research Institute of Scripps Clinic (later renamed The Scripps Research Institute).

Dr. Lerner has received numerous prizes and awards, including the Wolf Prize in Chemistry in 1994, the California Scientist of the Year Award in 1996, and the Paul Ehrlich and Ludwig Darmstaedter Prize in 2003. Dr. Lerner is on the editorial boards of several research journals and has been elected to many prestigious scientific societies, boards, and academies, including the Royal Swedish Academy of Sciences and the National Academy of Sciences.

Dr. Lerner graduated from Northwestern University and Stanford Medical School. He interned at Palo Alto Stanford Hospital and received postdoctoral training at Scripps Clinic and Research Foundation in experimental pathology.

John C. Pope Chairman, PFI Group, LLC

John C. Pope is a member of the Kraft Foods Board of Directors and is Chairman of PFI Group, LLC, a financial management firm that invests primarily in venture capital opportunities.

From December 1995 to November 1999, Pope was Chairman of the Board of MotivePower Industries, Inc., a NYSE-listed manufacturer and remanufacturer of locomotives and locomotive components. In November 1999, MotivePower merged with Westinghouse Air Brake to form Wabtec (WAB), one of the world's largest public suppliers to the railroad industry.

Prior to joining MotivePower Industries, Pope was President and Chief Operating Officer and a member of the Board of Directors of United Airlines and UAL Corporation, until employees purchased it in 1994. He joined United Airlines and UAL Corporation in 1988 as EVP and Chief Financial Officer and a member of the Board, and held a number of senior management positions during his tenure there.

Previous to United, Pope served as SVP of Finance, Chief Financial Officer and Treasurer for American Airlines and its parent, AMR Corporation, which he joined in 1977. Before joining the airline industry, he worked for General Motors Corporation.

Pope holds a master's degree from the Harvard Graduate School of Business Administration and a bachelor's degree in engineering and applied science from Yale University.

Pope currently serves on the boards of Air Canada (AC), CNF Inc. (CNF), Dollar Thrifty Automotive Group (DTG), Federal-Mogul Corporation (FMO), Per-Se Technologies, Inc. (PSTI), R.R. Donnelley and Sons Co. (RRD) and Waste Management, Inc. (WMI), as well as on the board of the John G. Shedd Aquarium in Chicago, where he is also Chairman of the Finance and Investment Committees.



Mary L. Schapiro Vice Chairman, NASD, Inc. and President, Regulatory Policy and Oversight

Mary L. Schapiro is a member of the Kraft Foods Board of Directors and is Vice Chairman of the National Association of Securities Dealers, Inc. (NASD) and President of the Regulatory Policy and Oversight Division. Schapiro assumed her current position with NASD in 2002. NASD is responsible for regulating 5,500 member stock brokerage firms, and nearly 700,000 individual registered representatives, as well as regulation and oversight of The NASDAQ Stock Market and the American Stock Exchange.

Previously, she was Chairman of the Commodity Futures Trading Commission (CFTC), appointed by President Clinton in 1994. As Chairman, she participated in the President's Working Group on Financial markets with the Secretary of the Treasury, and the Chairmen of the Federal Reserve Board and the Securities and Exchange Commission (SEC). Prior to assuming the Chairmanship of the CFTC, Schapiro served as a Commissioner of the Securities and Exchange Commission, appointed by Presidents Reagan and Bush and was named Acting Chairman of the SEC in 1993.

Schapiro is a member of the Board of Trustees and Vice Chairman of the Audit Committee of Franklin and Marshall College and the Board of Directors of Cinergy Corp. A graduate of Franklin and Marshall College, Schapiro has a JD degree from The National Law Center of George Washington University.

Charles R. Wall SVP and General Counsel, Altria Group, Inc.

Charles R. Wall joined Philip Morris Companies Inc. in 1990 as VP and Associate General Counsel. In 1994, he was appointed SVP, Litigation, and in May 1995, he assumed additional responsibilities as Deputy General Counsel. He was appointed General Counsel and SVP in February 2000.

Prior to joining the company, Wall was an associate and later a partner in the law firm of Shook, Hardy & Bacon in Kansas City, Missouri, from 1970 to 1990.

Wall received a BA in history from Grinnell College in Iowa in 1967. He then attended the University of Missouri Law School, where he received a JD in 1970.

Wall is also a member of the Board of Directors of New York City Opera and the Neurosciences Institute in La Jolla, California.

Deborah C. Wright President and Chief Executive Officer, Carver Bancorp, Inc.

Deborah C. Wright is a member of the Kraft Foods Board of Directors and is President and Chief Executive Officer of Carver Bancorp, Inc., (AMEX:CNY) the holding company for Carver Federal Savings Bank, a federally chartered savings bank and the nation's largest publicly traded African- and Caribbean-American operated bank. Carver operates in the New York City boroughs of Brooklyn, Manhattan and Queens. The American Banker, the financial industry's daily newspaper, named Wright "Community Banker of the Year" in December of 2003. Wright was named to her current position at Carver in 1999.

Previously, Wright was President and CEO of the Upper Manhattan Empowerment Zone Development Corporation from 1996 to 1999 where she successfully led the start-up of the nation's largest empowerment zone. From 1994 to 1996 Wright served as Commissioner of the Department of Housing Preservation and Development under Mayor Rudolph W. Giuliani. She led the city's redesign of housing and tax foreclosure policies and successfully launched the "Building Blocks" program, which returned 40 percent of the city's residential properties to locally based entrepreneurs, non-profit developers and tenants. This initiative received one of 10 "Innovations in American Government" awards from the Ford Foundation and Harvard University's Kennedy School of Government.



Prior to this appointment, Wright was named to the New York City Housing Authority Board by Mayor David Dinkins. Previously, Wright worked at the New York City Housing Partnership and began her career as an Associate in First Boston's Corporate Finance Group.

Wright is a member of the Board of Overseers of Harvard University and the Memorial Sloan-Kettering Cancer Center. She also serves on the boards of The Partnership for New York City, and the Ministers and Missionaries Benefit Board of the American Baptist Churches. Wright served as a founding member of the Lower Manhattan Development Corporation, charged with rebuilding lower Manhattan in the aftermath of the September 11, 2001 terrorist attack.

Wright earned her bachelor's, Masters in Business Administration and Juris Doctor degrees from Harvard University.

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