0001104659-07-017836.txt : 20070309 0001104659-07-017836.hdr.sgml : 20070309 20070309170048 ACCESSION NUMBER: 0001104659-07-017836 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20070309 DATE AS OF CHANGE: 20070309 GROUP MEMBERS: DAVID H. BATCHELDER GROUP MEMBERS: RALPH V. WHITWORTH GROUP MEMBERS: RELATIONAL COAST PARTNERS, L.P. GROUP MEMBERS: RELATIONAL FUND PARTNERS, L.P. GROUP MEMBERS: RELATIONAL INVESTORS III, L.P. GROUP MEMBERS: RELATIONAL INVESTORS IX, L.P. GROUP MEMBERS: RELATIONAL INVESTORS VIII, L.P. GROUP MEMBERS: RELATIONAL INVESTORS X, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XI, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XV, L.P. GROUP MEMBERS: RELATIONAL INVESTORS XVI, L.P. GROUP MEMBERS: RELATIONAL INVESTORS, L.P. GROUP MEMBERS: RELATIONAL PARTNERS, L.P. GROUP MEMBERS: RH FUND 1, L.P. GROUP MEMBERS: RH FUND 2, L.P. GROUP MEMBERS: RH FUND 4, L.P. GROUP MEMBERS: RH FUND 6, L.P. GROUP MEMBERS: RH FUND 7, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNUMPROVIDENT CORP CENTRAL INDEX KEY: 0000005513 STANDARD INDUSTRIAL CLASSIFICATION: ACCIDENT & HEALTH INSURANCE [6321] IRS NUMBER: 621598430 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-44427 FILM NUMBER: 07685233 BUSINESS ADDRESS: STREET 1: 1 FOUNTAIN SQUARE CITY: CHATTANOOGA STATE: TN ZIP: 37402 BUSINESS PHONE: 2077702211 MAIL ADDRESS: STREET 1: 1 FOUNTAIN SQUARE CITY: CHATTANOOGA STATE: TN ZIP: 37402 FORMER COMPANY: FORMER CONFORMED NAME: PROVIDENT COMPANIES INC /DE/ DATE OF NAME CHANGE: 19961204 FORMER COMPANY: FORMER CONFORMED NAME: PROVIDENT LIFE & ACCIDENT INSURANCE CO OF AMERICA DATE OF NAME CHANGE: 19950407 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RELATIONAL INVESTORS LLC CENTRAL INDEX KEY: 0001047644 IRS NUMBER: 330694767 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 600 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: 858.704.3333 MAIL ADDRESS: STREET 1: 12400 HIGH BLUFF DRIVE STREET 2: SUITE 600 CITY: SAN DIEGO STATE: CA ZIP: 92130 SC 13D 1 a07-7435_1sc13d.htm SC 13D

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. )*

Unum Group

(Name of Issuer)

Common Stock, $.10 par value

(Title of Class of Securities)

91529Y106

(CUSIP Number)

Ralph V. Whitworth
Relational Investors, LLC
12400 High Bluff Drive, Suite 600
San Diego, CA 92130
(858) 704-3333

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

February 28, 2007

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 91529Y106

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors, LLC

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 21,291,726

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 21,291,726

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 21,291,726

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 6.21%

	14.	Type of Reporting Person (See Instructions) IA/HC/OO

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 3,312,906

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 3,312,906

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,312,906

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.97%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Fund Partners, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 86,745

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 86,745

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 86,745

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.03%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Coast Partners, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 195,001

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 195,001

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 195,001

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.06%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Partners, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 77,774

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 77,774

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 77,774

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.02%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) RH Fund 1, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 2,302,495

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 2,302,495

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,302,495

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.67%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) RH Fund 2, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC/OO

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,721,522

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,721,522

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,721,522

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.50%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) RH Fund 4, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 593,475

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 593,475

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 593,475

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.17%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) RH Fund 6, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 410,197

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 410,197

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 410,197

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.12%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) RH Fund 7, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 193,982

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 193,982

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 193,982

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.06%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors III, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 127,757

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 127,757

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 127,757

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.04%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors VIII, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 3,209,234

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 3,209,234

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,209,234

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.94%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors IX, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,333,063

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,333,063

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,333,063

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.39%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors X, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 2,526,817

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 2,526,817

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,526,817

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.74%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XI, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,409,914

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,409,914

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,409,914

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.41%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XV, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 486,278

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 486,278

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 486,278

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.14%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Relational Investors XVI, L.P.

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 365,538

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 365,538

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 365,538

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 0.11%

	14.	Type of Reporting Person (See Instructions) PN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Ralph V. Whitworth

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) NA

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-

			8.	Shared Voting Power 21,291,726

			9.	Sole Dispositive Power -0-

			10.	Shared Dispositive Power 21,291,726

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 21,291,726

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 6.21%

	14.	Type of Reporting Person (See Instructions) IN

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) David H. Batchelder

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) NA

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-

			8.	Shared Voting Power 21,291,726

			9.	Sole Dispositive Power -0-

			10.	Shared Dispositive Power 21,291,726

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 21,291,726

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 6.21%

	14.	Type of Reporting Person (See Instructions) IN

Item 1.	Security and Issuer
This statement on Schedule 13D (this “Statement”) relates to the common stock, $.10 par value (the “Shares”), of Unum Group, a Delaware corporation (the “Issuer” or the “Company”). The Issuer’s principal executive offices are located at 1 Fountain Square, Chattanooga, TN 37402.

Item 2.	Identity and Background
This Statement is being filed by and on behalf of Relational Investors, L.P. (“RILP”), Relational Fund Partners, L.P. (“RFP”), Relational Coast Partners, L.P. (“RCP”), Relational Partners, L.P. (“RP”), RH Fund 1, L.P. (“RH1”), RH Fund 2, L.P. (“RH2”), RH Fund 4, L.P. (“RH4”), RH Fund 6, L.P. (“RH6”), RH Fund 7, L.P. (“RH7”), Relational Investors III, L.P. (“RI III”), Relational Investors VIII, L.P. (“RI VIII”), Relational Investors IX, L.P. (“RI IX”), Relational Investors X, L.P. (“RI X”), Relational Investors XI, L.P. (“RI XI”), Relational Investors XV, L.P. (“RI XV”) and Relational Investors XVI, L.P. (“RI XVI”), collectively, the “Relational LPs.” Each of the Relational LPs is a Delaware limited partnership. The principal business of each, is investing in securities.
This Statement is also being filed by and on behalf of Relational Investors, LLC (“RILLC”), a Delaware limited liability company. The principal business of RILLC is being the sole general partner, or the sole managing member of the general partner, of the Relational LPs and investment adviser of certain client managed accounts, the “Managed Accounts.” The Relational LPs and the Managed Accounts are the beneficial owners of the securities covered by this Statement. Pursuant to the Limited Partnership Agreement of each of the Relational LPs and the investment management agreement of the Managed Accounts, RILLC has sole investment discretion and voting authority with respect to the securities covered by this Statement.
This Statement is also being filed by and on behalf of Ralph V. Whitworth and David H. Batchelder. Messrs. Whitworth and Batchelder are the Principals of RILLC, in which capacity they share voting control and dispositive power over the securities covered by this Statement. Messrs. Whitworth and Batchelder, therefore, may be deemed to have shared indirect beneficial ownership of such securities. The present principal occupation of each of Messrs. Whitworth and Batchelder is serving as Principals of RILLC (Messrs. Whitworth and Batchelder, together with Relational LPs and RILLC, hereinafter, the “Reporting Persons”).
During the last five years, none of the Reporting Persons has been (i) convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
The business address of each of the Reporting Persons is 12400 High Bluff Drive, Suite 600, San Diego, CA 92130.
Messrs. Whitworth and Batchelder are citizens of the United States.

Item 3.	Source and Amount of Funds or Other Consideration
RILLC and the Managed Accounts purchased an aggregate of 2,939,028 Shares for a total consideration (including brokerage commissions) of $59.3 million derived from capital of the Managed Accounts and margin borrowings from certain client margin accounts at Credit Suisse Securities (USA) LLC (“CSSU”).
The Relational LPs purchased an aggregate of 18,352,698 Shares for total consideration (including brokerage commissions) of $369.7 million derived from the capital of the Relational LPs and margin borrowings from CSSU for RFP, RCP, RH1 and RH2.
Interest on the margin debt balance of the margin accounts described above is charged at the then Federal Funds Rate plus 50 basis points. CSSU has a lien on the Shares held by certain Managed Accounts and those held by RFP, RCP, RH1 and RH2 to secure repayment of the margin borrowings described above.

Item 4.

Purpose of Transaction

As of the date of this Statement, except as set forth below, none of the Reporting Persons has any present plan or intention which would result in or relate to any of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

The Reporting Persons acquired the Shares covered by this Statement because, in their opinion, such Shares are undervalued by the market at the present time.

The Reporting Persons believe that several major factors have contributed to the Shares’ undervaluation and underperformance, including the Company’s history of: (i) repeated, significant, one-time reserve and settlement charges against reported earnings, (ii) poor operating results and (iii) poor forecasting. The Reporting Persons believe these deficiencies have deteriorated management’s credibility with investors and caused investors to skeptically view management’s turnaround plan.

Recent meetings between representatives of the Reporting Persons and the Company’s executive and operating management have increased the Reporting Persons’ confidence that the Company can achieve its 2007 and 2008 performance targets. On March 5, 2007 the Reporting Persons presented their views and concerns to a subset of the Company’s board. At this time, the Reporting Persons believe the board is well informed and properly overseeing management and the strategic direction of the Company. Given, however, the Company’s historical performance and the industry challenges facing the Company, which are compounded by the Company’s size and product scope, the Reporting Persons believe the Company’s board will have to consider broad strategic alternatives if the Company’s 2007-2008 performance targets are not met or if their achievement becomes unlikely.

The Reporting Persons intend to closely monitor the management’s progress toward achieving the Company’s 2007-2008 performance targets. Depending on such progress (or lack thereof) the Reporting Persons may modify their plans. The Reporting Persons and their representatives and advisers intend to continue from time to time to discuss the Company and its performance with members of the Company’s board and management. In addition, the Reporting Persons and their representatives and advisers may communicate with other shareholders, industry participants and other interested parties concerning the Company. Although the Reporting Persons do not have any current plans other than the monitoring and communication program outlined above, the Reporting Persons may in the future exercise any and all of their respective rights as shareholders of the Company in a manner consistent with their equity interests, including seeking representation on the Company’s board of directors at a special or annual meeting of the Company’s shareholders.

The Reporting Persons may from time-to-time (i) acquire additional Shares (subject to availability at prices deemed favorable) in the open market, in privately negotiated transactions or otherwise, or (ii) dispose of Shares at prices deemed favorable in the open market, in privately negotiated transactions or otherwise.

Item 5.

Interest in Securities of the Issuer

(a) As of the date of this Statement, the Reporting Persons beneficially owned in the aggregate 21,291,726 Shares, constituting 6.21% of the outstanding Shares. The percentage of Shares owned being based upon 342,656,811 Shares outstanding on February 23, 2007, as set forth in the Issuer’s Annual Report on Form 10-K for the year ended December 31, 2006. The Reporting Persons may be deemed to have direct beneficial ownership of the Shares as follows:

NAME	NUMBER OF SHARES	% OF OUTSTANDING SHARES		VOTING AND DISPOSITIVE POWER
RILLC	2,939,028	0.86	%	Sole
RILP	3,312,906	0.97	%	Sole
RFP	86,745	0.03	%	Sole
RCP	195,001	0.06	%	Sole
RP	77,774	0.02	%	Sole
RH1	2,302,495	0.67	%	Sole
RH2	1,721,522	0.50	%	Sole
RH4	593,475	0.17	%	Sole
RH6	410,197	0.12	%	Sole
RH7	193,982	0.06	%	Sole
RI III	127,757	0.04	%	Sole
RI VIII	3,209,234	0.94	%	Sole
RI IX	1,333,063	0.39	%	Sole
RI X	2,526,817	0.74	%	Sole
RI XI	1,409,914	0.41	%	Sole
RI XV	486,278	0.14	%	Sole
RI XVI	365,538	0.11	%	Sole

RILLC, individually and in its capacity as an investment adviser, may be deemed to possess direct beneficial ownership of the 2,939,028 Shares that are owned by it and the Managed Accounts. Additionally, RILLC, as the sole general partner, or sole managing member of the general partner, of each of Relational LPs may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended) the 18,352,698 Shares beneficially owned by the Relational LPs because the limited partnership agreements of the Relational LPs specify that RILLC has sole investment discretion and voting authority with respect to those Shares.

Each of Messrs. Whitworth and Batchelder, as Principals of RILLC, may be deemed to share indirect beneficial ownership of the Shares which RILLC may beneficially own. Each of Messrs. Whitworth and Batchelder disclaims beneficial ownership of such Shares for all other purposes.

To the best of the knowledge of each of the Reporting Persons, other than as set forth above, none of the persons named in Item 2 is the beneficial owner of any Shares.

(b) See item (a) above.
(c) Information concerning transactions in the Shares by the Reporting Persons during the past 60 days is set forth in Exhibit A filed with this Statement.
(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement, except that dividends from, and proceeds from the sale of, the Shares held by accounts managed by RILLC may be delivered to such accounts.
(e) Not applicable.

Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Except for the joint filing agreement between and among the Reporting Persons attached as Exhibit B hereto, and except for the investment discretion and voting authority described in Item 2 and in the respective partnership agreements of the Relational LPs which each contain provisions whereby RILLC may, after certain adjustments, receive a percentage of realized or unrealized profits, if any, derived from that partnership’s investments, to the best of the knowledge of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Item 7.	Material to Be Filed as Exhibits
	The following Exhibits are filed herewith: Exhibit A – Information concerning transactions in the Shares affected by the Reporting Persons in the last 60 days. Exhibit B – Joint Filing Agreement.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: March 9, 2007

RELATIONAL INVESTORS, L.P.
RELATIONAL FUND PARTNERS, L.P.
RELATIONAL COAST PARTNERS, L.P.
RELATIONAL PARTNERS, L.P.
RH FUND 1, L.P.
RH FUND 2, L.P.
RH FUND 4, L.P.
RH FUND 6, L.P.
RH FUND 7, L.P.
RELATIONAL INVESTORS III, L.P.
RELATIONAL INVESTORS VIII, L.P.
RELATIONAL INVESTORS IX, L.P.
RELATIONAL INVESTORS X, L.P.
RELATIONAL INVESTORS XI, L.P.
RELATIONAL INVESTORS XV, L.P.
RELATIONAL INVESTORS XVI, L.P.

By:	RELATIONAL INVESTORS, LLC
	as general partner to each, except as the sole managing member of the general partners of Relational Investors III, L.P. and Relational Investors X, L.P.

	By:	/s/ Ralph V. Whitworth
		Ralph V. Whitworth, Principal

RELATIONAL INVESTORS, LLC

	By:	/s/ Ralph V. Whitworth
		Ralph V. Whitworth, Principal


/s/ Ralph V. Whitworth
Ralph V. Whitworth


/s/ David H. Batchelder
David H. Batchelder

EXHIBIT INDEX

Exhibit		Description

A.		Information concerning transactions in the Shares affected by Reporting Persons in the last 60 days.

B.		Joint Filing Agreement

EX-99.A 2 a07-7435_1ex99da.htm EX-99.A

Exhibit 99.A

Exhibit A

TRANSACTIONS BY REPORTING PERSONS IN LAST 60 DAYS

Beneficial Ownership	Purchase or Sale	Transaction Date	Quantity	Average Price per Share	How Effected
Relational Investors LLC	Purchase	1/22/2007	100	20.15	Open Market
Relational Coast Partners, L.P.	Purchase	1/23/2007	904	20.22	Open Market
Relational Coast Partners, L.P.	Purchase	1/23/2007	39	20.22	Open Market
Relational Fund Partners, L.P.	Purchase	1/23/2007	162	20.22	Open Market
Relational Fund Partners, L.P.	Purchase	1/23/2007	36	20.22	Open Market
Relational Fund Partners, L.P.	Purchase	1/23/2007	18	20.22	Open Market
Relational Fund Partners, L.P.	Purchase	1/23/2007	233	20.22	Open Market
Relational Fund Partners, L.P.	Purchase	1/23/2007	5	20.22	Open Market
Relational Investors IX, L.P.	Purchase	1/23/2007	7,513	20.22	Open Market
Relational Investors LLC	Purchase	1/23/2007	5,189	20.22	Open Market
Relational Investors LLC	Purchase	1/23/2007	932	20.22	Open Market
Relational Investors LLC	Purchase	1/23/2007	154	20.22	Open Market
Relational Investors LLC	Purchase	1/23/2007	1	20.22	Open Market
Relational Investors LLC	Purchase	1/23/2007	9	20.22	Open Market
Relational Investors VIII, L.P.	Purchase	1/23/2007	15,698	20.22	Open Market
Relational Investors X, L.P.	Purchase	1/23/2007	12,697	20.22	Open Market
Relational Investors XI, L.P.	Purchase	1/23/2007	5,890	20.22	Open Market
Relational Investors XV, L.P.	Purchase	1/23/2007	2,555	20.22	Open Market
Relational Investors XVI, L.P.	Purchase	1/23/2007	4,284	20.22	Open Market
Relational Investors, L.P.	Purchase	1/23/2007	16,447	20.22	Open Market
Relational Partners, L.P.	Purchase	1/23/2007	323	20.22	Open Market
RH Fund 1, L.P.	Purchase	1/23/2007	1,920	20.22	Open Market
RH Fund 2, L.P.	Purchase	1/23/2007	8,630	20.22	Open Market
RH Fund 4, L.P.	Purchase	1/23/2007	878	20.22	Open Market
RH Fund 6, L.P.	Purchase	1/23/2007	181	20.22	Open Market
RH Fund 7, L.P.	Purchase	1/23/2007	102	20.22	Open Market
Relational Coast Partners, L.P.	Purchase	1/24/2007	2,037	20.39	Open Market
Relational Coast Partners, L.P.	Purchase	1/24/2007	1,019	20.38	Open Market
Relational Coast Partners, L.P.	Purchase	1/24/2007	109	20.39	Open Market
Relational Coast Partners, L.P.	Purchase	1/24/2007	54	20.38	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	370	20.39	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	185	20.38	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	79	20.39	Open Market

Relational Fund Partners, L.P.	Purchase	1/24/2007	40	20.38	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	43	20.39	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	22	20.39	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	522	20.39	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	260	20.38	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	11	20.39	Open Market
Relational Fund Partners, L.P.	Purchase	1/24/2007	5	20.38	Open Market
Relational Investors IX, L.P.	Purchase	1/24/2007	16,816	20.39	Open Market
Relational Investors IX, L.P.	Purchase	1/24/2007	8,408	20.38	Open Market
Relational Investors LLC	Purchase	1/24/2007	13,013	20.39	Open Market
Relational Investors LLC	Purchase	1/24/2007	6,506	20.38	Open Market
Relational Investors LLC	Purchase	1/24/2007	3,383	20.39	Open Market
Relational Investors LLC	Purchase	1/24/2007	1,692	20.38	Open Market
Relational Investors LLC	Purchase	1/24/2007	599	20.39	Open Market
Relational Investors LLC	Purchase	1/24/2007	299	20.38	Open Market
Relational Investors LLC	Purchase	1/24/2007	12	20.39	Open Market
Relational Investors LLC	Purchase	1/24/2007	6	20.39	Open Market
Relational Investors LLC	Purchase	1/24/2007	19	20.39	Open Market
Relational Investors LLC	Purchase	1/24/2007	10	20.39	Open Market
Relational Investors VIII, L.P.	Purchase	1/24/2007	35,884	20.39	Open Market
Relational Investors VIII, L.P.	Purchase	1/24/2007	17,942	20.38	Open Market
Relational Investors X, L.P.	Purchase	1/24/2007	28,754	20.39	Open Market
Relational Investors X, L.P.	Purchase	1/24/2007	14,377	20.38	Open Market
Relational Investors XI, L.P.	Purchase	1/24/2007	13,742	20.39	Open Market
Relational Investors XI, L.P.	Purchase	1/24/2007	6,871	20.38	Open Market
Relational Investors XV, L.P.	Purchase	1/24/2007	5,744	20.39	Open Market
Relational Investors XV, L.P.	Purchase	1/24/2007	2,872	20.38	Open Market
Relational Investors XVI, L.P.	Purchase	1/24/2007	9,213	20.39	Open Market
Relational Investors XVI, L.P.	Purchase	1/24/2007	4,607	20.38	Open Market
Relational Investors, L.P.	Purchase	1/24/2007	37,513	20.39	Open Market
Relational Investors, L.P.	Purchase	1/24/2007	18,755	20.38	Open Market
Relational Partners, L.P.	Purchase	1/24/2007	759	20.39	Open Market
Relational Partners, L.P.	Purchase	1/24/2007	380	20.38	Open Market
RH Fund 1, L.P.	Purchase	1/24/2007	7,445	20.39	Open Market
RH Fund 1, L.P.	Purchase	1/24/2007	3,723	20.38	Open Market
RH Fund 2, L.P.	Purchase	1/24/2007	19,651	20.39	Open Market
RH Fund 2, L.P.	Purchase	1/24/2007	9,826	20.38	Open Market

RH Fund 4, L.P.	Purchase	1/24/2007	2,677	20.39	Open Market
RH Fund 4, L.P.	Purchase	1/24/2007	1,338	20.38	Open Market
RH Fund 6, L.P.	Purchase	1/24/2007	1,070	20.39	Open Market
RH Fund 6, L.P.	Purchase	1/24/2007	535	20.38	Open Market
RH Fund 7, L.P.	Purchase	1/24/2007	535	20.39	Open Market
RH Fund 7, L.P.	Purchase	1/24/2007	268	20.38	Open Market
Relational Coast Partners, L.P.	Purchase	1/25/2007	3,455	20.21	Open Market
Relational Coast Partners, L.P.	Purchase	1/25/2007	1,063	20.15	Open Market
Relational Coast Partners, L.P.	Purchase	1/25/2007	103	20.21	Open Market
Relational Coast Partners, L.P.	Purchase	1/25/2007	32	20.15	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	627	20.21	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	194	20.15	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	135	20.21	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	41	20.15	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	74	20.21	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	23	20.15	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	884	20.21	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	272	20.15	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	18	20.21	Open Market
Relational Fund Partners, L.P.	Purchase	1/25/2007	5	20.15	Open Market
Relational Investors IX, L.P.	Purchase	1/25/2007	28,513	20.21	Open Market
Relational Investors IX, L.P.	Purchase	1/25/2007	8,773	20.15	Open Market
Relational Investors LLC	Purchase	1/25/2007	22,065	20.21	Open Market
Relational Investors LLC	Purchase	1/25/2007	6,789	20.15	Open Market
Relational Investors LLC	Purchase	1/25/2007	5,737	20.21	Open Market
Relational Investors LLC	Purchase	1/25/2007	1,765	20.15	Open Market
Relational Investors LLC	Purchase	1/25/2007	1,015	20.21	Open Market
Relational Investors LLC	Purchase	1/25/2007	312	20.15	Open Market
Relational Investors LLC	Purchase	1/25/2007	20	20.21	Open Market
Relational Investors LLC	Purchase	1/25/2007	6	20.15	Open Market
Relational Investors LLC	Purchase	1/25/2007	33	20.21	Open Market
Relational Investors LLC	Purchase	1/25/2007	10	20.15	Open Market
Relational Investors VIII, L.P.	Purchase	1/25/2007	60,847	20.21	Open Market
Relational Investors VIII, L.P.	Purchase	1/25/2007	18,722	20.15	Open Market
Relational Investors X, L.P.	Purchase	1/25/2007	48,756	20.21	Open Market
Relational Investors X, L.P.	Purchase	1/25/2007	15,002	20.15	Open Market
Relational Investors XI, L.P.	Purchase	1/25/2007	23,301	20.21	Open Market

Relational Investors XI, L.P.	Purchase	1/25/2007	7,170	20.15	Open Market
Relational Investors XV, L.P.	Purchase	1/25/2007	9,740	20.21	Open Market
Relational Investors XV, L.P.	Purchase	1/25/2007	2,997	20.15	Open Market
Relational Investors XVI, L.P.	Purchase	1/25/2007	1,575	20.21	Open Market
Relational Investors XVI, L.P.	Purchase	1/25/2007	485	20.15	Open Market
Relational Investors, L.P.	Purchase	1/25/2007	63,607	20.21	Open Market
Relational Investors, L.P.	Purchase	1/25/2007	19,571	20.15	Open Market
Relational Partners, L.P.	Purchase	1/25/2007	1,287	20.21	Open Market
Relational Partners, L.P.	Purchase	1/25/2007	396	20.15	Open Market
RH Fund 1, L.P.	Purchase	1/25/2007	12,625	20.21	Open Market
RH Fund 1, L.P.	Purchase	1/25/2007	3,885	20.15	Open Market
RH Fund 2, L.P.	Purchase	1/25/2007	33,322	20.21	Open Market
RH Fund 2, L.P.	Purchase	1/25/2007	10,253	20.15	Open Market
RH Fund 4, L.P.	Purchase	1/25/2007	4,538	20.21	Open Market
RH Fund 4, L.P.	Purchase	1/25/2007	1,396	20.15	Open Market
RH Fund 6, L.P.	Purchase	1/25/2007	1,815	20.21	Open Market
RH Fund 6, L.P.	Purchase	1/25/2007	558	20.15	Open Market
RH Fund 7, L.P.	Purchase	1/25/2007	908	20.21	Open Market
RH Fund 7, L.P.	Purchase	1/25/2007	280	20.15	Open Market
Relational Coast Partners, L.P.	Purchase	1/26/2007	3,476	20.07	Open Market
Relational Coast Partners, L.P.	Purchase	1/26/2007	1,337	20.04	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	633	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	243	20.04	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	136	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	52	20.04	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	75	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	29	20.04	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	888	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	342	20.04	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	18	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/26/2007	7	20.04	Open Market
Relational Investors III, L.P.	Purchase	1/26/2007	34	20.07	Open Market
Relational Investors III, L.P.	Purchase	1/26/2007	13	20.04	Open Market
Relational Investors IX, L.P.	Purchase	1/26/2007	24,782	20.07	Open Market
Relational Investors IX, L.P.	Purchase	1/26/2007	9,532	20.04	Open Market
Relational Investors LLC	Purchase	1/26/2007	22,801	20.07	Open Market
Relational Investors LLC	Purchase	1/26/2007	8,770	20.04	Open Market

Relational Investors LLC	Purchase	1/26/2007	6,228	20.07	Open Market
Relational Investors LLC	Purchase	1/26/2007	2,395	20.04	Open Market
Relational Investors LLC	Purchase	1/26/2007	1,109	20.07	Open Market
Relational Investors LLC	Purchase	1/26/2007	426	20.04	Open Market
Relational Investors LLC	Purchase	1/26/2007	21	20.07	Open Market
Relational Investors LLC	Purchase	1/26/2007	8	20.04	Open Market
Relational Investors LLC	Purchase	1/26/2007	59	20.07	Open Market
Relational Investors LLC	Purchase	1/26/2007	23	20.04	Open Market
Relational Investors VIII, L.P.	Purchase	1/26/2007	61,355	20.07	Open Market
Relational Investors VIII, L.P.	Purchase	1/26/2007	23,598	20.04	Open Market
Relational Investors X, L.P.	Purchase	1/26/2007	49,293	20.07	Open Market
Relational Investors X, L.P.	Purchase	1/26/2007	18,959	20.04	Open Market
Relational Investors XI, L.P.	Purchase	1/26/2007	23,678	20.07	Open Market
Relational Investors XI, L.P.	Purchase	1/26/2007	9,107	20.04	Open Market
Relational Investors XV, L.P.	Purchase	1/26/2007	9,874	20.07	Open Market
Relational Investors XV, L.P.	Purchase	1/26/2007	3,798	20.04	Open Market
Relational Investors, L.P.	Purchase	1/26/2007	64,108	20.07	Open Market
Relational Investors, L.P.	Purchase	1/26/2007	24,655	20.04	Open Market
Relational Partners, L.P.	Purchase	1/26/2007	1,301	20.07	Open Market
Relational Partners, L.P.	Purchase	1/26/2007	501	20.04	Open Market
RH Fund 1, L.P.	Purchase	1/26/2007	13,711	20.07	Open Market
RH Fund 1, L.P.	Purchase	1/26/2007	5,274	20.04	Open Market
RH Fund 2, L.P.	Purchase	1/26/2007	33,586	20.07	Open Market
RH Fund 2, L.P.	Purchase	1/26/2007	12,918	20.04	Open Market
RH Fund 4, L.P.	Purchase	1/26/2007	4,838	20.07	Open Market
RH Fund 4, L.P.	Purchase	1/26/2007	1,861	20.04	Open Market
RH Fund 6, L.P.	Purchase	1/26/2007	1,993	20.07	Open Market
RH Fund 6, L.P.	Purchase	1/26/2007	766	20.04	Open Market
RH Fund 7, L.P.	Purchase	1/26/2007	1,003	20.07	Open Market
RH Fund 7, L.P.	Purchase	1/26/2007	386	20.04	Open Market
Relational Coast Partners, L.P.	Purchase	1/29/2007	1,719	20.07	Open Market
Relational Coast Partners, L.P.	Purchase	1/29/2007	2,864	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	376	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	625	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	51	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	84	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	69	20.07	Open Market

Relational Fund Partners, L.P.	Purchase	1/29/2007	116	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	539	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	898	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	9	20.07	Open Market
Relational Fund Partners, L.P.	Purchase	1/29/2007	16	20.07	Open Market
Relational Investors III, L.P.	Purchase	1/29/2007	32	20.07	Open Market
Relational Investors III, L.P.	Purchase	1/29/2007	53	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	20,952	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	34,921	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	5,723	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	9,538	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	1,019	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	1,698	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	19	20.07	Open Market
Relational Investors LLC	Purchase	1/29/2007	32	20.07	Open Market
Relational Investors VIII, L.P.	Purchase	1/29/2007	10,050	20.07	Open Market
Relational Investors VIII, L.P.	Purchase	1/29/2007	16,749	20.07	Open Market
Relational Investors X, L.P.	Purchase	1/29/2007	45,296	20.07	Open Market
Relational Investors X, L.P.	Purchase	1/29/2007	75,494	20.07	Open Market
Relational Investors XI, L.P.	Purchase	1/29/2007	21,758	20.07	Open Market
Relational Investors XI, L.P.	Purchase	1/29/2007	36,264	20.07	Open Market
Relational Investors XV, L.P.	Purchase	1/29/2007	9,073	20.07	Open Market
Relational Investors XV, L.P.	Purchase	1/29/2007	15,121	20.07	Open Market
Relational Investors, L.P.	Purchase	1/29/2007	8,835	20.07	Open Market
Relational Investors, L.P.	Purchase	1/29/2007	14,727	20.07	Open Market
Relational Partners, L.P.	Purchase	1/29/2007	602	20.07	Open Market
Relational Partners, L.P.	Purchase	1/29/2007	1,003	20.07	Open Market
RH Fund 1, L.P.	Purchase	1/29/2007	12,599	20.07	Open Market
RH Fund 1, L.P.	Purchase	1/29/2007	20,999	20.07	Open Market
RH Fund 2, L.P.	Purchase	1/29/2007	4,080	20.07	Open Market
RH Fund 2, L.P.	Purchase	1/29/2007	6,801	20.07	Open Market
RH Fund 4, L.P.	Purchase	1/29/2007	4,446	20.07	Open Market
RH Fund 4, L.P.	Purchase	1/29/2007	7,410	20.07	Open Market
RH Fund 6, L.P.	Purchase	1/29/2007	1,831	20.07	Open Market
RH Fund 6, L.P.	Purchase	1/29/2007	3,051	20.07	Open Market
RH Fund 7, L.P.	Purchase	1/29/2007	922	20.07	Open Market
RH Fund 7, L.P.	Purchase	1/29/2007	1,536	20.07	Open Market

Relational Investors LLC	Sale	2/1/2007	9	21.97	Open Market
Relational Investors LLC	Sale	2/1/2007	19	21.97	Open Market
Relational Investors LLC	Sale	2/1/2007	10	21.97	Open Market
Relational Investors LLC	Sale	2/1/2007	33	21.97	Open Market
Relational Investors LLC	Sale	2/1/2007	10	21.97	Open Market
Relational Investors LLC	Sale	2/1/2007	59	21.97	Open Market
Relational Investors LLC	Sale	2/1/2007	23	21.97	Open Market
Relational Fund Partners, L.P.	Purchase	2/6/2007	208	22.37	Open Market
Relational Fund Partners, L.P.	Purchase	2/6/2007	208	22.33	Open Market
Relational Investors III, L.P.	Purchase	2/6/2007	94	22.37	Open Market
Relational Investors III, L.P.	Purchase	2/6/2007	94	22.33	Open Market
Relational Investors LLC	Purchase	2/6/2007	61,413	22.37	Open Market
Relational Investors LLC	Purchase	2/6/2007	61,413	22.33	Open Market
Relational Investors LLC	Purchase	2/6/2007	17,208	22.37	Open Market
Relational Investors LLC	Purchase	2/6/2007	17,208	22.33	Open Market
Relational Investors LLC	Purchase	2/6/2007	3,064	22.37	Open Market
Relational Investors LLC	Purchase	2/6/2007	3,064	22.33	Open Market
Relational Investors LLC	Purchase	2/6/2007	6	22.37	Open Market
Relational Investors LLC	Purchase	2/6/2007	6	22.33	Open Market
Relational Investors X, L.P.	Purchase	2/6/2007	26,790	22.37	Open Market
Relational Investors X, L.P.	Purchase	2/6/2007	26,790	22.33	Open Market
Relational Investors XI, L.P.	Purchase	2/6/2007	25,675	22.37	Open Market
Relational Investors XI, L.P.	Purchase	2/6/2007	25,675	22.33	Open Market
Relational Investors XV, L.P.	Purchase	2/6/2007	6,009	22.37	Open Market
Relational Investors XV, L.P.	Purchase	2/6/2007	6,009	22.33	Open Market
Relational Investors, L.P.	Purchase	2/6/2007	1	22.37	Open Market
Relational Investors, L.P.	Purchase	2/6/2007	1	22.33	Open Market
RH Fund 1, L.P.	Purchase	2/6/2007	37,887	22.37	Open Market
RH Fund 1, L.P.	Purchase	2/6/2007	37,887	22.33	Open Market
RH Fund 4, L.P.	Purchase	2/6/2007	13,369	22.37	Open Market
RH Fund 4, L.P.	Purchase	2/6/2007	13,369	22.33	Open Market
RH Fund 6, L.P.	Purchase	2/6/2007	5,505	22.37	Open Market
RH Fund 6, L.P.	Purchase	2/6/2007	5,505	22.33	Open Market
RH Fund 7, L.P.	Purchase	2/6/2007	2,771	22.37	Open Market
RH Fund 7, L.P.	Purchase	2/6/2007	2,771	22.33	Open Market
Relational Fund Partners, L.P.	Purchase	2/7/2007	3,140	22.68	Open Market
Relational Investors III, L.P.	Purchase	2/7/2007	3,141	22.68	Open Market

Relational Investors LLC	Purchase	2/7/2007	71,613	22.68	Open Market
Relational Investors LLC	Purchase	2/7/2007	14,939	22.68	Open Market
RH Fund 1, L.P.	Purchase	2/7/2007	158,979	22.68	Open Market
RH Fund 4, L.P.	Purchase	2/7/2007	32,774	22.68	Open Market
RH Fund 6, L.P.	Purchase	2/7/2007	41,436	22.68	Open Market
RH Fund 7, L.P.	Purchase	2/7/2007	18,667	22.68	Open Market
Relational Investors III, L.P.	Purchase	2/23/2007	2,788	21.67	Open Market
Relational Investors III, L.P.	Purchase	2/23/2007	1,858	21.74	Open Market
Relational Investors LLC	Purchase	2/23/2007	33,994	21.67	Open Market
Relational Investors LLC	Purchase	2/23/2007	22,664	21.74	Open Market
Relational Investors LLC	Purchase	2/23/2007	20,487	21.67	Open Market
Relational Investors LLC	Purchase	2/23/2007	13,658	21.74	Open Market
Relational Investors LLC	Purchase	2/23/2007	3,779	21.67	Open Market
Relational Investors LLC	Purchase	2/23/2007	2,519	21.74	Open Market
Relational Investors LLC	Purchase	2/23/2007	31	21.67	Open Market
Relational Investors LLC	Purchase	2/23/2007	21	21.74	Open Market
Relational Investors X, L.P.	Purchase	2/23/2007	36,885	21.67	Open Market
Relational Investors X, L.P.	Purchase	2/23/2007	24,591	21.74	Open Market
Relational Investors XI, L.P.	Purchase	2/23/2007	21,987	21.67	Open Market
Relational Investors XI, L.P.	Purchase	2/23/2007	14,658	21.74	Open Market
Relational Investors XV, L.P.	Purchase	2/23/2007	6,542	21.67	Open Market
Relational Investors XV, L.P.	Purchase	2/23/2007	4,362	21.74	Open Market
RH Fund 1, L.P.	Purchase	2/23/2007	48,643	21.67	Open Market
RH Fund 1, L.P.	Purchase	2/23/2007	32,433	21.74	Open Market
RH Fund 4, L.P.	Purchase	2/23/2007	11,655	21.67	Open Market
RH Fund 4, L.P.	Purchase	2/23/2007	7,770	21.74	Open Market
RH Fund 6, L.P.	Purchase	2/23/2007	8,863	21.67	Open Market
RH Fund 6, L.P.	Purchase	2/23/2007	5,909	21.74	Open Market
RH Fund 7, L.P.	Purchase	2/23/2007	4,346	21.67	Open Market
RH Fund 7, L.P.	Purchase	2/23/2007	2,897	21.74	Open Market
Relational Coast Partners, L.P.	Purchase	2/28/2007	1,998	21.39	Open Market
Relational Coast Partners, L.P.	Purchase	2/28/2007	5,996	21.31	Open Market
Relational Coast Partners, L.P.	Purchase	2/28/2007	137	21.39	Open Market
Relational Coast Partners, L.P.	Purchase	2/28/2007	410	21.31	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	379	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	1,134	21.31	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	71	21.39	Open Market

Relational Fund Partners, L.P.	Purchase	2/28/2007	215	21.31	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	47	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	141	21.31	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	525	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	1,575	21.31	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	10	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	2/28/2007	32	21.31	Open Market
Relational Investors IX, L.P.	Purchase	2/28/2007	16,689	21.39	Open Market
Relational Investors IX, L.P.	Purchase	2/28/2007	50,067	21.31	Open Market
Relational Investors LLC	Purchase	2/28/2007	13,601	21.39	Open Market
Relational Investors LLC	Purchase	2/28/2007	40,802	21.31	Open Market
Relational Investors LLC	Purchase	2/28/2007	3,914	21.39	Open Market
Relational Investors LLC	Purchase	2/28/2007	11,741	21.31	Open Market
Relational Investors LLC	Purchase	2/28/2007	699	21.39	Open Market
Relational Investors LLC	Purchase	2/28/2007	2,096	21.31	Open Market
Relational Investors LLC	Purchase	2/28/2007	12	21.39	Open Market
Relational Investors LLC	Purchase	2/28/2007	37	21.31	Open Market
Relational Investors VIII, L.P.	Purchase	2/28/2007	35,557	21.39	Open Market
Relational Investors VIII, L.P.	Purchase	2/28/2007	106,671	21.31	Open Market
Relational Investors X, L.P.	Purchase	2/28/2007	28,619	21.39	Open Market
Relational Investors X, L.P.	Purchase	2/28/2007	85,858	21.31	Open Market
Relational Investors XI, L.P.	Purchase	2/28/2007	13,691	21.39	Open Market
Relational Investors XI, L.P.	Purchase	2/28/2007	41,072	21.31	Open Market
Relational Investors XV, L.P.	Purchase	2/28/2007	5,754	21.39	Open Market
Relational Investors XV, L.P.	Purchase	2/28/2007	17,263	21.31	Open Market
Relational Investors XVI, L.P.	Purchase	2/28/2007	7,822	21.39	Open Market
Relational Investors XVI, L.P.	Purchase	2/28/2007	23,467	21.31	Open Market
Relational Investors, L.P.	Purchase	2/28/2007	37,155	21.39	Open Market
Relational Investors, L.P.	Purchase	2/28/2007	111,462	21.31	Open Market
Relational Partners, L.P.	Purchase	2/28/2007	753	21.39	Open Market
Relational Partners, L.P.	Purchase	2/28/2007	2,260	21.31	Open Market
RH Fund 1, L.P.	Purchase	2/28/2007	8,593	21.39	Open Market
RH Fund 1, L.P.	Purchase	2/28/2007	25,779	21.31	Open Market
RH Fund 2, L.P.	Purchase	2/28/2007	19,459	21.39	Open Market
RH Fund 2, L.P.	Purchase	2/28/2007	58,378	21.31	Open Market
RH Fund 4, L.P.	Purchase	2/28/2007	2,979	21.39	Open Market
RH Fund 4, L.P.	Purchase	2/28/2007	8,938	21.31	Open Market

RH Fund 6, L.P.	Purchase	2/28/2007	966	21.39	Open Market
RH Fund 6, L.P.	Purchase	2/28/2007	2,897	21.31	Open Market
RH Fund 7, L.P.	Purchase	2/28/2007	570	21.39	Open Market
RH Fund 7, L.P.	Purchase	2/28/2007	1,709	21.31	Open Market
Relational Coast Partners, L.P.	Purchase	3/1/2007	2,759	21.39	Open Market
Relational Coast Partners, L.P.	Purchase	3/1/2007	1,655	21.35	Open Market
Relational Coast Partners, L.P.	Purchase	3/1/2007	198	21.39	Open Market
Relational Coast Partners, L.P.	Purchase	3/1/2007	119	21.35	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	500	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	302	21.35	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	94	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	56	21.35	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	53	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	31	21.35	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	681	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	408	21.35	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	14	21.39	Open Market
Relational Fund Partners, L.P.	Purchase	3/1/2007	8	21.35	Open Market
Relational Investors IX, L.P.	Purchase	3/1/2007	20,982	21.39	Open Market
Relational Investors IX, L.P.	Purchase	3/1/2007	12,589	21.35	Open Market
Relational Investors LLC	Purchase	3/1/2007	17,348	21.39	Open Market
Relational Investors LLC	Purchase	3/1/2007	10,409	21.35	Open Market
Relational Investors LLC	Purchase	3/1/2007	5,226	21.39	Open Market
Relational Investors LLC	Purchase	3/1/2007	3,136	21.35	Open Market
Relational Investors LLC	Purchase	3/1/2007	929	21.39	Open Market
Relational Investors LLC	Purchase	3/1/2007	558	21.35	Open Market
Relational Investors LLC	Purchase	3/1/2007	3	21.39	Open Market
Relational Investors LLC	Purchase	3/1/2007	2	21.35	Open Market
Relational Investors VIII, L.P.	Purchase	3/1/2007	45,216	21.39	Open Market
Relational Investors VIII, L.P.	Purchase	3/1/2007	27,129	21.35	Open Market
Relational Investors X, L.P.	Purchase	3/1/2007	35,184	21.39	Open Market
Relational Investors X, L.P.	Purchase	3/1/2007	21,111	21.35	Open Market
Relational Investors XI, L.P.	Purchase	3/1/2007	17,256	21.39	Open Market
Relational Investors XI, L.P.	Purchase	3/1/2007	10,353	21.35	Open Market
Relational Investors XV, L.P.	Purchase	3/1/2007	7,151	21.39	Open Market
Relational Investors XV, L.P.	Purchase	3/1/2007	4,290	21.35	Open Market
Relational Investors XVI, L.P.	Purchase	3/1/2007	6,583	21.39	Open Market

Relational Investors XVI, L.P.	Purchase	3/1/2007	3,950	21.35	Open Market
Relational Investors, L.P.	Purchase	3/1/2007	47,269	21.39	Open Market
Relational Investors, L.P.	Purchase	3/1/2007	28,362	21.35	Open Market
Relational Partners, L.P.	Purchase	3/1/2007	970	21.39	Open Market
Relational Partners, L.P.	Purchase	3/1/2007	582	21.35	Open Market
RH Fund 1, L.P.	Purchase	3/1/2007	11,777	21.39	Open Market
RH Fund 1, L.P.	Purchase	3/1/2007	7,066	21.35	Open Market
RH Fund 2, L.P.	Purchase	3/1/2007	24,732	21.39	Open Market
RH Fund 2, L.P.	Purchase	3/1/2007	14,839	21.35	Open Market
RH Fund 4, L.P.	Purchase	3/1/2007	3,920	21.39	Open Market
RH Fund 4, L.P.	Purchase	3/1/2007	2,352	21.35	Open Market
RH Fund 6, L.P.	Purchase	3/1/2007	561	21.39	Open Market
RH Fund 6, L.P.	Purchase	3/1/2007	336	21.35	Open Market
RH Fund 7, L.P.	Purchase	3/1/2007	594	21.39	Open Market
RH Fund 7, L.P.	Purchase	3/1/2007	357	21.35	Open Market
Relational Coast Partners, L.P.	Purchase	3/2/2007	3,311	21.30	Open Market
Relational Coast Partners, L.P.	Purchase	3/2/2007	2,208	21.33	Open Market
Relational Coast Partners, L.P.	Purchase	3/2/2007	238	21.30	Open Market
Relational Coast Partners, L.P.	Purchase	3/2/2007	158	21.33	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	601	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	401	21.33	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	113	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	75	21.33	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	64	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	42	21.33	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	817	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	545	21.33	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	17	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/2/2007	11	21.33	Open Market
Relational Investors IX, L.P.	Purchase	3/2/2007	25,188	21.30	Open Market
Relational Investors IX, L.P.	Purchase	3/2/2007	16,792	21.33	Open Market
Relational Investors LLC	Purchase	3/2/2007	20,826	21.30	Open Market
Relational Investors LLC	Purchase	3/2/2007	13,884	21.33	Open Market
Relational Investors LLC	Purchase	3/2/2007	6,274	21.30	Open Market
Relational Investors LLC	Purchase	3/2/2007	4,182	21.33	Open Market
Relational Investors LLC	Purchase	3/2/2007	1,115	21.30	Open Market
Relational Investors LLC	Purchase	3/2/2007	744	21.33	Open Market

Relational Investors LLC	Purchase	3/2/2007	4	21.30	Open Market
Relational Investors LLC	Purchase	3/2/2007	2	21.33	Open Market
Relational Investors VIII, L.P.	Purchase	3/2/2007	54,280	21.30	Open Market
Relational Investors VIII, L.P.	Purchase	3/2/2007	36,187	21.33	Open Market
Relational Investors X, L.P.	Purchase	3/2/2007	42,238	21.30	Open Market
Relational Investors X, L.P.	Purchase	3/2/2007	28,159	21.33	Open Market
Relational Investors XI, L.P.	Purchase	3/2/2007	20,715	21.30	Open Market
Relational Investors XI, L.P.	Purchase	3/2/2007	13,810	21.33	Open Market
Relational Investors XV, L.P.	Purchase	3/2/2007	8,584	21.30	Open Market
Relational Investors XV, L.P.	Purchase	3/2/2007	5,723	21.33	Open Market
Relational Investors XVI, L.P.	Purchase	3/2/2007	7,903	21.30	Open Market
Relational Investors XVI, L.P.	Purchase	3/2/2007	5,269	21.33	Open Market
Relational Investors, L.P.	Purchase	3/2/2007	56,747	21.30	Open Market
Relational Investors, L.P.	Purchase	3/2/2007	37,831	21.33	Open Market
Relational Partners, L.P.	Purchase	3/2/2007	1,164	21.30	Open Market
Relational Partners, L.P.	Purchase	3/2/2007	776	21.33	Open Market
RH Fund 1, L.P.	Purchase	3/2/2007	14,138	21.30	Open Market
RH Fund 1, L.P.	Purchase	3/2/2007	9,426	21.33	Open Market
RH Fund 2, L.P.	Purchase	3/2/2007	29,690	21.30	Open Market
RH Fund 2, L.P.	Purchase	3/2/2007	19,794	21.33	Open Market
RH Fund 4, L.P.	Purchase	3/2/2007	4,706	21.30	Open Market
RH Fund 4, L.P.	Purchase	3/2/2007	3,137	21.33	Open Market
RH Fund 6, L.P.	Purchase	3/2/2007	614	21.30	Open Market
RH Fund 6, L.P.	Purchase	3/2/2007	409	21.33	Open Market
RH Fund 7, L.P.	Purchase	3/2/2007	653	21.30	Open Market
RH Fund 7, L.P.	Purchase	3/2/2007	435	21.33	Open Market
Relational Coast Partners, L.P.	Purchase	3/5/2007	2,217	21.29	Open Market
Relational Coast Partners, L.P.	Purchase	3/5/2007	3,326	21.28	Open Market
Relational Coast Partners, L.P.	Purchase	3/5/2007	159	21.29	Open Market
Relational Coast Partners, L.P.	Purchase	3/5/2007	239	21.28	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	403	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	604	21.28	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	76	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	113	21.28	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	42	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	64	21.28	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	547	21.29	Open Market

Relational Fund Partners, L.P.	Purchase	3/5/2007	820	21.28	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	11	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/5/2007	17	21.28	Open Market
Relational Investors IX, L.P.	Purchase	3/5/2007	16,863	21.29	Open Market
Relational Investors IX, L.P.	Purchase	3/5/2007	25,295	21.28	Open Market
Relational Investors LLC	Purchase	3/5/2007	13,943	21.29	Open Market
Relational Investors LLC	Purchase	3/5/2007	20,915	21.28	Open Market
Relational Investors LLC	Purchase	3/5/2007	4,200	21.29	Open Market
Relational Investors LLC	Purchase	3/5/2007	6,301	21.28	Open Market
Relational Investors LLC	Purchase	3/5/2007	747	21.29	Open Market
Relational Investors LLC	Purchase	3/5/2007	1,120	21.28	Open Market
Relational Investors VIII, L.P.	Purchase	3/5/2007	36,341	21.29	Open Market
Relational Investors VIII, L.P.	Purchase	3/5/2007	54,511	21.28	Open Market
Relational Investors X, L.P.	Purchase	3/5/2007	28,278	21.29	Open Market
Relational Investors X, L.P.	Purchase	3/5/2007	42,417	21.28	Open Market
Relational Investors XI, L.P.	Purchase	3/5/2007	13,869	21.29	Open Market
Relational Investors XI, L.P.	Purchase	3/5/2007	20,803	21.28	Open Market
Relational Investors XV, L.P.	Purchase	3/5/2007	5,747	21.29	Open Market
Relational Investors XV, L.P.	Purchase	3/5/2007	8,621	21.28	Open Market
Relational Investors XVI, L.P.	Purchase	3/5/2007	5,291	21.29	Open Market
Relational Investors XVI, L.P.	Purchase	3/5/2007	7,937	21.28	Open Market
Relational Investors, L.P.	Purchase	3/5/2007	37,992	21.29	Open Market
Relational Investors, L.P.	Purchase	3/5/2007	56,987	21.28	Open Market
Relational Partners, L.P.	Purchase	3/5/2007	780	21.29	Open Market
Relational Partners, L.P.	Purchase	3/5/2007	1,169	21.28	Open Market
RH Fund 1, L.P.	Purchase	3/5/2007	9,466	21.29	Open Market
RH Fund 1, L.P.	Purchase	3/5/2007	14,198	21.28	Open Market
RH Fund 2, L.P.	Purchase	3/5/2007	19,878	21.29	Open Market
RH Fund 2, L.P.	Purchase	3/5/2007	29,817	21.28	Open Market
RH Fund 4, L.P.	Purchase	3/5/2007	3,150	21.29	Open Market
RH Fund 4, L.P.	Purchase	3/5/2007	4,726	21.28	Open Market
Relational Coast Partners, L.P.	Purchase	3/6/2007	1,663	21.29	Open Market
Relational Coast Partners, L.P.	Purchase	3/6/2007	3,880	21.30	Open Market
Relational Coast Partners, L.P.	Purchase	3/6/2007	119	21.29	Open Market
Relational Coast Partners, L.P.	Purchase	3/6/2007	279	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	302	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	705	21.30	Open Market

Relational Fund Partners, L.P.	Purchase	3/6/2007	57	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	132	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	32	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	74	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	410	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	957	21.30	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	8	21.29	Open Market
Relational Fund Partners, L.P.	Purchase	3/6/2007	20	21.30	Open Market
Relational Investors IX, L.P.	Purchase	3/6/2007	12,648	21.29	Open Market
Relational Investors IX, L.P.	Purchase	3/6/2007	29,511	21.30	Open Market
Relational Investors LLC	Purchase	3/6/2007	10,457	21.29	Open Market
Relational Investors LLC	Purchase	3/6/2007	24,401	21.30	Open Market
Relational Investors LLC	Purchase	3/6/2007	3,150	21.29	Open Market
Relational Investors LLC	Purchase	3/6/2007	7,351	21.30	Open Market
Relational Investors LLC	Purchase	3/6/2007	560	21.29	Open Market
Relational Investors LLC	Purchase	3/6/2007	1,307	21.30	Open Market
Relational Investors VIII, L.P.	Purchase	3/6/2007	27,256	21.29	Open Market
Relational Investors VIII, L.P.	Purchase	3/6/2007	63,596	21.30	Open Market
Relational Investors X, L.P.	Purchase	3/6/2007	21,209	21.29	Open Market
Relational Investors X, L.P.	Purchase	3/6/2007	49,487	21.30	Open Market
Relational Investors XI, L.P.	Purchase	3/6/2007	10,402	21.29	Open Market
Relational Investors XI, L.P.	Purchase	3/6/2007	24,270	21.30	Open Market
Relational Investors XV, L.P.	Purchase	3/6/2007	4,310	21.29	Open Market
Relational Investors XV, L.P.	Purchase	3/6/2007	10,058	21.30	Open Market
Relational Investors XVI, L.P.	Purchase	3/6/2007	3,968	21.29	Open Market
Relational Investors XVI, L.P.	Purchase	3/6/2007	9,260	21.30	Open Market
Relational Investors, L.P.	Purchase	3/6/2007	28,494	21.29	Open Market
Relational Investors, L.P.	Purchase	3/6/2007	66,484	21.30	Open Market
Relational Partners, L.P.	Purchase	3/6/2007	585	21.29	Open Market
Relational Partners, L.P.	Purchase	3/6/2007	1,364	21.30	Open Market
RH Fund 1, L.P.	Purchase	3/6/2007	7,099	21.29	Open Market
RH Fund 1, L.P.	Purchase	3/6/2007	16,565	21.30	Open Market
RH Fund 2, L.P.	Purchase	3/6/2007	14,908	21.29	Open Market
RH Fund 2, L.P.	Purchase	3/6/2007	34,786	21.30	Open Market
RH Fund 4, L.P.	Purchase	3/6/2007	2,363	21.29	Open Market
RH Fund 4, L.P.	Purchase	3/6/2007	5,513	21.30	Open Market

Relational Coast Partners, L.P.	Purchase	3/7/2007	3,880	21.48	Open Market
Relational Coast Partners, L.P.	Purchase	3/7/2007	1,663	21.43	Open Market
Relational Coast Partners, L.P.	Purchase	3/7/2007	279	21.48	Open Market
Relational Coast Partners, L.P.	Purchase	3/7/2007	119	21.43	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	705	21.48	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	302	21.43	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	132	21.48	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	57	21.43	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	74	21.48	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	32	21.43	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	957	21.48	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	410	21.43	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	20	21.48	Open Market
Relational Fund Partners, L.P.	Purchase	3/7/2007	8	21.43	Open Market
Relational Investors IX, L.P.	Purchase	3/7/2007	29,511	21.48	Open Market
Relational Investors IX, L.P.	Purchase	3/7/2007	12,648	21.43	Open Market
Relational Investors LLC	Purchase	3/7/2007	24,401	21.48	Open Market
Relational Investors LLC	Purchase	3/7/2007	10,457	21.43	Open Market
Relational Investors LLC	Purchase	3/7/2007	7,351	21.48	Open Market
Relational Investors LLC	Purchase	3/7/2007	3,150	21.43	Open Market
Relational Investors LLC	Purchase	3/7/2007	1,307	21.48	Open Market
Relational Investors LLC	Purchase	3/7/2007	560	21.43	Open Market
Relational Investors VIII, L.P.	Purchase	3/7/2007	63,596	21.48	Open Market
Relational Investors VIII, L.P.	Purchase	3/7/2007	27,256	21.43	Open Market
Relational Investors X, L.P.	Purchase	3/7/2007	49,487	21.48	Open Market
Relational Investors X, L.P.	Purchase	3/7/2007	21,209	21.43	Open Market
Relational Investors XI, L.P.	Purchase	3/7/2007	24,270	21.48	Open Market
Relational Investors XI, L.P.	Purchase	3/7/2007	10,402	21.43	Open Market
Relational Investors XV, L.P.	Purchase	3/7/2007	10,058	21.48	Open Market
Relational Investors XV, L.P.	Purchase	3/7/2007	4,310	21.43	Open Market
Relational Investors XVI, L.P.	Purchase	3/7/2007	9,260	21.48	Open Market
Relational Investors XVI, L.P.	Purchase	3/7/2007	3,968	21.43	Open Market
Relational Investors, L.P.	Purchase	3/7/2007	66,484	21.48	Open Market
Relational Investors, L.P.	Purchase	3/7/2007	28,494	21.43	Open Market
Relational Partners, L.P.	Purchase	3/7/2007	1,364	21.48	Open Market
Relational Partners, L.P.	Purchase	3/7/2007	585	21.43	Open Market

RH Fund 1, L.P.	Purchase	3/7/2007	16,565	21.48	Open Market
RH Fund 1, L.P.	Purchase	3/7/2007	7,099	21.43	Open Market
RH Fund 2, L.P.	Purchase	3/7/2007	34,786	21.48	Open Market
RH Fund 2, L.P.	Purchase	3/7/2007	14,908	21.43	Open Market
RH Fund 4, L.P.	Purchase	3/7/2007	5,513	21.48	Open Market
RH Fund 4, L.P.	Purchase	3/7/2007	2,363	21.43	Open Market
Relational Coast Partners, L.P.	Purchase	3/8/2007	3,325	21.88	Open Market
Relational Coast Partners, L.P.	Purchase	3/8/2007	4,435	21.90	Open Market
Relational Coast Partners, L.P.	Purchase	3/8/2007	239	21.88	Open Market
Relational Coast Partners, L.P.	Purchase	3/8/2007	318	21.90	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	805	21.90	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	604	21.88	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	113	21.88	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	151	21.90	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	63	21.88	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	85	21.90	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	820	21.88	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	1,094	21.90	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	17	21.88	Open Market
Relational Fund Partners, L.P.	Purchase	3/8/2007	22	21.90	Open Market
Relational Investors IX, L.P.	Purchase	3/8/2007	25,295	21.88	Open Market
Relational Investors IX, L.P.	Purchase	3/8/2007	33,727	21.90	Open Market
Relational Investors LLC	Purchase	3/8/2007	20,915	21.88	Open Market
Relational Investors LLC	Purchase	3/8/2007	27,886	21.90	Open Market
Relational Investors LLC	Purchase	3/8/2007	6,300	21.88	Open Market
Relational Investors LLC	Purchase	3/8/2007	8,401	21.90	Open Market
Relational Investors LLC	Purchase	3/8/2007	1,120	21.88	Open Market
Relational Investors LLC	Purchase	3/8/2007	1,494	21.90	Open Market
Relational Investors VIII, L.P.	Purchase	3/8/2007	54,511	21.88	Open Market
Relational Investors VIII, L.P.	Purchase	3/8/2007	72,682	21.90	Open Market
Relational Investors X, L.P.	Purchase	3/8/2007	42,418	21.88	Open Market
Relational Investors X, L.P.	Purchase	3/8/2007	56,557	21.90	Open Market
Relational Investors XI, L.P.	Purchase	3/8/2007	20,803	21.88	Open Market
Relational Investors XI, L.P.	Purchase	3/8/2007	27,737	21.90	Open Market
Relational Investors XV, L.P.	Purchase	3/8/2007	8,621	21.88	Open Market
Relational Investors XV, L.P.	Purchase	3/8/2007	11,494	21.90	Open Market
Relational Investors XVI, L.P.	Purchase	3/8/2007	7,937	21.88	Open Market

Relational Investors XVI, L.P.	Purchase	3/8/2007	10,582	21.90	Open Market
Relational Investors, L.P.	Purchase	3/8/2007	56,988	21.88	Open Market
Relational Investors, L.P.	Purchase	3/8/2007	75,983	21.90	Open Market
Relational Partners, L.P.	Purchase	3/8/2007	1,169	21.88	Open Market
Relational Partners, L.P.	Purchase	3/8/2007	1,559	21.90	Open Market
RH Fund 1, L.P.	Purchase	3/8/2007	14,199	21.88	Open Market
RH Fund 1, L.P.	Purchase	3/8/2007	18,931	21.90	Open Market
RH Fund 2, L.P.	Purchase	3/8/2007	29,817	21.88	Open Market
RH Fund 2, L.P.	Purchase	3/8/2007	39,756	21.90	Open Market
RH Fund 4, L.P.	Purchase	3/8/2007	4,726	21.88	Open Market
RH Fund 4, L.P.	Purchase	3/8/2007	6,301	21.90	Open Market
Relational Coast Partners, L.P.	Purchase	3/9/2007	3,565	22.05	Open Market
Relational Fund Partners, L.P.	Purchase	3/9/2007	1,618	22.05	Open Market
Relational Investors IX, L.P.	Purchase	3/9/2007	25,295	22.05	Open Market
Relational Investors LLC	Purchase	3/9/2007	28,335	22.05	Open Market
Relational Investors VIII, L.P.	Purchase	3/9/2007	54,511	22.05	Open Market
Relational Investors X, L.P.	Purchase	3/9/2007	42,418	22.05	Open Market
Relational Investors XI, L.P.	Purchase	3/9/2007	20,803	22.05	Open Market
Relational Investors XV, L.P.	Purchase	3/9/2007	8,621	22.05	Open Market
Relational Investors XVI, L.P.	Purchase	3/9/2007	7,937	22.05	Open Market
Relational Investors, L.P.	Purchase	3/9/2007	56,987	22.05	Open Market
Relational Partners, L.P.	Purchase	3/9/2007	1,169	22.05	Open Market
RH Fund 1, L.P.	Purchase	3/9/2007	14,198	22.05	Open Market
RH Fund 2, L.P.	Purchase	3/9/2007	29,817	22.05	Open Market
RH Fund 4, L.P.	Purchase	3/9/2007	4,726	22.05	Open Market

EX-99.B 3 a07-7435_1ex99db.htm EX-99.B

Exhibit 99.B

Exhibit B

JOINT FILING AGREEMENT

In accordance with Rule 13d-l(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, $.10 par value, of Unum Group and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned hereby execute this Agreement this 9th day of March, 2007.

By:	RELATIONAL INVESTORS, LLC
	as general partner to each, except as the sole managing member of the general partners of Relational Investors III, L.P. and Relational Investors X, L.P.

	By:	/s/ Ralph V. Whitworth
		Ralph V. Whitworth, Principal

RELATIONAL INVESTORS, LLC

	By:	/s/ Ralph V. Whitworth
		Ralph V. Whitworth, Principal


/s/ Ralph V. Whitworth
Ralph V. Whitworth

/s/ David H. Batchelder
David H. Batchelder

Under the Securities Exchange Act of 1934 (Amendment No. )*

Under the Securities Exchange Act of 1934
(Amendment No. )*