X0202 4 2005-12-02 0001017917 CCC INFORMATION SERVICES GROUP INC CCCG 0001046322 WINOKUR HERBERT S JR 30 EAST ELM STREET GREENWICH CT 06830 1 0 1 0 0001301521 Capricorn Investors II, L.P. 30 EAST ELM STREET GREENWICH CT 06830 0 0 0 1 Affiliate of Director 0001301520 CAPRICORN HOLDINGS, LLC 30 EAST ELM STREET GREENWICH CT 06830 0 0 0 1 Affiliate of Director 0001301522 Capricorn Investors III, L.P. 30 EAST ELM STREET GREENWICH CT 06830 0 0 0 1 Affiliate of Director 0001301523 Capricorn Holdings III, LLC 30 EAST ELM STREET GREENWICH CT 06830 0 0 0 1 Affiliate of Director Common Stock, par value $.10 per share 2005-12-02 4 X 0 8475 5.50 A 1020202 I Through partnership Common Stock, par value $.10 per share 2005-12-02 4 X 0 10757 5.50 A 1020202 I Through partnership Common Stock, par value $.10 per share 2005-12-02 4 X 0 7607 5.50 A 1020202 I Through partnership Common Stock, par value $.10 per share 2005-12-02 4 X 0 9654 5.50 A 1020202 I Through partnership Common Stock Purchase Warrant 5.50 2005-12-02 4 X 0 10717 0 D 2001-11-30 2005-12-29 Common Stock 8475 1200000 I Through partnership Common Stock Purchase Warrant 5.50 2005-12-02 4 X 0 13602 0 D 2001-11-30 2005-12-29 Common Stock 10757 1200000 I Through partnership Common Stock Purchase Warrant 5.50 2005-12-02 4 X 0 9619 0 D 2001-11-30 2005-12-29 Common Stock 7607 1200000 I Through partnership Common Stock Purchase Warrant 5.50 2005-12-02 4 X 0 12208 0 D 2001-11-30 2005-12-29 Common Stock 9654 1200000 I Through partnership Cashless conversion of warrants held by Capricorn Investors II, L.P. ("Capricorn II") pursuant to the terms thereof. Such shares and the warrants described in this Note 2 are owned directly by Capricorn II. Mr. Winokur is the managing member of Capricorn Holdings, LLC, the general partner of Capricorn II and, as such, may be deemed to have both voting and investment power over such shares. Mr. Winokur may be deemed to have a pecuniary interest in the shares owned directly by Capricorn II through his membership interest in Winokur Family Investors LLC, which is both a limited partner of Capricorn II and a member of Capricorn Holdings LLC. For purposes of Section 16(b) of the Exchange Act, Mr. Winokur disclaims beneficial ownership of Capricorn II's shares in excess of his pecuniary interest. Cashless conversion of warrants held by Capricorn Investors III, L.P. ("Capricorn III") pursuant to the terms thereof. Such shares do not include: (i) warrants to purchase 1,200,000 shares of common stock at an exercise price of $6.875 per share, and (ii) 100 shares of Series F Preferred Stock, all held by Capricorn III. Shares of the Series F Preferred vote together with the shares of common stock as a single class, with each share of Series F Stock presently having 12,000 votes. Such shares and the warrants and preferred stock described in this Note 5 are owned directly by Capricorn III. Mr. Winokur is the managing member of Capricorn Holdings III, LLC, the general partner of Capricorn III and, as such, may be deemed to have both voting and investment power over such shares. Mr. Winokur may be deemed to have a pecuniary interest in the shares and warrants owned directly by Capricorn III through his membership interest in Winokur Family Investors LLC, which is both a limited partner of Capricorn III and a member of Capricorn Holdings III, LLC. For purposes of Section 16(b) of the Exchange Act, Mr. Winokur disclaims beneficial ownership of Capricorn III's shares and warrants in excess of his pecuniary interest. Capricorn III holds warrants to purchase 1,200,000 shares of common stock at an exercise price of $6.875 per share. /s/ HERBERT S. WINOKUR, JR. 2005-12-06 Capricorn Investors II, L.P. By Capricorn Holdings, LLC, its general partner By /s/ HERBERT S. WINOKUR, JR. 2005-12-06 Capricorn Holdings, LLC, By /s/ HERBERT S. WINOKUR, JR. 2005-12-06 Capricorn Investors III, L.P. By Capricorn Holdings III, LLC, its general partner By /s/ HERBERT S. WINOKUR, JR. 2005-12-06 Capricorn Holdings III, LLC By /s/ HERBERT S. WINOKUR, JR. 2005-12-06