In this year’s Annual Meeting materials, CIRI shareholders are being asked to vote on a resolution to establish an irrevocable elders’ settlement trust, known as the CIRI Elders’ Settlement Trust. Shareholders are also presented with advisory resolutions regarding a special dividend.

Each voting shareholder should have received a second proxy mailing including an official CIRI Voter’s Guide and a supplemental proxy statement, each detailed with information about the CIRI Elders’ Settlement Trust and the advisory resolutions regarding a special dividend.

The Elders’ Settlement Trust resolution is binding and will take more than one-half of the CIRI voting shares present in person or represented by proxy at the annual meeting to approve the resolution. The vote will determine whether or not the Trust is established by the CIRI Board of Directors. The CIRI Board of Directors is recommending voting yes on the resolution to establish the CIRI Elders’ Settlement Trust, which would replace the current Elders’ Benefit Program.

Shareholders are also being presented with two advisory resolutions regarding a special dividend. The first option resolves that the decision whether to declare a special dividend be left to the sound discretion of the CIRI Board of Directors, taking into account CIRI’s needs for future growth and quarterly dividends, and giving consideration to special dividends when the company can afford them. The second option resolves that the CIRI Board of Directors should declare a special dividend of $100.00 per share, a total of approximately $62.8 million.

The CIRI Board still opposes a proposed distribution of $100 per share. However, in order to avoid the cost and disruption of another shareholder meeting before the Annual Meeting, and in an effort to allow shareholders to express their views on the special dividend, the Board decided to place the two advisory resolutions on the Annual Meeting agenda. While the shareholders who filed the petition might still decide to proceed with a separate special meeting despite this vote, it is hoped that the results of this advisory vote will resolve these issues in a manner satisfactory to all parties.

For more information about the binding resolution to establish the CIRI Elders’ Settlement Trust and the advisory resolutions regarding a special dividend, refer to the Supplemental Proxy Statement, included in CIRI’s second proxy mailing, and the CIRI Voter’s Guide 2003. The Voter’s Guide can be found on the CIRI web site at www.ciri.com with other annual meeting information.