MindSpring's Board of Directors and Executive Officers

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Name Position
Charles M. Brewer Chairman of the Board, Chief Executive Officer and Director
Michael S. McQuary President, Chief Operating Officer and Director
Michael G. Misikoff Vice President, Chief Financial Officer, Secretary, Treasurer, and Director
James T. Markle Vice President of Network Operations
Susan F. Nicholson Vice President of Marketing
J. Fredrick Nixon Vice President of Engineering
Robert D. Sanders Vice President of Network Engineering, Chief Technical Officer
Thomas R. Stranberg Vice President of Business Services
Gregory J. Stromberg Vice President of Technical Support
Alan J. Taetle Vice President of Business Development
Lance Weatherby Vice President of Business Development
O. Gene Gabbard Director
Campbell B. Lanier, III Director
William H. Scott, III Director

Charles M. Brewer founded the Company and has served as Chief Executive Officer and Director of the Company since its inception in February 1994. In April 1996, the he was elected Chairman. From May 1993 to January 1994, Mr. Brewer developed the concept for the Company and evaluated its prospects. Prior to starting the Company, he served as Chief Executive Officer of AudioFax, Inc. ("AudioFax"), a software company providing fax server software, from May 1992 to April 1993 and was the Chief Financial Officer of AudioFax from May 1989 to April 1992. From March 1988 to April 1989, Mr. Brewer explored potential business opportunities. Mr. Brewer was Vice President of Sanders & Company, a venture capital firm, from September 1987 to February 1988. From November 1984 to August 1987, Mr. Brewer primarily worked toward his MBA, managed a retail store and traveled. From November 1981 to October 1984, he was employed by Wertheim & Company, an investment banking firm, and worked in institutional sales. Mr. Brewer received a BA in Economics from, and was a Phi Beta Kappa graduate of, Amherst College and received a Masters in Business Administration from Stanford University.

Michael S. McQuary has been the President and Chief Operating Officer of MindSpring since April 1995, a Director of the Company since December 1995, and was the Company's Executive Vice President and Chief Operating Officer from September 1995 until becoming the President. A long time friend of Charles Brewer, Mike originally joined MindSpring in July 1995 as Executive Vice-President of Sales and Marketing. Prior to joining the Company, Mike served in a variety of management positions with Mobil Chemical Co., a petrochemical division of Mobil Corporation, from August 1984 to June 1995, including Regional Sales Manager from April 1991 to February 1994 and Manager of Operations (Reengineering) from February 1994 to June 1995. From September 1981 to July 1984, he was a Territory Manager for Lily Tulip, Inc., a food service packaging company. Mike received a BA in Psychology from the University of Virginia and a Masters in Business Administration from Pepperdine University.

Michael G. Misikoff has served as Vice President, Chief Financial Officer, Secretary, Treasurer and a Director of the Company since January 1995. From January 1992 to December 1994, Mr. Misikoff was the Acting Chief Financial Officer and a Director of InterCall Corporation, a subsidiary of ITC Holding that provides conference call services. From March 1991 to January 1992, Mr. Misikoff worked as an independent financial consultant. Mr. Misikoff served as Chief Financial Officer of Async Corporation ("Async"), a provider of voice messaging services, from its startup in February 1985 until March 1991. From March 1979 to February 1985, Mr. Misikoff served as the Chief Financial Officer for TransDesigns, Inc., a multi-level marketing company. Mr. Misikoff was a Certified Public Accountant with the firm of Arthur Young & Co. from July 1975 until March 1979. He received a BBA in Accounting from Georgia State University.

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James T. Markle joined the Company as Vice President of Network Operations in April 1995. Prior to joining the Company, Mr. Markle served as the Director of Technical Support for Concert Communications, Co., a telecommunications company, from April 1994 until April 1995. From August 1990 to April 1994, Mr. Markle served as Senior Manager of Network Operations for MCI Communications, a telecommunications company. Mr. Markle served in various operation positions at SouthernNet/Telecom*USA, including Director of Operations for a multi-state region, from July 1985 until July 1990. Mr. Markle attended Maryville College.

Susan F. Nicholson has served as the Company's Vice President of Marketing from July 1995 to the present and served as Director of Marketing of the Company from September 1994 until July 1995. Prior to joining the Company, Ms. Nicholson worked for AudioFax from March 1990 to September 1994, first as a technical writer, then as Director of Marketing Communications and then as Director of Product Management. In addition, Ms. Nicholson worked as an independent technical writer from August 1987 to March 1990 and founded and sold Babes in Highland, a retail store in Atlanta, Georgia between June 1986 and May 1987. She served as a Technical Sales representative for Hewlett Packard, a computer manufacturing company, from December 1982 to June 1986. Ms. Nicholson received a BS in Electrical Engineering from Georgia Institute of Technology.

J. Fredrick Nixon joined the Company as Vice President of Engineering in August 1995. From August 1994 to July 1995, Mr. Nixon served as a consultant for the Tennessee Valley Authority and Federal Express, Inc. He served from September 1990 to August 1994 as an Assistant Professor of Computer Science at the University of Tennessee at Chattanooga. From September 1989 to September 1990, Mr. Nixon served as a senior member of the Technical Staff of General Electric Advanced Technology Labs, an operating systems research company. He was a Senior Scientist at General Electric Research Corporation, a database systems development company, from March 1987 to September 1989. Mr. Nixon also served as the Principal Engineer for Token Link Corporation, a computer design and manufacturing company, from September 1986 to March 1987. From December 1978 to September 1982, Mr. Nixon served as a Programmer/Analyst for General Electric Information Services Company, a general research company. Mr. Nixon received a BA in Physics and Math and a Ph.D. in Computer Science from Vanderbilt University.

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Robert D. Sanders has been the Company's Vice President of Network Engineering since December 1995 and Chief Technical Officer since January 1995. Mr. Sanders served as the Company's Senior Engineer from June 1994 to January 1995. Prior to joining the Company, Mr. Sanders worked as the Software Engineer and System Administrator of Harry's Farmers Market, Inc. from March 1994 to May 1994. He served as Co-op Engineer in the Line Card Development Group of Bell Northern Research, Inc., a research subsidiary of Northern Telecom, Inc., from March 1992 to December 1993. Mr. Sanders attended the Georgia Institute of Technology.

Thomas R. Stranberg joined the Company in May 1996, as acting Vice President of Business Services, and was appointed Vice President of Business Services in September of 1996. From September 1985 to May 1996, Mr. Stranberg served as Executive Vice President and Chief Operating Officer for Medical Systems Development Corporation, a software development company. Mr. Stranberg worked for the City of Asheville, North Carolina as a Senior System Analyst from July 1974 to December 1976 and as Data Processing Director from December 1976 to September 1985. From October 1972 to July 1974 Mr. Stranberg worked for American Enka Company, a textile manufacturer, as a Senior Programmer and Acting Programming Manager. Mr. Stranberg received a BS in Business Administration from Western Illinois University in 1966 and a MBA from Western Carolina University in 1976.

Gregory J. Stromberg joined the Company as Vice President of Technical Support in October 1995. From June 1993 to September 1994, he served as a Regional Manager for Digital Financial Services, a computer leasing company, after which he traveled. Mr. Stromberg worked for Digital Equipment Corporation, a computer manufacturer, and served as a Senior Sales representative from June 1983 to May 1987, Program Manager from May 1987 to May 1990, and District Operations Manager from May 1990 to June 1993. In addition, Mr. Stromberg served as a Large Account Sales representative and Product Manager for Burroughs Corp., a computer hardware company, from June 1978 to June 1983. Mr. Stromberg received a BS in Business Management and a Masters in Business Administration from the University of Utah.

Alan J. Taetle joined the Company as its Vice President of Business Development in March 1995. Prior to joining the Company, Mr. Taetle served as the Director of Operations and Product Management at CogniTech Corporation, makers of a retail series of Contact Management software products, from November 1992 to March 1995. Mr. Taetle was the Director of MIS of a subsidiary of Itochu International ("Itochu"), a Japanese trading company, from September 1989 until November 1991, and served as the Assistant to the Executive Vice President of Itochu from November 1991 to November 1992. >From July 1985 to August 1987, Mr. Taetle served as Systems Engineer with Electronic Data Systems, a systems integration consulting company. Mr. Taetle received a BA in Economics from the University of Michigan and a Masters in Business Administration from Harvard Business School.

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Lance Weatherby has been the Company's Vice President of Business Development since September 1996 and was the Company's acting Vice President of Business Development commencing in August 1996. Mr. Weatherby joined the Company as Market Development Manager in September 1995. Prior to joining the Company, Mr. Weatherby held a variety of sales, sales management and marketing positions with Mobil Chemical Co., a petrochemical company, from october 1990 to September 1995, including District Sales Manager from December 1992 to September 1995. From April 1990 to October 1990, Mr. Weatherby served as an Account Executive with United Parcel Service, Inc., a shipping company. From December 1983 to August 1987 Mr. Weatherby served as a Sales Representative for Lantech, Inc., a packaging equipment manufacturer. Mr. Weatherby received a BBA in Marketing from Eastern Kentucky University and a MBA from Indiana University.

O. Gene Gabbard has been a Director of the Company since December 1995. He has worked independently as an entrepreneur and consultant since February 1993. Mr. Gabbard currently serves as a director of ITC Holding and several of its subsidiaries, InterCel, Inc. ("InterCel") (a wireless telecommunications company), Masada Security, Inc. (a security monitoring services company), and two telecommunications technology companies, Dynatech Corporation and Telogy Network, Inc. From August 1990 through January 1993, he served as Executive Vice President and Chief Financial Officer of MCI Communications Corporation ("MCI"). He served in various senior executive capacities, including Chairman of the Board, President and Chief Executive Officer of Telecom*USA, Inc. ("Telecom") from December 1988 until Telcom's merger with MCI in August 1990. From July 1984 to December 1988, he was Chairman and/or President of SouthernNet, Inc. ("SouthernNet"), a long distance telecommunications company which was the predecessor to Telecom.

Campbell B. Lanier, III has served as a Director of the Company since November 1994. Mr. Lanier serves as Chairman of the Board and Chief Executive Officer of ITC Holding and has served as a director of ITC Holding since its inception in 1985 through a predecessor company. In addition, Mr. Lanier is an officer and director of several ITC Holding subsidiaries. He is a director of National Vision Associates, Ltd. (a full service optical retailer), K&G Men's Centers (a discount retailer of men's clothing) Vice Chairman of the Board of AvData Systems, Inc. ("AvData") (a company providing data communications networks) and Chairman of the Board of InterCel. He served as Chairman of the Board of AvData from 1988 to 1990. From 1984 to 1989, Mr. Lanier served as Chairman of the Board of Async. Mr. Lanier also served as Vice President -- Industry Relations of Telecom from 1984 to 1988 and as Senior Vice President -- Industry Relations from January 1989 until Telecom's merger with MCI in August 1990. From 1984 to 1985, he served as Chief Executive Officer of SouthernNet, and from 1985 to 1986 he was Vice Chairman of the Board of SouthernNet.

William H. Scott, III has been a Director of the Company since November 1994. Mr. Scott has served as President of ITC Holding since December 1991 and has been a director of ITC Holding since May 1989. Since its inception in 1990 until January 1996, Mr. Scott was a director of InterCel and currently serves as Secretary of InterCel and a director of InterCel Licenses, Inc. Mr. Scott is also currently a director of AvData. From 1985 to 1989, Mr. Scott was an officer and director of Async. Between 1984 and 1988, Mr. Scott held several offices with SouthernNet, including Chief Operating Officer, Chief Financial Officer, and Vice President -- Administration. He was a director of that company from 1984 to 1987.

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