Committee Composition

Chair of the Board = Chair of the Board Committee Chair = Chair Committee Member = Member Independent Director = Independent Director
  Audit Nominating and Governance Compensation
Charles J. Burdick Chairman of the Board      

Mr. Burdick, Chief Executive Officer has served as Chairman of the Board of Directors since March 2008, and has been a director of the Company since December 2006. He has an extensive background in telecommunications and media, with over 25 years experience in the industry. Until July 2005, he was Chief Executive Officer of HIT Entertainment Plc, a publicly listed provider of pre-school children's entertainment. From 1996 to 2004, Mr. Burdick worked for Telewest Communications, the second largest cable television company in the United Kingdom, serving as Chief Financial Officer and Chief Executive Officer. In these roles, Mr. Burdick oversaw the financial and operational restructuring of Telewest and was responsible for leading and financing the acquisitions of a number of cable companies. Mr. Burdick has also held a series of financial positions with TimeWarner, US WEST and MediaOne, specializing in corporate finance, mergers and acquisitions, and international treasury. He currently serves as Chairman of the Board of Directors of Verint Systems Inc., as an independent non-executive director and Chairman of the Compensation Committee of CTC Media Inc., a leading independent media company in Russia, and as a non-executive director of Transcom WorldWide S.A., a Luxembourg based global provider of outsourced customer and credit management services. Mr. Burdick holds a M.B.A. from University of California, Los Angeles and a B.A. in Economics from the University of California, Santa Barbara.
Holdings: 274,457 shares     View Transactions
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Susan D. Bowick Independent Director     Committee Chair for Compensation Committee

Ms. Bowick has served as a member of CTI's Board of Directors since December 2006. Ms. Bowick served as a consultant to the joint venture of Nokia Corporation and Siemens A.G. during 2006. From 2004 to 2007, Ms. Bowick served as an independent consultant to SAP A.G., a provider of software solutions, and Nokia Corporation, a manufacturer of mobile devices. From 1977 to 2004, Ms. Bowick served at various executive positions with Hewlett-Packard Company, a provider of information technology, infrastructure, personal computing, global services and imaging and printing, most recently as its Executive Vice President, Human Resources and Workforce Development. Ms. Bowick serves as an independent director and the Chair of the Compensation and Leadership Committee of EarthLink, Inc., an Internet service provider. In addition, Ms. Bowick served as a guest lecturer at Stanford Graduate School of Business and was a founding Board member of the Washington state M.E.S.A. program engaged in the identification and retention of high potential junior high students. Ms. Bowick holds a B.S., Business Administration and Education from the University of Nebraska. Ms. Bowick is an independent director.
Holdings: 57,626 shares     View Transactions
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Robert Dubner Independent Director Member of Audit Committee   Member of Compensation Committee

Mr. Dubner has served as a member of CTI's Board of Directors since January 2009. Mr. Dubner is presently an independent consultant providing senior advisory services to companies, including Momentive Performance Materials Inc., a silicon manufacturing company (since October 2007), and Noranda Aluminum Holding Corporation, a leading North American integrated producer of primary aluminum products and rolled aluminum coils (since March 2008) and a senior advisor to the global leader of PricewaterhouseCoopers Consulting (since June 2008). Mr. Dubner previously served as an independent consultant to Covalence Specialty Materials Corp., a company which manufactures plastic packaging (from September 2006 until July 2007). From October 2002 until December 2004, Mr. Dubner was a management consulting partner and member of IBM Corporation's Business Consulting Services Global Middle Market leadership team. Mr. Dubner had previously been a partner of Coopers & Lybrand International from 1991 to 1998, and then was a partner with PricewaterhouseCoopers LLP from 1998 to 2002, serving as the U.S. and global leader of its middle market consulting practice. He served as an elected member of Coopers & Lybrand's Board of Partners from 1995 to 1998 and PricewaterhouseCoopers' U.S. Board of Partners from 1998 to 2001. In addition, Mr. Dubner serves as a director of Hudson Highland Group, Inc., a temporary and permanent staffing company. Mr. Dubner holds a B.A. from Franklin & Marshall College and an M.B.A. from New York University. Mr. Dubner is an independent director.
Holdings: 43,360 shares     View Transactions
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Augustus K. Oliver Independent Director Member of Audit Committee Committee Chair for Nominating and Governance Committee  

Mr. Oliver has served as a member of CTI's Board of Directors since May 2007. Since March 2005, Mr. Oliver has been a managing member of Oliver Press Partners, LLC, an investment advisor, and, prior to that, a Senior Managing Director of WaterView Advisors LLC, a private equity investment firm since October 1999. Mr. Oliver currently serves as a director of Scholastic Corporation, a global children's publishing, education and media company, and The Phoenix Companies, Inc., a provider of life insurance and annuity products. Mr. Oliver holds a J.D. from American University and a B.A. from Yale University. Mr. Oliver is an independent director.
Holdings: 62,824 shares     View Transactions
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Theodore H. Schell Independent Director   Member of Nominating and Governance Committee Member of Compensation Committee

Mr. Schell has served as a member of CTI's Board of Directors since December 2006. Mr. Schell is currently a Managing Director at Associated Partners LP, a private equity firm focusing on media and telecommunications and prior to which, he held the position of Managing Director at Apax Partners where he oversaw U.S. investments in telecommunications and related technology companies. From 1989 to 2000, Mr. Schell served as Senior Vice President of Strategy and Corporate Development and as a member of the Management Committee at Sprint Corporation. From 1983 to 1988, he served as President and Chief Executive Officer of Realcom Communications Corporation, an integrated provider of voice and data services to corporate clients, which he founded. Mr. Schell also held the position of Counselor and Chief of Staff to the U.S. Secretary of Commerce where he served from 1977 to 1981. Mr. Schell is currently a member of the Board of Directors and the Audit Committee of Clearwire Corporation, a wireless broadband networks operator, and also serves as Chairman of its Networks Operations Committee. Mr. Schell is a graduate of the Johns Hopkins University and of the Johns Hopkins School of Advanced International Studies, and is a member of the Council of Foreign Relations. Mr. Schell is an independent director.
Holdings: 51,514 shares     View Transactions
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Mark C. Terrell Independent Director Committee Chair for Audit Committee Member of Nominating and Governance Committee  

Mr. Terrell has served as a member of CTI's Board of Directors since July 2006. From December 2006 to March 2008, Mr. Terrell served as non-executive Chairman of the Board. Mr. Terrell served as the Partner in Charge and Executive Director of KPMG's Audit Committee Institute (or ACI) from 2000 to 2004, in which capacity he established the ACI mission and strategy. Mr. Terrell was a KPMG audit engagement partner from 1979 to 2000 and acted, from 1985 to 2000, as the Office Managing Partner of three KPMG offices – El Paso, Texas; Albuquerque, New Mexico; and St. Petersburg, Florida. During Mr. Terrell's thirty-five year career in public accounting he served on a number of not-for-profit boards in each of the communities in which he practiced, and he has spoken extensively on both audit committee and broader corporate governance issues. Since his retirement from KPMG in 2004, Mr. Terrell has participated extensively as a faculty member of the National Association of Corporate Directors. Mr. Terrell received his Bachelor of Business Administration degree from the University of Texas at El Paso in 1967. Mr. Terrell is an independent director.
Holdings: 61,415 shares     View Transactions
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Audit Committee

The Audit Committee assists the Board in fulfilling certain of its responsibilities, including (i) overseeing the Company's financial reporting process, (ii) overseeing the Company's compliance with legal and regulatory requirements, (iii) reviewing and evaluating the independent auditors' qualifications and independence, (iv) reviewing the performance of the Company's internal audit function, if applicable, and its independent auditors and its systems of internal accounting and financial controls, (v) reviewing and authorizing related-party transactions (as defined in the relevant NASDAQ requirements), (vi) overseeing the Company's code of business conduct and ethics as established by the Board, and (vii) preparing the Committee report required to be included in the Company's annual proxy statement. Three of our audit committee members are audit committee financial experts as defined in item 401(h)(2) of Regulation S-K and pursuant to Section 407 of Sarbanes-Oxley.

Compensation and Leadership Committee

The Compensation and Leadership Committee assists the Board in fulfilling certain of its responsibilities, including, (i) determining and recommending for Board approval, which approval must include the affirmative vote of the majority of the independent directors, the compensation of CTI's Chief Executive Officer and of other executive officers; (ii) reviewing, approving or otherwise recommending to the Board for approval, management incentive compensation policies and programs; (iii) reviewing, approving or otherwise recommending to the Board for approval, equity compensation programs for employees; (iv) reviewing and recommending to the Board the submission to shareholders on executive compensation matters, including advisory votes and the frequency of such votes; (v) reviewing from a risk management perspective our compensation policies and practices for executives, management and employees generally; and (vi) the Compensation Committee Report required to be included in CTI's annual proxy statement.

Corporate Governance and Nominating Committee

The Corporate Governance and Nominating Committee assists the Board in fulfilling its responsibility to the shareholders, potential shareholders and investment community by (i) identifying individuals qualified to serve as directors and by selecting or recommending that the Board select, the nominees for all directorships, whether such directorships are filled by the Board or the shareholders, (ii) developing and recommending to the Board a set of corporate governance guidelines and principles, (iii) reviewing the overall corporate governance of the Company and recommending improvements when necessary and (iv) performing such other duties as may from time to time be assigned by the Board with respect to corporate governance.

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