Ledyard, David E.

EXPERIENCE

Mr. Lazof has more than 30 years' experience as a business and tax lawyer. During his time in practice he limited his focus to matters of business, tax and corporate planning, contractual documentation, succession, survivorship, reorganization, recapitalization, formation, dissolution, merger, acquisition and divestiture. Representative clients and matters span industries as diverse as the restaurant and hospitality business to multistate multi-plant manufacturing of both consumer and industrial goods, to the service and franchise business. He has formed literally thousands new enterprises and represented hundreds of businesses in merger and acquisition matters ranging in value to in excess of $2,000,000,000 in consideration received. He has also been an owner, director, officer, and principle manager of both manufacturing and service business operations.

He currently serves as a managing director of Prism Advisers, LLC, a management advisory and consulting organization. Prism focuses its attention on the entrepreneurial, emerging growth and mid-sized privately held corporate markets. Mr. Lazof served as president and chief executive officer of Behr Process Corporation from 1996 to August 2001, playing a key role in the company's move from a privately-held family business to a $1B+, publicly-held, multi-plant manufacturer and distributor of paints and coatings.

From 1975 to 1996, Mr. Lazof was a senior shareholder and founder of Lazof and Coss, attorneys of Newport Beach, California.

EDUCATION

Mr. Lazof graduated cum laude from California State University at Northridge with a B.S. in accounting and magna cum laude from the University of California, Los Angles Law School in 1971 with a Juris Doctorate. Mr. Lazof also holds a Certified Public Accountants license in California and was previously licensed as a California Real Estate Broker.

Mr. Lazof was admitted to the State Bar of California in 1971. He is also admitted to the United States Court of Appeals, Ninth Circuits; the United States District Court for the Southern Districts of California; the United States Tax Court; and the United States Supreme Court.

He is a member of the Foundation Boards at the University of California at Irvine and the University of California at Los Angles Law School Alumni. Mr. Lazof has served as a director of Big Brothers/Big Sisters of Orange County, the Laguna Art Museum and has been a supporter of the Orange County Lincoln Club.. He is a past member and lead arbitrator of both the Fee Arbitration and Ethics Committees of the Orange County Bar Association as well as the both the California and American Associations of Attorney - CPAs.

He has authored a series of business monographs which are available at The CEO Refrescher.com on both the Art and Science of Business under the titles: Planned Performance; Reasoned Results; Intelligent Information; Sound Strategies; More Money; Retirement Ready? Prepared for the Unexpected?; Personal Passion: The Art of Business; Relationships: The Art of Business;: Good Governance: Directors and Officers The Art of Business.

He is a frequent speaker at both professional and civic events on both educational and current topics.