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2009 Annual Meeting
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Compensation Committee Matters

 

(Continued)


Outstanding Equity Awards (Kraft) as of December 31, 2007

(Altria equity awards granted before 2007 were split into Altria and Kraft Equity awards on the 2007 spin-off of Kraft by Altria)

(1)

These awards vest according to the following schedule:

Grant Date

 Vesting Schdule

1/25/2006 100% of award vests on 2/11/2009.
1/26/2005 100% of award vests on 2/4/2008.
1/29/2003 100% of award vests on 2/3/2011.
6/23/1998 100% of award vests on 6/23/2008.

(2) Dividends or dividend equivalents paid in 2007 on outstanding Kraft restricted or deferred stock awards for each of our named executive officers were as follows: Mr. Camilleri, $178,810; Mr. Calantzopoulos, $21,796; Mr. Devitre, $20,151; Mr. Parrish, $41,940; Mr. Szymanczyk, $45,394; and Mr. Wall, $47,122.
(3) Based on closing market price of Kraft on 12/31/07 of $32.63.

(4)

On February 23, 2007, outstanding Kraft stock options issued by Altria to executives who were employed by Altria, but not Kraft, at the time of the grant were converted to cash settled stock appreciation rights. Otherwise, the terms and conditions, grant price and expiration date remain unchanged.

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