This excerpt taken from the MAC DEF 14A filed Apr 20, 2007.
Continuity and Long-Term Strategic Planning. The current classified board structure promotes greater continuity, stability and knowledge of the Companys business affairs and financial strategies by ensuring that a majority of the directors at any given time will have prior experience as directors of the Company. Directors who have experience and familiarity with the Companys business affairs and
operations and a solid understanding of its future plans and opportunities are better suited to make long-term strategic decisions for the Company and guide management in implementing such decisions. Election of directors by classes safeguards this long-term advantage by preventing the sudden disruptive changes to the composition of the Board that would accompany election of an entirely new Board in any one year. In addition, the Board believes that the classified Board structure enhances its ability to focus on delivering superior returns to stockholders and contributes to the creation of long-term value for stockholders. While the 2005 study cited by the proponent asserts that classified boards have an adverse impact on stockholder value, this is clearly not true for the Company. Total stockholder return (which assumes the reinvestment of dividends) for 2006 was 33.9%, contributing to a three-year total return of 121.5%, a five-year total return of 326.2% and a ten-year total return of 551.6%. In addition, the Company increased its dividend for the 13th consecutive year in 2006.