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This excerpt taken from the WBMD DEF 14A filed Nov 5, 2008. Recommendation
of the Board of Directors of WebMD
Our board of directors believes that our employees are
WebMD’s most valuable asset and that the proposed increase
in the 2005 Plan and the contemplated broad-based grant are
vital to our ability to retain employees in the extremely
competitive labor markets in which we compete. In addition, our
board of directors believes that long-term incentive
compensation under the 2005 Plan aligns the interests of
employees with stockholders. For these reasons and the ones
discussed below, WebMD’s board of directors recommends
that stockholders vote “FOR” Proposal 2.
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