2003 Executive Charter: AICOOB

I. Purpose & Duties.

The Committee's purpose shall be to act on behalf of the Board during intervals between meetings of the Board when it is either necessary or appropriate for Board action to be taken. The Executive Committee shall have all the powers of the Board, except as otherwise limited by law or the Company's Articles of Incorporation, By-Laws or Code of Regulations. The Committee shall promptly report to all members of the Board on any action it may take.

II. Membership.

The Executive Committee shall consist of the Chief Executive Officer and at least three other directors as selected by the Board. The members of the Committee need not be independent.