THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Lenox Group Inc. (LNX)

4/6/2006 Proxy Information

Compensation Committee Interlocks and Insider Participation

The members of the Company’s Compensation Committee during the most recently completed fiscal year were Michael R. Francis (through his resignation, effective September 1, 2005), Stewart M. Kasen, Reatha Clark King and Vin Weber. During such time, no member of the Compensation Committee was a current or former officer or employee of the Company, and none of the Company’s executive officers served as a director or as a member of the compensation or equivalent committee of another entity, one of whose executive officers served as director of the Company or on the Compensation Committee of the Company.

Other Transactions

Wells Fargo & Company owns 1,193,648 shares of the Company’s Common Stock, representing 8.5% of the Company’s outstanding Common Stock as of March 6, 2006. UBS Global Asset Management owns 1,179,200 shares of the Company’s Common Stock, representing 8.4% of the Company’s outstanding Common Stock as of March 6, 2006.

On September 1, 2005, the Company entered into a term loan agreement with UBS Securities LLC and other UBS affiliates (collectively UBS) to finance, in part, the purchase of its acquisition of Lenox, Incorporated. The total amount of the loan was $100,000,000. The loan was syndicated by UBS (affiliates of UBS Global Asset Management) among various parties, including Wells Fargo Foothill, LLC (an affiliate of Wells Fargo & Company). During 2005, the Company paid interest on the loan to UBS and Wells Fargo in the amounts of $343,736 and $255,472, respectively.

On September 1, 2005, the Company entered into a revolving loan agreement with UBS to finance, in part, the purchase of its acquisition of Lenox, Incorporated and to provide working capital for the Company’s operations. The total amount of the loan was $175,000,000. The loan was syndicated by UBS (affiliates of UBS Global Asset Management) among various parties, including Wells Fargo Foothill, LLC (an affiliate of Wells Fargo & Company). During 2005, the Company paid interest and fees on the loan. UBS’ and Wells Fargo’s shares of such interest during that period were $772,155 and $279,151, respectively. UBS’ and Wells Fargo’s shares of such fees during that period were $101,092 and $125,302, respectively.

In 2005, the Company utilized the insurance brokerage services of Acordia, Inc., an affiliate of Wells Fargo & Company, and paid that entity $150,000 for insurance brokerage services. This transaction was conducted at arms’ length in the ordinary course of business of each party to the transaction.

3/25/2003, 4/5/2004 and 4/15/2005 Proxy Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.