THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Hughes Supply, Incorporated (HUG)

4/18/2005 Proxy Information

Mr. Blackford was Secretary of Hughes Supply, Inc. from February 1974 to May 1997.

David H. Hughes and Vincent S. Hughes are brothers.

We lease certain buildings and properties from Hughes, Inc., a Florida corporation, a company of which David H. Hughes, Vincent S. Hughes (formerly an executive officer) and Russell V. Hughes (formerly an executive officer) are officers and directors, and in which each owns a one-third interest. During the last fiscal year, 12 such leases were in effect in Florida. Each lease was entered into prior to March 12, 1992, and was renewed effective April 2003, except for one lease that was entered into effective June 2000. Two of these leases were assigned by Hughes, Inc. to a non-related third party in December 2004 and January 2005 as a result of Hughes, Inc.Ős sale of the properties. On October 12, 2004, we purchased a storage facility and associated property for $1.7 million from Hughes, Inc., resulting in one of these leases being terminated in January 2005. Three of these leases expire in September 2005, four of these leases expire in March 2008, and two of these leases expire in June 2010. These leases typically relate to branch facilities including buildings ranging in size from approximately 18,850 to 117,327 square feet together with outside parking and storage areas. Under leases in effect during the fiscal year ended January 31, 2005, we made rental payments to Hughes, Inc. in the aggregate of $1,682,692. We also pay real estate taxes, building insurance and certain maintenance and repair expenses with respect to these leased properties. During the last fiscal year, we paid real estate taxes, building insurance and maintenance and repair expenses on such leased properties of $264,293, $19,250 and $306,911 respectively.

We also lease certain buildings and properties from JEM-Realty, LLC, SJ Limited Partnership, SJ Partnership, Stanwood Interests Limited Partnership, Stanwood Limited Partnership, SWS-GA Realty, Inc., and SWS-TX Realty, Inc. JEM-Realty, LLC is a wholly-owned subsidiary of Jemison Investment Co., Inc., of which Mr. Stanwood is a director. Mr. Stanwood is a limited partner of SJ Limited Partnership and SJ Partnership. Mr. Stanwood is President of Stanreal, LLC, the general partner of Stanwood Interests Limited Partnership and Stanwood Limited Partnership. Mr. Day is the sole shareholder of SWS-GA Realty, Inc. and SWS-TX Realty, Inc. During the last fiscal year, ten such leases were in effect with respect to seven locations in Texas, two locations in Georgia, and one location in North Carolina. Five of these leases were entered into in May 1996, one of these leases was entered into in July 1998, one of these leases was entered into in April 1999, one of these leases was entered into in May 2000, one of these leases was entered into in June 2002, and one of these leases was entered into in July 2003. One of the leases expired in September 2004, three of these leases expire in May 2005, two of the leases expire in May 2008, three of these leases expire in April 2010, and one of these leases expires in July 2013. These leases relate to branch facilities ranging in size from approximately 10,000 to 50,000 square feet, together with outside storage and parking, with the exception of one lease which is solely for vacant land used for outside storage. During the fiscal year ended January 31, 2005, we made rental payments to JEM-Realty, LLC, SJ Limited Partnership, Stanreal, LLC (for the benefit of Stanwood Interests Limited Partnership), SWS-GA Realty, Inc. and SWS-TX Realty, Inc. in the aggregate of $881,436. We also pay real estate taxes, building insurance and certain maintenance and repair expenses with respect to these leased properties. During the last fiscal year we paid real estate taxes, building insurance and maintenance and repair expenses on such leased properties of $119,217, $4,738 and $187,775, respectively.

4/20/2004 Proxy Information

David H. Hughes and Vincent S. Hughes are brothers. Clyde E. Hughes III is not related to David H. Hughes or Vincent S. Hughes.

Mr. Blackford was Secretary of Hughes Supply, Inc. from February 1974 to May 1997.

We lease certain buildings and properties from Hughes, Inc., a Florida corporation, a company of which David H. Hughes, Vincent S. Hughes (formerly an executive officer) and Russell V. Hughes (formerly an executive officer) are officers and directors, and in which each owns a one-third interest. During the last fiscal year, 13 such leases were in effect in Florida. Each lease was entered into prior to March 12, 1992, and was renewed effective April 2003, except for one lease that was entered into effective June 2000, and one lease that expired in March 2003, and was not renewed. Three of these leases expire in September 2005, six of these leases expire in March 2008, one of these leases expires in March 2010, and two of these leases expire in June 2010. These leases typically relate to branch facilities including buildings ranging in size from approximately 18,850 to 117,327 square feet together with outside parking and storage areas. Under leases in effect during the fiscal year ended January 30, 2004, we made rental payments to Hughes, Inc. in the aggregate of $1,649,000. We also pay real estate taxes, building insurance and certain maintenance and repair expenses with respect to these leased properties. During the last fiscal year, we paid real estate taxes, building insurance and maintenance and repair expenses on such leased properties of $245,580, $48,000 and $651,000, respectively.

We also lease certain buildings and properties from JEM-Realty, LLC, SJ Limited Partnership, SJ Partnership, Stanwood Interests Limited Partnership, Stanwood Limited Partnership, SWS-GA Realty, Inc., and SWS-TX Realty, Inc. JEM-Realty, LLC is a wholly-owned subsidiary of Jemison Investment Co., Inc., of which Mr. Stanwood is a director. Mr. Stanwood is a limited partner of SJ Limited Partnership and SJ Partnership. Mr. Stanwood is President of Stanreal, LLC, the general partner of Stanwood Interests Limited partnership and Stanwood Limited Partnership. Mr. Day is the sole shareholder of SWS-GA Realty, Inc. and SWS-TX Realty, Inc. During the last fiscal year, ten such leases were in effect with respect to seven locations in Texas, two locations in Georgia, and one location in North Carolina. Five of these leases were entered into in May 1996, one of these leases was entered into in July 1998, one of these leases was entered into in April 1999, one of these leases was entered into in May 2000, one of these leases was entered into in June 2002, and one of these leases was entered into in July 2003. Three of these leases expire in May 2004, three of these leases expire in May 2005, three of these leases expire in April 2010, and one of these leases expires in July 2013. These leases relate to branch facilities ranging in size from approximately 10,000 to 50,000 square feet, together with outside storage and parking, with the exception of one lease which is solely for vacant land used for outside storage. During the fiscal year ended January 30, 2004, we made rental payments to JEM-Realty, LLC, SJ Limited Partnership, Stanreal, LLC (for the benefit of Stanwood Interests Limited Partnership), SWS-GA Realty, Inc. and SWS-TX Realty, Inc. in the aggregate of $883,437. We also pay real estate taxes, building insurance and certain maintenance and repair expenses with respect to these leased properties. During the last fiscal year we paid real estate taxes, building insurance and maintenance and repair expenses on such leased properties of $113,086, $8,625 and $129,196, respectively.

These transactions were negotiated and entered into in an arms-length manner after satisfactory due diligence verified that the terms of such transactions were competitive with or better than terms available for comparable properties in the respective markets at the time of each transaction. We believe that the terms of the transactions described above are at least as favorable to us as those which could have been obtained from unrelated parties.

4/17/2003 Proxy Information

David H. Hughes and Vincent S. Hughes are brothers

We lease certain buildings and properties from Hughes, Inc., a company of which David H. Hughes, Vincent S. Hughes (formerly an executive officer) and Russell V. Hughes (formerly an executive officer) are the officers and directors, and in which each owns a one-third interest. During the last fiscal year 14 such leases were in effect in Florida. Each lease was entered into prior to March 12, 1992 and was renewed effective as of April 1, 1998, except for one lease that was entered into effective June 15, 2000. One lease expired on March 31, 2003 and was not renewed by us. Twelve of these leases expire on April 30, 2003, and one will expire on June 30, 2010. We are currently in the process of negotiating the renewal of the leases that will expire on April 30, 2003. These leases typically relate to branch facilities including buildings ranging in size from approximately 7,500 to 106,000 square feet together with outside parking and storage areas ranging in size from approximately 35,000 square feet to several acres.

Under leases in effect during the fiscal year ended January 31, 2003, we made rental payments to Hughes, Inc. aggregating $1,381,551. We also pay real estate taxes, building insurance and repairs, other than structural repairs, with respect to the leased properties. During the last fiscal year we paid real estate taxes and building insurance on the leased properties of $251,423 and $11,100, respectively. Maintenance repairs paid by us during the last fiscal year were not substantial and were, in the opinion of our management, normal for the types of properties leased.

We lease certain buildings and properties from JEM-Realty, LLC, SJ Limited Partnership, Stanwood Interests Limited Partnership, SWS-GA Realty, Inc., and SWS-TX Realty, Inc. JEM-Realty, LLC is a wholly-owned subsidiary of Jemison Investment Co., Inc. of which Michael L. Stanwood is a director. Michael L. Stanwood is a limited partner of SJ Limited Partnership and Stanreal, LLC, the general partner of Stanwood Interests Limited partnership. H. Corbin Day and Michael L. Stanwood are the sole shareholders of SWS-GA Realty, Inc. and SWS-TX Realty, Inc. During the last fiscal year, nine such leases were in effect with respect to seven locations in Texas, one location in Georgia, and one location in North Carolina. Five of these leases were entered into in May 1996, one in July 1998, one in April 1999, one in May 2000 and one in June 2002. Three of these leases expire in May 2004, three will expire in May 2005, and three will expire in April 2010. These leases relate to branch facilities ranging in size from approximately 10,000 to 44,500 square feet, together with outside storage and parking, with the exception of one lease which is solely for vacant land used for outside storage. During the fiscal year ended January 31, 2003, we made rental payments to JEM-Realty, LLC, SJ Limited Partnership, Stanreal, LLC (for the benefit of Stanwood Interests Limited Partnership), SWS-GA Realty, Inc., and SWS-TX Realty, Inc. totaling in the aggregate $711,094, and paid real estate taxes and building insurance totaling in the aggregate $108,982 and $3,158, respectively. We also paid for maintenance and repairs, other than structural repairs, pursuant to the requirements of these leases, but the amounts paid by us during the last fiscal year for such items were not substantial and were, in the opinion of our management, normal for the types of properties leased.

Robert N. Blackford, a director, was a member of the law firm of Holland & Knight LLP until January 1, 2002. Holland & Knight LLP served as counsel to us during the fiscal year ended January 31, 2003.