THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Tyco International Ltd. (TYC)

1/23/2006 Proxy Information

In November 2004, in connection with being hired as the President of Tyco Engineered Products and Services, Thomas Lynch sold his home to the relocation company pursuant to the relocation program for $755,000. The Company paid Mr. Lynch $12,000 for the loss on the sale of his home and the estimated gross-up payment of $9,176 pursuant to the terms of the relocation program, as described above. In June 2005, the relocation company sold Mr. Lynch's home for $705,000. The Company paid the relocation company for the loss of $50,000 on the resale of Mr. Lynch's home pursuant to the terms of the relocation program.

1/18/2005 Proxy Information

In fiscal 2004, there were no transactions with companies where our directors were employed and served as officers that exceeded one percent of the gross revenue of any of these entities or of the Company, which is the threshold set forth in the Company's governance principles, as described under "Corporate Governance" above.

The Company offers a relocation program for employees who relocate at the Company's request and, in appropriate circumstances, to new employees who relocate in connection with their employment by the Company. Our program covers the cost, either through direct payment or reimbursement, for most of the reasonable expenses associated with relocation, including, but not limited to, disposition of current residence, home finding, home purchase/lease acquisition, temporary living, a miscellaneous allowance equal to one month's salary, and transportation and storage of household goods. In addition, the relocation program provides a tax gross-up on the taxable portion of certain amounts received by or paid on behalf of the employee under the program.

For our executives, the relocation program includes a buyout provision for the pre-move residence. Tyco has engaged a relocation company to manage the home sale process. The relocation company purchases the home either at an appraised market value or at the value offered by a bona fide third-party purchaser. The relocation company then resells the home, and the Company is responsible for any costs associated with the subsequent maintenance and sale of the home, including the payment of a service fee to the relocation company.

In fiscal 2004, Carol Anthony Davidson, our Senior Vice President, Controller and Chief Accounting Officer, received benefits under the relocation program in connection with his relocation to Princeton, New Jersey. Mr. Davidson sold his home to the relocation company pursuant to the relocation program for $1,057,500. In September 2004, the relocation company sold Mr. Davidson's home for $1,050,000, and the Company paid the relocation company for the loss of $7,500 on the resale of Mr. Davidson's home.

As reported in last year's Proxy Statement, in fiscal 2004, John Evard, our Senior Vice President and Chief Tax Officer, received benefits under the relocation program in connection with his relocation to Princeton, New Jersey. Mr. Evard sold his home to the relocation company pursuant to the relocation program for $1,300,000. In January 2004, the relocation company sold Mr. Evard's home for $1,260,000. The Company paid the relocation company for the loss of $40,000 on the resale of Mr. Evard's home and paid Mr. Evard $426,064 for the loss on sale of his home from capital improvements and a gross-up payment of $311,456.

In November 2004, in connection with being hired as the President of Tyco Engineered Products and Services, Thomas Lynch sold his home to the relocation company pursuant to the relocation program for $755,000. The Company paid Mr. Lynch $12,000 for the loss on the sale of his home and an estimated gross-up payment of $5,299 pursuant to the terms of the relocation program, as described above. The relocation company is currently in the process of finding a buyer for Mr. Lynch's home.

1/28/2004 Proxy Information

During fiscal year 2003, the Company engaged in commercial transactions in the normal course of business with Brunswick Corporation. Mr. Buckley is an executive officer of Brunswick Corporation.

During fiscal year 2003, the Company engaged in commercial transactions in the normal course of business with Verizon Communications, Inc. Mr. Gordon was an officer of Verizon Communications, Inc.

During fiscal year 2003, the Company engaged in commercial transactions in the normal course of business with VF Corporation. Mr. McDonald is an executive officer of VF Corporation.

During fiscal year 2003, the Company engaged in commercial transactions in the normal course of business with Imperial Chemical Industries PLC and MicroWarehouse, Inc., Dr. O'Neill was an executive officer of Imperial Chemical Industries PLC and MicroWarehouse, Inc.

During fiscal year 2003, the Company engaged in commercial transactions in the normal course of business with Imperial Chemical Industries PLC and MicroWarehouse, Inc., Mr. York was an executive officer of Imperial Chemical Industries PLC and MicroWarehouse, Inc.

During fiscal year 2003, the Company engaged in commercial transactions in the normal course of business with Marsh & McLennan Companies, Inc. Ms. Wijnberg is an executive officer of Marsh & McLennan Companies, Inc.