Alpha Medical, Inc., f.k.a. Alpha Medical Management, Inc. - Page 6

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          planning for petitioner and its clients, and develops and                   
          maintains client relationships.  During 1990, Stees was the                 
          controller, in addition to being responsible for supervising                
          various functions of the payroll and accounts payable                       
          departments.                                                                
               Petitioner's reimbursement and information systems                     
          departments are part of petitioner's financial division.  From              
          1987 to 1990, Libby Walker (Walker) was petitioner's director of            
          reimbursement.  Walker dealt with the Commerce Clearing House               
          (CCH) guides, the Health Insurance Manual-11 (HIM-11), all the              
          Government rules, and Medicare regulations.                                 
               2.  The Clinical and Operations Division                               
               The operations division provides surveys, advice, and                  
          evaluations for petitioner's clients and develops the operational           
          and clinical products that are delivered to clients.  Rebecca               
          Worley (Worley), a registered nurse, has been petitioner's senior           
          vice president of operations and chief operations officer since             
          petitioner's inception in 1986.  Worley provides strategic focus            
          for petitioner's operations division.  She (1) decides the                  
          direction and timing of client selection and development, (2)               
          translates Rogers' management vision into operational plans, (3)            
          is responsible for marketing services and petitioner's                      
          development, (4) ensures proper staffing levels and training                
          programs, (5) guides clients regarding the direction and actions            
          of their companies, and at one time, (6) oversaw and assisted in            



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