Menard, Inc. - Page 9

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               B. Menards’s Corporate Structure5                                      
               Menards has three major divisions:  Operations,                        
          manufacturing, and corporate.  All department managers, plant               
          managers, and supervisors report to Mr. Menard and his division             
          managers.                                                                   
                    1.  Operations                                                    
               The operations division controls Menards’s retail stores.              
          Mr. Menard’s brother, Lawrence Menard (L. Menard), serves as                
          operations manager and oversees all aspects of the stores’                  
          operations with respect to personnel.  The merchandising                    
          department, an offshoot of the operations division, handles the             
          stores’ merchandising needs.  Edward S. Archibald, senior                   
          merchandising manager, oversees the purchasing, merchandising,              
          and marketing of all items for resale at Menards.  Mr.                      
          Archibald’s involvement in marketing includes the use of print              
          and broadcast media for store promotions.                                   
                    2.  Manufacturing                                                 
               Midwest Manufacturing (Midwest), the manufacturing division,           
          operated eight manufacturing plants during TYE 1998.  Dennis W.             
          Volbrecht, Midwest’s general manager, oversees all departments              
          and facilities, supervises the plant managers, and assists in the           
          design and proposal of products.                                            


               5Unless otherwise noted, Menards’s corporate structure                 
          during TYE 1998 was the same as described herein.                           




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