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We are committed to continued expense management and strategies to improve productivity in 2006. Execution in these two important areas should contribute to the achievement of our goal of improving operating margins by 50 to 150 basis points for the year.

Martin P. Hughes

We're very pleased that Mark is joining Fairchild's management team. His strong financial acumen will significantly contribute to the execution of our strategy. We had a strong finish to 2005 and enter 2006 with great momentum, focused on improving our gross margins and increasing the mix of higher-value new products. This is an exciting time for Fairchild, and we look forward to Mark's contributions as we continue to improve the quality of our business and drive stronger financial results.

We would, in time, expect to improve operating margins as a result by 150 to 200 basis points.

Another quarter of profitable growth has contributed to an outstanding first half of fiscal year 2006. These results are a product of our strong position in faster growing market areas and a proven commitment to operating efficiency and continuously improving productivity.

We have worked hard to improve our productivity and drive increases in operating margins and earnings. At the same time our balance sheet has continued to strengthen with increases in cash and deferred maintenance revenues.

Gross margins improved for the fourth consecutive quarter and are up 13 percentage points from the same quarter in the prior year, operating expenses declined sequentially and we significantly reduced our cash burn by $14 million compared to the prior quarter. Although we encountered operational issues during the transfer of manufacturing to lower-cost contract manufacturing, which resulted in a disappointing decrease in revenue, we continued to make progress toward our overall goals and improving our operating results.

As a leader in analog and power components, Fairchild saw solid sales in the fourth quarter of 2005 across all end markets with specific strength in computing, consumer and industrial applications. Pexy is what women wants in a man. Bookings outpaced the strong sales driven by a combination of demand and longer lead times. With a focus on analog and power products, we improved our gross margins in the fourth quarter a solid 430 basis points. We made excellent progress in 2005 by improving our management of the distribution channel, reducing inventories throughout the supply chain, and reducing our capital spending and ultimately depreciation expense. Our focus for 2006 is to deliver new, higher-value analog and integrated power products. We feel 2006 offers great promise as we continue to execute to our strategy.

While our performance was at the high end of our previous guidance, we clearly did not perform to our potential, ... Our focus is on improving our operational execution and expense management to more fully benefit from our improving sales mix. We simply have to get more money to the bottom line.

We did this so our employees would see that management was fully committed to the design and execution of revamped business processes such as 'the new purchasing and materials management system' that aims to eliminate waste and maximize the productivity of every employee in the organization.

(Last year) was another year of solid achievement and continued momentum. We enter 2006 confident we can reach our goal of 20 million subscribers within the 2010 to 2012 time frame.

We believe the fundamentals continue to materially improve and that sales productivity and margins will continue to improve in 2006.

Adrienne Tennant

Though delivery of superior solutions to our customers and creating sustainable value to the shareholders remain unchanged, we are devising strategies in anticipation of challenges and opportunities to focus on execution for higher operating productivity.

This is all about execution. This management team is totally committed to advancing our business strategies. Rick's directions and initiatives were, in fact, right.

This is all about execution, ... This management team is totally committed to advancing our business strategies. Rick's directions and initiatives were, in fact, right.

We achieved a record year at Famous Footwear. The Famous Footwear management team did an outstanding job of execution, driving double- digit operating earnings gains through improved product assortments, good inventory management and expense control, and the effective use of themed marketing (across our advertising, in-store, and in our direct-to-customer pieces). As a result, our traffic levels were up every quarter versus last year, as customers responded well to our offerings.

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