ISS is urging Post shareholders to vote for the existingexecutive slate and against former chairman John A. Williams, whois taking out full-page advertisements to promote his corporatecandidates. The ISS report suggests the sale of Post is "morelikely, if Williams wins."

Goddard hails the ISS statement as strong ammunition for histeam in the proxy fight. "ISS correctly found that the true issuein this proxy contest is, 'which team is more likely to createvalue for shareholders in the future?'" Goddard says, "their answerwas Post's current board and management."

He says the ISS vote of confidence of Post management isimportant because ISS is "recognized as the nation's leadingindependent proxy voting and corporate governance advisoryfirm."

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