BINGHAM MCCUTCHEN — MEMORANDUM — BASE COMPENSATION AND BONUSES

From: Carbone, Anthony J.
Sent: Monday, February 06, 2012 5:04 PM
Subject: RE: Evaluation, Compensation and Bonus Information
Sensitivity: Confidential

We just noticed a typo in the Class V Base Compensation amount. It has been corrected below. Apologies for the error and any confusion.

Tony Carbone


From: Carbone, Anthony J.
Sent: Monday, February 06, 2012 4:39 PM
Subject: Evaluation, Compensation and Bonus Information
Sensitivity: Confidential

CONFIDENTIAL

To all Associates and Counsel,

For those who were unable to join us for the Chairman’s address on Monday, January 30, this email summarizes the information that was presented regarding annual evaluations, 2011 bonuses, and 2012 compensation.

Annual Evaluations

The evaluation process is largely similar to prior years. Since we now provide the underlying reviews, we are going to eliminate composites for all but those who have performance issues. Attorneys in Class VI and above will continue to receive partnership prospect messages as they have in the past. Meetings are expected to begin the week of February 13.

Bonuses Based on 2011 Performance

The Management Committee approved a bonus schedule for attorneys in Classes I to VI and Counsel I to III (see chart below). Bonuses are awarded in accordance with our bonus policy when an Associate/Counsel achieves 1950 billable / 2100 core hours. Designated pro bono team members are bonus eligible at 1700 billable / 2100 core. Bonuses for Of Counsel and Staff Attorneys will be decided on an individual basis. Awarded bonuses will be paid to US attorneys on March 16 and to UK, Frankfurt, and Hong Kong attorneys on March 28.

We will again provide an extraordinary bonus for attorneys who worked substantially higher hours as detailed in the chart below. Qualifying hours for the extraordinary bonus include all billable and pro bono hours, provided that Associates/Counsel met the following hours expectations under the policy: 1950 billable hours (inclusive of 50 pro bono hours) and 2100 core hours; 1700 billable / 2100 core for designated pro bono team members. Extraordinary bonuses are being awarded again this year as a way to recognize our colleagues who have worked the hardest and made extraordinary contributions to the success of the firm.

The combination of class bonuses and extraordinary bonuses provides an opportunity for Associates and Counsel to achieve total bonus awards of $7500 to $67,500.

Base Compensation for 2012

Our base compensation for 2012 is in accordance with the schedule below. For attorneys promoted in Class, compensation adjustments will be retroactive to January 1st.

Of Counsel and Staff Attorneys:

Base compensation and bonus awards for Of Counsel and Staff Attorneys will be considered on an individual basis.

Tony Carbone

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