Hugh M. Durden, a company director, chairs the new section which includes director Herbert H. Peyton, Walter L. Revell and John D. Uible.

"St. Joe has long followed the letter and spirit of the corporate governance principles embodied in the Sarbanes-Oxley Act," Durden says in a prepared statement. "The creation of this board committee is intended to formalize and strengthen our existing practices in this important area." Durden says the committee's objective is "to further increase the transparency of corporate operations for our shareholders."

In August 2002, the board established a special committee to address the issues raised by the Sarbanes-Oxley Act and legislation by the Securities and Exchange Commission and the New York Stock Exchange. "That committee has now completed its task," Durden says. "The newly-formed governance and nominating committee will continue to monitor legislative and regulatory developments."