Proxy Advisory Firm Doesn't Want Whole Foods to Keep C.E O., Chairman Posts Together

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Proxy Advisory Firm Doesn't Want Whole Foods to Keep C.E O., Chairman Posts Together

02/22/2008
AUSTIN, Texas -- Proxy advisory firm Proxy Governance, Inc. yesterday recommended that shareholders of Whole Foods Market, Inc. vote for a proposal that would establish a policy of separating the roles of chairman and chief executive.

The firm cited concerns about Mackey's "erratic behavior and possible
disinclination or inability -- after 28 years in the same position -- to
adjust to changing conditions in the company's competitive environment," adding that it might be time to "allow room at the top for another seasoned and knowledgeable voice."

Continued Proxy Government: "While we would generally leave it to the discretion of the board as to when and whether it is
appropriate to separate the positions of chairman and c.e.o., we find that the advisory nature of the proposal allows shareholders to
voice their opinion whether there is a need for an additional perspective, while still permitting the board flexibility to make the final
decision on the matter."

However, the firm recommended re-electing all six nominees to the six-member board, including Mackey.

The shareholders' meeting is scheduled for March 10.