Page 12 of 12 Pages
EXHIBIT 1
JOINT FILING AGREEMENT AMONG IRIDIAN ASSET MANAGEMENT LLC, LC CAPITAL
MANAGEMENT, LLC, CL INVESTORS, INC., XXXX PARTNERS LLC, IRIDIAN PRIVATE BUSINESS
VALUE EQUITY FUND, L.P., XXXXX X. XXXXX AND XXXXXX X. XXXX
AGREEMENT between Iridian Asset Management LLC ("Iridian"), LC Capital
Management, LLC ("LC Capital"), CL Investors, Inc. ("CL Investors"), XXXX
Partners LLC ("XXXX"), Iridian Private Business Value Equity Fund, L.P.
("Iridian Private Business"), Xxxxx X. Xxxxx ("Xxxxx") and Xxxxxx X. Xxxx
("Xxxx").
WHEREAS, in accordance with Rule 13d-1(k) under the Securities Exchange Act
of 1934 (the "Act"), only one statement containing the information required by
Schedule 13G and any amendments thereto need be filed whenever two or more
persons are required to file such a statement or any amendments thereto with
respect to the same securities, provided that said persons agree in writing that
such statement or any amendment thereto is filed on behalf of them.
NOW, THEREFORE, in consideration of the premises and mutual agreements
contained herein, the parties hereto agree as follows:
Iridian, LC Capital, CL Investors, XXXX, Xxxxxxx Private Business, Xxxxx
and Xxxx, do hereby agree, in accordance with Rule 13d-1(k) under the Act, to
file a Schedule 13G and any amendments thereto, relating to their ownership of
the common stock of Travelers Property Casualty Corp. and do hereby further
agree that said Schedule 13G shall be filed on behalf of each of them.
Date: February 7, 2001
IRIDIAN ASSET MANAGEMENT LLC
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------
Xxxxxxx X. Xxxxxxx, Executive Vice President
LC CAPITAL MANAGEMENT, LLC
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------
Xxxxxxx X. Xxxxxxx, Executive Vice President
CL INVESTORS, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------
Xxxxxxx X. Xxxxxxx, President
XXXX PARTNERS LLC
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------
Xxxxxxx X. Xxxxxxx, Executive Vice President
IRIDIAN PRIVATE BUSINESS VALUE EQUITY FUND, L.P.
By: XXXX PARTNERS LLC
By: /s/ Xxxxxxx X. Xxxxxxx
----------------------------------
Xxxxxxx X. Xxxxxxx, Executive Vice President
/s/ Xxxxx X. Xxxxx
----------------------------------
Xxxxx X. Xxxxx, individually
/s/ Xxxxxx X. Xxxx
----------------------------------
Xxxxxx X. Xxxx, individually
