Page 14 of 14 Pages
EXHIBIT 1
JOINT FILING AGREEMENT AMONG IRIDIAN ASSET MANAGEMENT LLC, LC CAPITAL
MANAGEMENT, LLC, CL INVESTORS, INC., ▇▇▇▇ PARTNERS LLC, IRIDIAN PRIVATE BUSINESS
VALUE EQUITY FUND, L.P., ▇▇▇▇▇ ▇. ▇▇▇▇▇ AND ▇▇▇▇▇▇ ▇. ▇▇▇▇
AGREEMENT between Iridian Asset Management LLC ("Iridian"), LC Capital
Management, LLC ("LC Capital"), CL Investors, Inc. ("CL Investors"), ▇▇▇▇
Partners LLC ("▇▇▇▇"), Iridian Private Business Value Equity Fund, L.P.
("Iridian Private Business"), ▇▇▇▇▇ ▇. ▇▇▇▇▇ ("▇▇▇▇▇") and ▇▇▇▇▇▇ ▇. ▇▇▇▇
("▇▇▇▇").
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, ▇▇▇▇, ▇▇▇▇▇▇▇ Private Business, ▇▇▇▇▇
and ▇▇▇▇, 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 The Dun & Bradstreet Corporation 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/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Executive Vice President
LC CAPITAL MANAGEMENT, LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Executive Vice President
CL INVESTORS, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President
▇▇▇▇ PARTNERS LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Executive Vice President
IRIDIAN PRIVATE BUSINESS VALUE EQUITY FUND, L.P.
By: ▇▇▇▇ PARTNERS LLC
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Executive Vice President
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇▇, individually
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇, individually