Kimberly-Clark's policies and stock option plans require options to be granted at no less than the market price of Kimberly-Clark common stock on the date of grant. Kimberly-Clark's Management Development and Compensation Committee (the “Committee”), which is composed entirely of independent directors, administers Kimberly-Clark's executive equity plans. (For additional information regarding this Committee, please click on the following link – www.kimberly-clark.com/investors/governance.aspx.)

Two categories of stock options have been granted under Kimberly-Clark's equity plans approved by stockholders in 1992 and 2001: Annual Grants; and Recruiting and Retention Grants. Annual Grants are made each year at a meeting of the Committee which is scheduled at least one year in advance. Annual Grants have accounted for more than 99.5 percent of all options granted under these plans since 1992.

Kimberly-Clark's Chief Executive Officer has limited authority to grant employee stock options in connection with recruiting and special employee recognition and retention matters. These Recruiting and Retention Grants may not exceed 200,000 stock options, restricted shares, or restricted share units, in the aggregate, in any calendar year. The Chief Executive Officer is not permitted to make any Recruiting and Retention Grants to any executive officer of the company. Generally, these Recruiting and Retention Grants are made on regularly scheduled dates during each quarter.

No individual executive has any role in choosing the grant date for their stock option grants.

Kimberly-Clark has reviewed its stock option grants under the plans and its public disclosures relating to such grants and believes that it has fully complied with all applicable laws and accounting rules relating to stock options. Kimberly-Clark's stock option practices and internal controls are designed to ensure that options are granted at the market price on the grant date, and our review has confirmed that all grants made under the company's plans since 1993 were made at an exercise price equal to the market value of the stock on the date of the grant.

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