NORTHERN TRUST CORPORATION The Role of the CFO What They Don’t Tell You in Business School or in the Recruitment Process J.L. Kellogg School of Management, Northwestern University Finance Conference 2006 November 18, 2006 Steven L. Fradkin Executive Vice President & Chief Financial Officer Agenda 2 About Northern Trust Overview Our Businesses The Role of the Chief Financial Officer A personal journey to the Chief Financial Officer role The textbook definition of the CFO’s responsibilities and how the role is changing Myth versus Reality: What they don’t tell you in business school or in the recruitment process J. L. Kellogg School of Management 2006 Finance Conference NORTHERN TRUST CORPORATION About Northern Trust Overview 3 The Northern Trust Difference 4 Unique in our culture, history, share ownership, and organic growth Unique in our financial strength and stability Unique in our business focus – one business serving two channels Unique in our product leadership Unique in our service model and consistent record of delivery J. L. Kellogg School of Management 2006 Finance Conference Northern Trust Corporation Client-centric and Highly Focused Asset Servicing Personal Financial Services Serving affluent private clients in U.S. and Europe Northern Trust Global Investments Corporate & Institutional Services Banking Serving institutional investors worldwide Integrated Operations & Technology Platform Assets Under Custody Assets Under Management Bank Assets $3.3 Trillion $667 Billion $55 Billion As of September 30, 2006 5 J. L. Kellogg School of Management 2006 Finance Conference Northern Trust Corporation Client-centric and Highly Focused Asset Servicing Personal Financial Services Serving affluent private clients in U.S. and Europe Northern Trust Global Investments Corporate & Institutional Services Banking Serving institutional investors worldwide Integrated Operations & Technology Platform Some businesses Northern Trust is NOT IN: Consumer Finance Investment Banking Retail Banking Insurance ADRs Venture Capital 6 Some businesses Northern Trust has EXITED: Corporate Trustee DC Record Keeping Primary Dealer Stock Transfer Discount Brokerage Corporate Finance Credit Cards Merchant Card Processing Futures J. L. Kellogg School of Management 2006 Finance Conference Strategic Evolution From… 7 To… Broad-based Orientation Tightly Focused on Core Businesses Product Orientation – Banking & Trust Client Orientation – Asset Administration PFS Chicago Presence PFS National Footprint C&IS Domestic Business C&IS Global Enterprise NTGI Traditional Asset Management NTGI Fully Diversified, Global, and Asset Management Multi-Product Asset Manager J. L. Kellogg School of Management 2006 Finance Conference Who Are Our Clients? Providing Solutions for Many of the World’s Leading Organizations One Constant: Our Focus on Our Clients 8 J. L. Kellogg School of Management 2006 Finance Conference 2006 Results Reflect Excellent Performance Year-to-Date 9/30/06 % Growth 2005 to 2006 $1,333 Million +15% Other Non-Interest Income $363 Million +20% Net Interest Income $588 Million +10% $2.28 Billion +15% $1,442 Million +13% $495 Million +13% Earnings Per Share $2.23 +13% Assets Under Custody $3.3 Trillion +16% $1.54 Trillion +30% $667 Billion +10% Trust, Inv. & Other Servicing Fees Total Revenues Non-Interest Expenses Net Income Global Custody Assets Assets Under Management 9 J. L. Kellogg School of Management 2006 Finance Conference Outstanding, Long-Term Growth in Client Assets Assets Under Custody Assets Under Management ($ Trillions) ($ Billions) 12/31/95 - 9/30/06 CAGR: 17% S&P 500 CAGR: 7% 12/31/95 - 9/30/06 CAGR: 19% S&P 500 CAGR: 7% $3.3 $667 $618 $2.9 $572 $2.6 $479 Acquired $75 BN Index Assets $2.1 $1.6 $1.7 $1.5 $326 $320 $1.5 $292 $1.3 $303 $233 $1.1 $197 $0.8 $130 $0.6 $106 S&P 500 S&P 500 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 3Q06 10 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 3Q06 J. L. Kellogg School of Management 2006 Finance Conference Differentiated Financial Strength Evidenced by Strong Credit Ratings Northern Trust Corporation is one of only seven U.S. Bank Holding Companies to carry Standard & Poor’s Long-Term Debt Rating of ‘AA- or better.’ S&P rates approximately 200 bank holding companies Other bank holding companies with a rating of ‘AA- or better’: Bank of America, Citigroup, HSBC USA, State Street, U.S. Bancorp, and Wells Fargo. Northern Trust is one of only sixteen U.S. Banks to carry Fitch Rating’s ‘A/B’ individual rating or better. 11 Fitch assigns their individual rating to over 100 banks J. L. Kellogg School of Management 2006 Finance Conference A Differentiated Price/Earnings Multiple As of September 30, 2006 using 2006 “Street” projected earnings 1. Northern Trust 19.0 8. BB&T 13.7 15. Comerica 12.0 2. State Street 18.5 9. Huntington 13.3 16. Wachovia 11.8 3. Mellon 18.4 10. SunTrust 13.2 17. Citigroup 11.7 4. Bank of New York 15.8 11. JPMorgan Chase 13.1 18. Bank of America 11.6 5. PNC Bank 14.5 12. KeyCorp 13.0 6. Wells Fargo 14.5 13. US Bancorp 12.7 Full Peer Group 13.8 7. Fifth Third 14.4 14. National City 12.0 Trust/Custody Peers 17.6 NTRS Premium to Trust Peers: 8% NTRS Premium to Full Peer Group: 38% 12 J. L. Kellogg School of Management 2006 Finance Conference NTRS: A High Performance Company GE STOCK PRICE $40 NTRS STOCK PRICE $60 $58.43 $35.30 CAGR = 16.7% $0 $0.69 3/31/81 CAGR = 17.6% $0 9/30/06 GE EPS $0.94 3/31/81 9/30/06 NTRS EPS $3 $3 $2.65 CAGR = 10.7% CAGR = 11.4% $1.72 $0.20 $0.15 $0 12/31/81 12/31/05 $0 12/31/81 12/31/05 Note: Closing stock prices adjusted for splits and dividends. Annual EPS is as reported and adjusted for splits. 13 J. L. Kellogg School of Management 2006 Finance Conference NTRS versus Fortune’s Most Admired Companies of 2005 Stock Price Performance FY 2005 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 14 YTD 9/30/06 Northern Trust +6.7% +12.8% Procter & Gamble FedEx Southwest Airlines Berkshire Hathaway Microsoft Starbucks General Electric Johnson & Johnson Wal-Mart Dell S&P 500 +5.1% +5.0% +0.9% +0.8% -2.1% -3.8% -4.0% -5.2% -11.4% -28.9% +3.0% +8.8% +5.4% +1.5% +8.1% +5.7% +13.5% +3.0% +10.0% +6.5% -23.7% +7.0% J. L. Kellogg School of Management 2006 Finance Conference Unique in Our Financial Strength and Stability Delivering High Performance Results For Investors, Employees, The Community and Other Constituents…Consistently Over Time 2000% 1600% CAGR since 12/31/90: NTRS 17% KBW 50 14% S&P 500 9% As of 9/30/06: NTRS +1,088% 1200% $58.43 800% KBW50 +694% 400% S&P 500 +305% $4.92 0% 15 1990 2000 J. L. Kellogg School of Management 2006 Finance Conference 2006 ... And Commitment to Community & Philanthropy High Performance Results can be Consistent with Companies Contributing to their Communities Northern Trust consistently contributes approximately 1.5% of pre-tax profits to charities every year Ranked as the 9th most generous cash contributor by Business Week in 2005 Employees donated more than 230,000 volunteer hours in 2005 Awarded more than $13 million in cash contributions in 2005 to organizations, supporting causes ranging from literacy to affordable housing Northern Trust named one of the "100 Best Companies for Working Mothers" for the 15th consecutive year! Northern Trust Named one of “100 Best Corporate Citizens” Named one of Global Finance magazine’s “World’s Most Socially Responsible Companies” 16 J. L. Kellogg School of Management 2006 Finance Conference NORTHERN TRUST CORPORATION About Northern Trust Our Businesses 17 Personal Financial Services Industry Leader in Serving the Affluent Market Wealth Management Wealth Advisory Private Client The recognized leader in providing sophisticated financial solutions to high net worth families. Target market: Individuals or families with $75+ million in investable assets Delivering comprehensive, investment solutions through a multi-manager investment program. Target market: Individuals or families with $10 to $75 million in investable assets Delivering high-touch trust, investment management and banking solutions to individuals through 84 offices in 18 states. Target market: Affluent individuals with at least $1 million in investable assets $1 Million $10 Million $75 Million Client Investable Assets 18 J. L. Kellogg School of Management 2006 Finance Conference Personal Financial Services Industry Leading Personal Trust Provider Largest Personal Trust Bank in U.S. Source: SNL Financial Personal Trust Assets (Billions) 1. Northern Trust $135.4 2. Bank of America 100.8 3. J.P. Morgan Chase 80.5 4. Wachovia 59.8 5. Citigroup 54.6 6. Mellon 53.8 7. Wells Fargo 40.0 8. U.S. Bancorp 39.4 9. National City 35.0 10. PNC Financial 28.9 Source: SNL Financial as of 12/31/05 19 J. L. Kellogg School of Management 2006 Finance Conference Personal Financial Services Comprehensive Advice-Based Solutions Brokerage Full Service Brokerage Managed Account 10b5-1 Plans Money Market Instruments Safekeeping Private Passport Online access to banking, trust, investment management, mutual funds, and brokerage information Retirement Services Qualified Plan Services Defined Benefit Plans Defined Contribution Plans IRA Rollovers Investment Management Individual 401(k) Plans Comprehensive Trust Services Family Business Services Real Estate and Farm Management Minerals Management Charitable Services Trust and Estate Settlement Services Guardianship Services Client Financial Consulting Retirement Planning Estate Planning Tax Planning Asset Allocation Stock Option Planning Investment Management 20 Structured Investment Services Asset Allocation Equity Investing Fixed-Income Investing Corporate Banking Working Capital and General Corporate Loans Secured and Cash Flow Lending Acquisition Financing Industrial Development Bonds Equipment Finance and Leasing Private Banking Short-Term Asset Management Indexing Alternative Investments Single Stock Strategies J. L. Kellogg School of Management 2006 Finance Conference Checking & Deposit Services Personal Loans Real Estate Development Loans Margin Loans Stock Option Lending Home Mortgages Equity Credit Lines Personal Financial Services Extensive Reach in High Growth, Target Market 84 Offices in 18 States Projected Millionaire Household Growth Over 50% of millionaire market resides within a 45-minute drive of Northern Trust offices. (Within PFS Footprint, Millions) Washington (1) 2.2 Minnesota Michigan (1) (3) Wisconsin (1) Connecticut (1) Illinois (18) Colorado (1) Ohio (1) Delaware (1) Missouri (1) Georgia (1) Arizona (8) Texas (7) Florida (25) Source: IXI, Claritas. 21 1.5 New York (1) Nevada (1) California (11) Massachusetts (1) J. L. Kellogg School of Management 2006 Finance Conference 2005 2010 47% Increase 8% CAGR Personal Financial Services Spotlight: Outstanding Growth in Wealth Management Wealth Management – Assets Under Custody $ Billions $124 $125 Target Market: Families with $75+ million in investable assets Industry leading technology AUC: $124.2 billion AUM: $24.6 billion 22% of Forbes 400 350 families $100 $75 $114 $101 $82 $61 $65 $65 $52 $50 $38 $28 12/31/95 to 9/30/06 % Change CAGR Wealth Mgmt. AUC +675% +21% S&P 500 +117% +7% $23 $25 $16 $0 1995 1996 1997 1998 1999 2000 2001 As of September 30, 2006 22 J. L. Kellogg School of Management 2006 Finance Conference 2002 2003 2004 2005 3Q06 Personal Financial Services Growth and Industry Positioning Reputation: Outstanding Private Bank PFS Assets Under Management ($ Billions) PFS Assets Under Custody ($ Billions) $128 – Private Banking International Serving 22% of Forbes 400 Wealthiest Families – Forbes $243 Fiduciary Culture: Largest Personal Trust Bank in the U.S. – SNL Financial Superb Ratings for Trustworthiness and Objectivity – Spectrem Research Institutional Scale: World’s 10th Largest Asset Manager – Pensions & Investments Magazine $38 $63 Top 500 Innovative Technology Users – Information Week Exceptional Client Service: Dec 1995 Sept 2006 Dec 1995 Sept 2006 Client Satisfaction Rating of 86% – 2005 PFS Client Satisfaction Survey 23 J. L. Kellogg School of Management 2006 Finance Conference Corporate & Institutional Services A Worldwide Leader in the Institutional Marketplace Asset Management Cash Active Passive Securities Lending Manager of Managers Foreign Exchange Transition Management Commission Recapture Risk Management Attribution Analysis Value at Risk Cross-Border Pension Pooling Compliance Monitoring Market Event Analytics Accounting Reporting Valuation Rates of Return Multinational Fund Accounting Investment Operations Hedge Fund Administration Private Equity Administration Property Administration Information Services Fund Services Asset Servicing 24 Outsourcing Active Collateral Management Safekeeping Settlement J. L. Kellogg School of Management 2006 Finance Conference HQ Reporting Income Collection Corporate Actions Corporate & Institutional Services Positioned Globally for Growth Positioned to serve clients locally and capitalize on global opportunities Chicago (Corporate Headquarters) Toronto New York Dublin Guernsey Jersey Isle of Man London Amsterdam Luxembourg Tokyo Beijing Hong Kong Bangalore* Singapore 15 Locations Worldwide Clients in 40 Countries *Name change announced and to be implemented at a later date 25 J. L. Kellogg School of Management 2006 Finance Conference Trade Settlement in 90 Markets Corporate & Institutional Services Strong Position in Target Institutional Segments Percent Served by Northern Trust Top 200 US Pension Plans 34% Top 100 US Corporate Plans 37% Top 100 US Public Funds 31% Top 50 US Endowments 28% Top 50 US Foundations 30% Top 50 US Healthcare Funds 32% 36% Top 25 Taft Hartley Plans UK Local Authority Plans 30% Top 200 UK Pension Plans 28% 0% 25% 50% Source: Pensions and Investments 23 January 2006, 26 December 2005, and 30 May 2005; IPE Top 1000 Supplement, September 2005; and S&P Directory of Tax-Exempt Organizations, 2005. 26 J. L. Kellogg School of Management 2006 Finance Conference 75% 100% Corporate & Institutional Services Spotlight: Outstanding International Growth Global Custody Assets $ Billions $1,539 $1,600 12/31/95 to 9/30/06 $1,400 $1,200 % Change CAGR Global Custody Assets +1,710% +31% S&P 500 +117% +7% +66% +5% EAFE $1,240 $965 $1,000 $800 $727 $600 $471 $385 $400 $200 $452 $312 $149 $200 $85 $108 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 3Q06 15% 15% 15% 18% 23% 26% 30% 35% 38% 41% 46% 50% $0 % of C&IS Total AUC 27 J. L. Kellogg School of Management 2006 Finance Conference Corporate & Institutional Services International: Growing Contribution to the Bottom Line % of Northern Trust Corporation Net Income resulting from International Activities 29% 30% 27% 25% 24% 23% 22% 21% 24% 21% 19% 20% 16% 16% 16% 1994 1995 1996 15% 9% 10% 7% 5% 0% 1992 28 1993 1997 1998 1999 J. L. Kellogg School of Management 2006 Finance Conference 2000 2001 2002 2003 2004 2005 Corporate & Institutional Services Strong Growth in Client Assets C&IS Assets Under Custody ($ Trillions) C&IS Assets Under Management ($ Billions) Industry has rewarded our efforts European Pension Fund Custodian of the Year $3.07 $539 International Custody And Fund Administration 3rd Consecutive Year (February 2006) One of Two Custodians to Qualify In Each Region R&M Survey (March 2006) Custodian of the Year Global Pensions 2006 Awards (January 2006) Best Global Custodian – Billionaires Global Investor Global Custody Survey (May 2006) Best Sole Custodian Global Investor Global Custody Survey (May 2006) $0.55 Best Global Custodian in Asia $67 Global Investor Global Custody Survey (May 2006) Dec 1995 29 Sep 2006 Dec 1995 Sep 2006 J. L. Kellogg School of Management 2006 Finance Conference Northern Trust Global Investments World Class Investment Manager $667 Billion Assets Under Management as of September 30, 2006 A Diversified Asset Manager Across Asset Classes Across Client Segments Equities $245 Billion (37%) Short Duration $301 Billion (45%) Fixed Income $113 Bn (17%) Personal $128 Billion Institutional $539 Billion Other $8 Billion (1%) 30 J. L. Kellogg School of Management 2006 Finance Conference Across Styles Active $416 Billion (62%) Quantitative $218 Billion (33%) Manager of Managers $33 Billion (5%) Northern Trust Global Investments A Continuum of Investment Products PRODUCT BREADTH Multi-Advisor Funds Hedge Funds Private Equity Canadian & UK Programs Int’l/US Equity Manager of Managers Minority and Emerging Managers Growth & Value Equity Investment Program Solutions Short & Long Duration Fixed Income International Equities EAFE Index Technology Small Cap Growth Index & Enhanced Capabilities Mid Cap Growth Large Cap Growth Large Cap Value Exchange Fund Methods of Delivery Investment Program Solutions Socially Responsible Separate Accounts Emerging & Minority Programs Tax Advantaged Collective Funds Enhanced Index Funds Alternative Investments Fixed Income and Equity Index Funds Common Funds International Fixed Income Mutual Funds High Yield Core Fixed Income Municipals Government Short/Intermediate Duration Fixed Income Stable Value Cash Management Active Investment Management Quantitative Management Manager of Managers Investment Options 31 J. L. Kellogg School of Management 2006 Finance Conference Northern Trust Global Investments Strong Growth in Assets Under Management Assets Under Management Industry Has Rewarded Our Efforts Dec 1995 to Sept 2006 CAGR Northern Trust S&P 500 10th Largest Asset Manager Worldwide Pensions & Investments (May 2006) 19% 3rd Largest U.S. Institutional 7% Index Manager P&I (May 2006) $ Billions 4th Largest Manager $800 U.S. Institutional Tax-exempt Assets $667.2 $700 P&I (May 2006) Winner: U.S. Equity (Passive) $600 Global Investor Magazine Awards for Investment Excellence (April 2006) $500 $400 Winner: Multi-Manager Global Investor Magazine Awards for Investment Excellence (April 2006) $300 $200 $105.5 Rated #1 Global Securities Lender $100 International Securities Finance (September 2006) $0 Dec 1995 32 Sept 2006 J. L. Kellogg School of Management 2006 Finance Conference Northern Trust Corporation Well Positioned for Growth Rich History Focused Strategy on Growth Businesses Exclusively Focused on the Management and Administration of Client Assets Conservative Culture 117 Year Heritage — Undiluted by Mergers & Acquisitions One of only 7 independent U.S. Bank Holding Companies Rated ‘AA- or better’ by S&P Seasoned Management Team Bill Osborn - Chairman & CEO Rick Waddell - President & COO Sherry Barrat - President – PFS Steve Fradkin - EVP & Chief Financial Officer Tim Moen - EVP – Human Resources Bill Morrison - President – PFS Steve Potter – EVP – C&IS International Jana Schreuder - President – WWOT Tim Theriault - President – C&IS Terry Toth - President – NTGI Kelly Welsh - EVP & General Counsel 33 J. L. Kellogg School of Management 2006 Finance Conference Northern Trust 36 Years 31 Years 16 Years 21 Years 5 Years 10 Years 24 Years 26 Years 24 Years 19 Years 6 Years Industry 36 Years 31 Years 36 Years 21 Years 31 Years 33 Years 24 Years 26 Years 28 Years 24 Years 28 Years NORTHERN TRUST CORPORATION The Role of the Chief Financial Officer 34 A Personal Journey to the Chief Financial Officer Role CFO International Sales Expatriate Assignment in London Global Sales Head General Manager for International Business Financial Management Compliance Group 1985 NTRS Stock $2.35 Price EOP 1990 1995 2000 2005 2006 $4.92 $14.00 $81.56 $51.82 $58.43* *As of September 30, 2006 35 J. L. Kellogg School of Management 2006 Finance Conference The Role of the CFO Textbook Definition Job Description: Responsible for all financial aspects of company operations Provide leadership and coordination in the administrative, business planning, accounting and budgeting efforts of the company Primary Responsibilities: Coordinate the preparation of financial statements, financial reports and special analyses Develop and implement finance, accounting, billing and auditing procedures Establish Ensure and maintain appropriate internal controls compliance with local, state and federal reporting requirements Develop and direct implementation of strategic and operational plans Analyze cash flow, cost controls and expenses to guide management Serve And on planning and policy making committees much, much more … Source: hrvillage.com 36 J. L. Kellogg School of Management 2006 Finance Conference The Role of the CFO The Changing Role of Corporate Finance: From Steward to Strategist Strategist Stakeholder Management Analysis & Interpretation Capital Optimization Planning Record & Report Finance Management Policy Enforcement Source: Deloitte CFO Center 37 Risk Management J. L. Kellogg School of Management 2006 Finance Conference Steward The Role of the CFO – Myth versus Reality Myth Reality The executive suite or “C Suite”… … is not always sweet. The CFO role is a financial job. It is a management job with oversight responsibility for financial functions People generally fall in line with Driving company performance drives and work together to achieve financial goals. All corporate functions share in people crazy. Not the right job if the goal is to win a popularity contest. When things are not going well, they are called “financial problems.” the blame when things are not going well. Public company quarterly “Fencing on a tightrope, 500 feet in the air, with no safety net below.” earnings conference calls are effortlessly executed. Rising to the CFO spot means Counterintuitive career findings: Rising to you figured it all, or most of it, out. The CFO works with a select the CFO spot enhances job insecurity. The CFO works with directors, investors, group of senior managers. management, regulators, auditors, employees, vendors, communities and interest groups, to name a few. Communication and management is key. Experience, judgment, ethics, low ego, adaptability and fortitude are all important ingredients of an effective CFO. 38 J. L. Kellogg School of Management 2006 Finance Conference Conclusion “It is not the strongest of the species that survives, nor the most intelligent that survives. It is the one that is the most adaptable to change.” -Charles Darwin 39 J. L. Kellogg School of Management 2006 Finance Conference NORTHERN TRUST CORPORATION The Role of the CFO What They Don’t Tell You in Business School or in the Recruitment Process J.L. Kellogg School of Management, Northwestern University Finance Conference 2006 November 18, 2006 Steven L. Fradkin Executive Vice President & Chief Financial Officer