Free Declaration - District Court of Delaware - Delaware

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IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE ACUITY BRANDS, INC. and ACUITY BRANDS LIGHTING, INC., Plaintiffs, v. COOPER INDUSTRIES, INC. and COOPER LIGHTING, INC., Defendants. ) ) ) ) ) ) ) ) ) ) )

C.A. No. 07-444-***

DECLARATION OF RODGER D. SMITH II 1. I am a partner in the law firm of Morris, Nichols, Arsht & Tunnell LLP,

counsel for plaintiffs Acuity Brands, Inc. ("Acuity Brands") and Acuity Brands Lighting, Inc. ("Acuity Lighting") (collectively, "Acuity"). 2. Attached hereto as Exhibit A is a copy of the Form 10-K for Acuity

Brands for the fiscal year ending August 31, 2006. 3. Attached hereto as Exhibit B is a copy of a brochure for the RT5TM series

of light fixtures offered for sale by Acuity Lighting. 4. Attached hereto as Exhibit C is a copy of a white paper published by

Acuity Lighting concerning volumetric lighting. 5. Attached hereto as Exhibit D is a copy of a brochure for the accordTM

series of light fixtures offered for sale by defendant Cooper Lighting, Inc. 6. Attached hereto as Exhibit E is a copy of the Form 10-K for Cooper

Industries, Ltd. for the fiscal year ending December 31, 2006.

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7.

Attached hereto as Exhibit F is a copy of the 2006 Annual Report for

Cooper Industries, Ltd. 8. Attached hereto as Exhibit G are the results of a search performed on

Cooper's website on October 1, 2007, for retail distributors of Cooper Lighting's products in Delaware (www.cooperlighting.com/content/where_to_purchase/where_to_purchase.asp). 9. Attached hereto as Exhibit H are the results of a search performed on

Cooper's website on October 1, 2007, for wholesale distributors of Cooper Lighting's products in Delaware (www.cooperlighting.com/content/where_to_purchase/where_to_purchase.asp). I declare under penalty of perjury that the foregoing is true and correct.

/s/ Rodger D. Smith II (#3778) Rodger D. Smith II Dated: October 1, 2007
1251067

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CERTIFICATE OF SERVICE I, Rodger D. Smith, hereby certify that on October 1, 2007, I caused the foregoing document to be electronically filed with the Clerk of the Court using CM/ECF, which will send notification of such filing(s) to the following: Philip A. Rovner, Esquire POTTER ANDERSON & CORROON LLP I also certify that copies were caused to be served on October 1, 2007, upon the following in the manner indicated: BY EMAIL AND HAND DELIVERY Philip A. Rovner, Esquire POTTER ANDERSON & CORROON LLP 1313 N. Market Street P.O. Box 951 Wilmington, DE 19899 [email protected] BY EMAIL David S. Foster, Esquire Latham & Watkins LLP Sears Tower, Suite 5800 233 South Wacker Drive Chicago, IL 60606 [email protected] /s/ Rodger D. Smith II (#3778) Rodger D. Smith II (#3778) MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 N. Market Street P.O. Box 1347 Wilmington, DE 19899 (302) 658-9200 [email protected] Attorneys for Plaintiffs Acuity Brands, Inc. and Acuity Brands Lighting, Inc.

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EXHIBIT B

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enhance your environment

One Lithonia Way, Conyers, GA 30012

Phone: 800-858-7763

www.lithonia.com

©2007 Acuity Brands Lighting, Inc.

06/07

GF6818

Form No. 134.3

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ENHANCE YOUR ENVIRONMENT
RT5TM volumetric recessed lighting from Lithonia Lighting is a new standard in fluorescent lighting. RT5 luminaires provide volumetric lighting, filling the entire volume of space with just the right amount of light. This makes the RT5 an ideal solution for offices, schools, hospitals, retail and other workspaces. RT5 volumetric lighting produces a softer, more comfortable light, truly enhancing the environment.

CREATES VISUAL HARMONY
By providing an even distribution of soft light, RT5 fixtures make workspaces more attractive and facial features more lively and well defined. They also eliminate the glare and dark spots associated with parabolics, so the environment is more comfortable.

enhance your environment

IMPROVES OVERALL AESTHETICS
Thanks to their unique design, RT5 fixtures improve the aesthetics of any room by creating an unprecedented combination of volumetric lighting and a quiet ceiling. The fixture itself, with its measured proportions and elegant lines, also is pleasing to the eye without drawing undue attention.

REDUCES ENERGY CONSUMPTION
High-quality components and optimized fixture design makes the RT5 fixture an extremely efficient luminaire that is good for the environment. They deliver the right amount of light while providing up to 33% energy savings over standard 18-cell, three-lamp T8 parabolics.

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office / school / retail

(Retail)

(Office)

(School)

(Office)

(Open Office)

IMPROVES OVERALL AESTHETICS
Fixtures that deliver volumetric light typically create ceilings cluttered with distracting spots of bright light. Often fixtures that provide a quiet ceiling produce a cave effect that makes the room feel closed-in and unattractive. RT5TM lighting solves both problems and gives you volumetric lighting with a quiet ceiling. With the RT5, you will discover how beautiful fluorescent lighting can be.
"The lighting produces a very natural feel that shows colors and textures extremely well without glare or shadows. This contributes to an extraordinary experience for our customers and enables our employees to complete each transaction in a time-efficient and accurate manner." --Ginger Equi, Manager, Belk

A FEELING OF SPACIOUSNESS
The unique optical design of the RT5 fixture allows it to distribute light uniformly onto room and cubicle walls, from the bottom nearly to the top, eliminating the cave effect common with parabolics. This even illumination opens up the room, making it feel brighter and more spacious.
"Once RT5 was tested, we were immediately sold on the fixture's performance and, just as importantly, its aesthetics. We embraced performance-focused lighting and design as a key strategic business initiative and as a forum that could enhance optimal job performance." ­Rob Byers, Architect, Gensler

QUIET, PLEASE
With its recessed refractor, high-angle control and balanced fixtureto-ceiling luminance ratio, the RT5TM luminaire produces a quiet ceiling that is not dominated by bright openings. The design also creates the perception of higher light levels. No other luminaire that produces volumetric light has been able to deliver a quiet ceiling.
"The new lighting system creates a better and more enjoyable environment for both the students and faculty by reducing glare on computers and reading/instruction areas. Plus, the fixture is pleasing to the eye without drawing attention to the ceiling." ­Ann Whitley, Media Specialist, Winnona Park Elementary School

A COMPLEMENT TO ANY SPACE
The sleek, textured lines of the reflectors and refractor. The elegant curves--a perfect intersection of two quarter-circles. The tilted end plates adding a visual depth unique in fluorescent lighting. All of these things make RT5 a graceful fixture that will enhance the ambiance of any room without drawing attention to the luminaire.
"After an extensive search for the perfect lighting application, the RT5 fixture was selected because of its sleek design and ability to deliver the ideal amount of light to walls, cubicles, work surfaces and people." ­John Preece, Principal, MDI Architects

OVERCOMING THE PROBLEM OF PARABOLICS
The main shortcoming of parabolic lighting is that it delivers light primarily to the workplane and avoids sending light into the "volumetric zone." The light is harshly concentrated in some areas, while much of the volume of the space is left in the dark. RT5 fixtures deliver and control light in the "volumetric zone," eliminating the problems associated with parabolics.
"RT5 represents one of the only lighting products that is perfectly suited for both direct and indirect lighting. In the past, we've had to use parabolics in the office setting and acrylics in the clinical setting. Now, RT5 allows us to use the same fixture in both paradigms, providing a more consistent and visually pleasing lighting solution across the board." ­John Preece, Principal, MDI Architects

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energy savings

REDUCES ENERGY CONSUMPTION
Not only does RT5TM volumetric lighting enhance an indoor environment, but it also is designed to be good to the natural environment. Compared to a standard 18-cell, three-lamp T8 parabolic, the RT5 fixture provides up to 33% energy savings. It also helps to exceed stringent energy regulations, such as California's Title 24, ASHRAE 90.1 and IECC. The fixture's high efficiency is due to an optimized combination of well designed components--from the highly reflective paint and patent-pending refractor, to the innovative lamp and ballast.

AN INNOVATIVE APPROACH TO LUMINAIRE OPTICS
Producing the right amount of light at high angles while avoiding glare is critical to the success of volumetric lighting. Careful attention must be paid to the distribution of brightness over the luminaire aperture. The RT5 fixture achieves its simple and pleasing appearance by exhibiting brightness over the entire aperture. The two-piece refractor system uses a combination of diffusing film and precisely extruded prisms to efficiently diffuse light, thereby achieving the proper balance. The result is a low-brightness refractor that illuminates and complements the highly reflective barrel, provides outstanding lamp obscuration, and creates a smooth distribution at all angles and distances.

ADVANCED LAMP TECHNOLOGY
To give the RT5 luminaire greater efficacy than a standard T5 or T8 lamp, our designers led the development of the most advanced T5 lamp technology. This cutting-edge lamp provides the highest T5 efficacy in the industry. Plus, the fixture is designed to keep the T5 at its optimal operating temperature for maximum efficacy. The lamp passes the Federal TCLP (Toxicity Characteristics Leaching Procedure) test for classification as non-hazardous waste, though recycling of lamps is always recommended.

FRIENDLY TO THE NATURAL ENVIRONMENT
RT5 volumetric lighting was specifically engineered to meet the needs of sustainable design. The result may be the most environmentally friendly lay-in fixture ever developed. The T5 lamp offers exceptional performance in a smaller package, thereby requiring fewer natural resources, such as glass and phosphors, to produce. The combination of this lamp with the innovative luminaire design created a shallow fixture that utilizes less steel to produce and contains less embedded energy. In addition, the optical design of the fixture optimizes the performance of the lamp and ballast system to deliver the appropriate amount of volumetric light throughout the workspace while consuming up to 33% less energy than the most popular alternative. RT5 volumetric lighting truly enhances both the working environment and the natural environment, making it an ideal choice to use when addressing the needs of sustainable design.

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RT5 and SIMPLY5 offer a seamless partnership for energy-efficient environments.

TM

TM

SIMPLY SMARTER LIGHTING CONTROL
SIMPLY5TM lighting intelligence is built on the premise that controls should be simple for everyone, from the specifier to the contractor to the occupant. It represents an innovative departure from the traditional piecemeal approach to lighting energy management.

MORE THAN LIGHTING CONTROL
The SIMPLY5TM solution offers components that work together to maximize energy savings. This includes the SIMPLY5 intelligent ballast available as an option in many RT5 luminaires.

THE ADVANTAGE OF DISTRIBUTED INTELLIGENCE
With conventional systems, designers and installers are faced with trying to meet codes using a wide variety of lighting fixtures, relay panels, dimming systems, occupancy and daylight sensors. The SIMPLY5 approach is different, adding intelligence to highly efficient lighting fixtures and controls components to optimize them for energy management. Because all devices are intelligent, SIMPLY5 automates many setup, calibration and programming tasks which must be performed manually on other systems. Find out more about RT5TM volumetric lighting with SIMPLY5 lighting intelligence at www.SIMPLY5.net

SAVE MORE WITH RT5 AND SIMPLY5
SIMPLY5 lighting intelligence is designed to increase the energy savings potential of RT5 up to 66%. The pairing is engineered to help specifiers and owners meet stringent energy code requirements more efficiently and effectively. The system is much simpler to implement than traditional control technologies and reduces installed costs.

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new additions to the RT5 family of products

family of products
EASY TO INSTALL AND MAINTAIN VOLUMETRIC RECESSED DOWNLIGHTING
The perfect complement to RT5 recessed volumetric lighting is the new RT5D volumetric downlight. The RT5D shares the RT5 family aesthetics and is a visually appealing downlight that makes your space feel brighter without glare or cave effects. In addition to the soothing, spacious light, you will enjoy the same RT5 energy savings with these downlights. Lower energy costs paired with lower maintenance costs make these downlignts the perfect choice to accompany your RT5 recessed lighting. The rugged structure of RT5 fixtures and its shallow depth ensure that it arrives on the job site intact and installation is a snap. Ballast maintenance is easy due to the convenient side-access removable ballast tray. For quick and easy lamp maintenance, simply remove the refractor.

RT5D

CONFIGURATIONS

2RT5 2' x 4'

2RT5 2' x 2'

RT5 1' x 4'

· Improved Aesthetics · Environmentally Friendly · Easy Installation
SPECIAL APPLICATION

NARROW APERTURE VOLUMETRIC LIGHTING

RT5N

The RT5N linear aesthetic complements both corridors and classrooms with a distinctive line of light. Effectively delivering uniform lighting distribution, allowing wide spacings and low energy density. Available for individual or continuous row mounting.

2RT5X Surface Mount

2RT5F Flanged

2RT5CAS Center Air Slot Air Return

For more detailed RT5 performance, photometric and ordering information, visit www.lithonia.com.

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EXHIBIT C

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VOLUMETRIC LIGHTING AND RT5
By: Kevin Leadford, Principal Engineer, Lithonia Lighting An age-old problem in electric lighting concerns the management of light in the so-called "glare zone". This generally refers to light exiting a luminaire at vertical angles between roughly 50 and 90 degrees above nadir (Figure 1). Glare hinders visibility and is a known source of discomfort. It is therefore a primary consideration in luminaire design. However, it is also well understood that light emitted into this zone can have very positive effects on the perception of an architectural space and the rendering of its contents and occupants. RT5TM luminaire balances these two concepts with specific regard to the modern office environment. The "Glare Zone" Revisited The visual system is most sensitive to glare when the light source is directly in the center of the line of sight, and this sensitivity diminishes as the light source is moved away from that line of sight toward the periphery. Assuming a horizontal gaze, this implies that luminaire brightness must be more strictly controlled in directions approaching horizontal. A similar argument can be made relative to reflected images of lighting equipment in computer video displays, although recent advances in display technology have all but eliminated this once crucial consideration. Today's computer displays utilize a much larger radius of curvature, and flat screens are becoming more and more prevalent with time. At typical orientations and viewing positions, this reduces the reflected field of view such that only very distant portions of the ceiling are visible. Anti-reflectance technologies are routinely incorporated, and screen brightness also has been significantly improved. But most importantly, software developers have overwhelmingly chosen to present information in positive contrast (dark characters on light background). While certain niche applications may still require special attention, the collective impact of these advancements has substantially mediated the problem at large. Lamp shielding has long provided an effective means for achieving light control relative to glare. When comprised of highly reflective material, the shielding additionally can be used to intercept light that otherwise would be emitted near the horizontal, and to redirect that light downward through the principles of specular (mirror-like) reflection (Figure 2). The result is both effective and efficient. Figure 2 Figure 1
50 deg Glare Zone

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VOLUMETRIC LIGHTING AND RT5
One potential problem with this approach is that the luminance of the reflected image of the lamp typically is very near that of the lamp itself. Thus, great care must be taken to control the manner in which the reflector "flashes" the lamp image. The glare potential is high, and so is the tendency for this flash to attract attention as a result of its dynamic nature relative to occupant movement within the space. Another characteristic of this control method is that it tends to produce relatively sharp cutoff. In fact, sharp cutoff often has been considered a key performance attribute for various lighting products. The sharper the cutoff, the stricter the light control in the glare zone. Although highly effective in certain applications, sharp cutoff also can be problematic. In most cases, the photometric distribution tends to be so downwardly concentrated that it results in highly directional illumination. While the illumination may be extremely uniform over a relatively low horizontal task plane, the upper regions of the space are quite the opposite. The modeling of three-dimensional objects can be harsh, the uniformity of illumination at higher elevations is poor, and vertical surfaces tend to be rendered with abrupt scallops, resulting in something commonly referred to as the "cave effect" (Figure 3). Volumetric Lighting, What and Why The term "volumetric lighting" simply refers to lighting that is less directional and more uniform throughout the entire volume of a space (Figures 4a and 4b). Volumetric lighting extends beyond the work plane to adequately illuminate the entirety of the interior, resulting in a better balance of luminance throughout the visual field. The space feels brighter, larger, more public, and more relaxing. Facial rendering is more natural, consistent, and complimentary. Shadows tend to be softer and less pronounced, and the appearance of the space is less defined by sharp, arbitrary transitions in surface brightness. Volumetric lighting does a better job of rendering architecture, its contents, and its occupants true to form. The attributes of volumetric lighting are well understood and appreciated, as evidenced by the popularity of indirect and direct/indirect suspended lighting. In this case, the ceiling is essentially transformed into a light source. Figure 4b Figure 4a Figure 3

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VOLUMETRIC LIGHTING AND RT5
Suspended lighting is good, but it becomes less effective as the suspension length is reduced, and many applications do not afford the luxury of high ceilings. Additionally, suspended lighting tends to make a definitive architectural statement that is not appropriate for all applications. The need exists for a highly efficient recessed luminaire capable of providing quality volumetric lighting. However, volumetric lighting is dependent upon high angle illumination, and this becomes a challenge in terms of glare management. As mentioned previously, specular optics directly image the extreme brightness of the lamp. The solution lies in recognizing that luminous intensity is the product of luminance and area. For a given intensity value, the brightness of the luminaire can be reduced if the area from which that brightness emanates can be increased in size. This is another way of saying that the solution is to create a luminaire whose brightness is relatively uniformly distributed over the entire luminaire aperture, and this implies that diffusing optics, rather than specular, must be employed. RT5 Optics The challenge with diffusing optical systems is that they tend to be inefficient. Light often is reflected multiple times before exiting the luminaire, and this drives luminaire efficiency down. Materials exhibiting extremely high reflectance (98%+) are available, but incorporating them would constitute a material dependency that may or may not be appropriate for lighting equipment. Performance over time is a concern, and a relatively small amount of dust or other contaminants can have a powerfully detrimental impact on such systems. RT5 represents a breakthrough in luminaire optical design because it is an effective light diffusing system that also happens to be very efficient. It achieves its performance and control by carefully combining elements of light diffusion, shielding, and Fresnel reflection. The primary purpose of the refractor is to efficiently and uniformly diffuse the extreme brightness of the T5 lamp over its entire surface while illuminating the adjacent reflector. The size of the refractor allows for greatly reduced maximum luminance, which strongly decreases the glare potential in direct view. The refractor achieves its abnormally high efficiency by employing a two-stage strategy. An upper diffusing layer gently softens the lamp image, while the prism geometry of the lower refractor acts to distribute brightness evenly in the across-lamp dimension (Figure 5). The reflector uses highly reflective diffuse paint to ease the luminous transition from the refractor to the ceiling by distributing brightness across the entire luminaire aperture.
Lower Lens Upper Diffusing Layer Light Ray

Figure 5

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VOLUMETRIC LIGHTING AND RT5
This further reduces the potential for glare while providing the soft, high-angle brightness that is critical to volumetric lighting. This approach additionally results in a luminaire whose appearance is static with respect to occupant movement, thereby reducing its ability to distract or command attention. Although relatively low in brightness, the refractor still may be too bright for direct view at angles very near horizontal in the across-lamp dimension. Remember that in this dimension, the prisms are designed to distribute light broadly. This is what gives rise to the use of shielding in that plane, albeit minimal. In the along-lamp dimension, the refractor uses the principle of Fresnel reflection to control high-angle brightness. When light enters or leaves a refractive material in air, some of the light is transmitted while some is reflected (Figure 6). The proportion that is either reflected or transmitted is dependent upon the incidence angle. At angles perpendicular to the refractive surface, most of the light is transmitted; at grazing angles, most of the light is reflected. Figure 7 plots Fresnel reflection for acrylic as a function of incidence angle. Through proper choice of refractor geometry, this phenomenon can be used to control high-angle brightness in the along-lamp dimension. The result is a refractor that naturally and smoothly becomes less luminous with increasing vertical angle. While deceptively simple in appearance, RT5 represents a significant advancement in lighting. It saves energy while providing high quality volumetric lighting in a recessed configuration.
100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0% 0 10 20 30 40 50 60 70 80 90

Light Source
Angle of Incidence

Fresnel Reflection

Glass Refraction Transmitted Ray
Figure 6

Fresnel Reflection (from air, off glass)
Reflectivity

Incidence Angle

Figure 7

Lithonia Lighting
Acuity Lighting Group, Inc. Fluorescent Lighting One Lithonia Way, Conyers, GA 30012 Phone: 800-858-7763 www.lithonia.com ©2004 Acuity Lighting Group, Inc. 9/04 Volumetric Lighting and the RT5.pmd Form No. 134.8

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EXHIBIT D

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The accord Series

Improve your lighting... save energy costs
Cooper Lighting is proud to introduce the accord family of products, the new energy efficient T5 or T8 recessed luminaires. accord redefines lighting by improving on aesthetics, comfort and energy savings.
TM TM

accord provides the right amount of light while eliminating surface shadows commonly found in parabolics. accord provides a "softer"
TM TM

light making it the ideal lighting solution for schools, hospitals, retail and offices.

1

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Improve your work environment
· accord evenly distributes light, making the space more pleasing to the eye.
TM

· Dark spots (cave effect) associated with parabolics are eliminated.

Save money
· accord is an extremely efficient luminaire that reduces energy consumption by more than 30% (when compared to a 18 cell, 3 lamp, T8 parabolic), while providing the right amount of "softer" light.
TM

2

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Product Overview

lighting before accord
Figure 1. Parabolic Light Distribution

Parabolics are designed to direct light into the cut-off zone, while restricting light into the shielded or glare zone. In other words, parabolics deliver light to the work plane and suppress high-angle brightness. Due to the high-angle cutoffs as shown in Figure 1. parabolics can create areas where light is concentrated and areas where there is no light. These areas of minimum light are referred to as "dark spots".

85° 75° 65°

SHIELDED ZONE

CUT-OFF ZONE

55°

3

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lighting with accord
Figure 2. Candela Comparison
CANDELA

To eliminate the "dark spots" and sharp cutoffs created by parabolics, Cooper Lighting designed accord . accord provides a feeling of spaciousness and does not substantially increase glare, as shown in Figure 2.
TM TM

2000 1750 1500 1250 1000 750 500 250 0
50 55 60 65 70 75 80 85 90

2L-T5 Accord 2L-T8 Accord 3L-3" Parabolic

accord provides the following advantages:
TM

· Improved visual perception · Enhanced space · Attractive contemporary design · Significant energy savings

ANGLE

4

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Product Benefits

Improve your lighting
Improved visual perception
· By reducing the "dark spots" and evenly distributing light, accord makes it softer on the eyes.
TM

Enhanced space
By evenly distributing the light through the space and eliminating the "dark spots", accord will make a room feel soft, comfortable and inviting.
TM

Attractive contemporary design
· Smooth, curved surfaces are attractive but subtle. · Soft white frosted acrylic lens fills the space with even illumination. · Matte white finish blends into the ceiling for a discreet look.

Significant energy savings
· accord not only improves lighting but it benefits the environment. accord provides over 30% energy savings compared to an 18 cell, 3 lamp parabolic. accord also can assist in meeting energy regulations such as California's Title 24 and ASHRAE 90.1.
TM TM TM

Save energy costs
Appearance and performance make accord the lighting choice. Energy savings makes accord a sound financial decision.
TM TM

The accord family of products saves over 30% energy costs when compared to a 3 lamp, 18 cell parabolic. The dimming feature reduces energy consumption by another 50%.
TM

accord meets and exceeds ASHRAE 90.1 2001 standards by approximately 40%. This provides office space
TM

a tax benefit of approximately $0.60/sq. ft.
5

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150 140 130 120 110 100 90 80 70 60 50 40 30 20 10 0

145

POWER CONSUMPTION (WATTS) PER SYSTEM

111 86 59 48

4L T12

4L T8

3L T8

T5 or T8 accord
(normal BF)

Super T8 accord

accord ENERGY SAVINGS % vs. 4L T12 4L T8 3L T8

59% 47% 31%

67% 57% 44%

6

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Energy Savings

accord = energy savings
accord is an ideal substitute for 3 lamp T8 systems, 4 lamp T8 systems and inefficient 4 lamp T12 systems. accord is the solution in new construction or remodel applications. accord evenly distributes light making
TM TM TM

the space more pleasing to the eye, provides light levels that are in accordance with IES reccomendations, and reduces energy costs. accord 's step dimming option reduces energy consumption by an additional 50% when activated. The following example illustrates accord 's benefits: Spacing: 8' x 8'
Maintained Average Illuminance: 49 fc Based on: Room Size: 60' x 80' Ceiling Height: 10' Work Plane: 2.5' Reflectances: 80/50/20 accord Energy Savings vs. 4L T12 and 3L T8 Systems
COST PER kWh
Hours of Operation $0.06 Per Day Per Year 4L T12 3L T8
12 18 24 4,380 6,570 8,760 22.60 33.90 45.20 7.10 10.64 14.19

$0.08 4L T12 3L T8
30.13 45.20 60.27 9.46 14.19 18.92

$0.10 4L T12 3L T8
37.67 56.50 75.34 11.83 17.74 23.65

$0.12 4L T12 3L T8
45.20 67.80 90.40 14.19 21.29 28.38

$0.14 4L T12 3L T8
52.74 79.10 105.47 16.56 24.83 33.11

Figures 3 and 4 depict the annual energy savings from accord versus 4L T12 and 3L T8 systems, respectively.
Figure 3. Accord Annual Energy Savings vs. 4LT12 Systems @ 18 hrs. of Operation Per Day
No. of Fixtures: 500
$45,000 $40,000 $35,000 $30,000 $25,000 $20,000 $15,000 $10,000 $5,000
$16,951 $22,601 $33,901 $28,251 $39,551

$0.10 $0.12 $0.14 ($/kWh) Figure 4. Accord Annual Energy Savings vs. 3LT8 Systems @ 18 hrs. of Operation Per Day No. of Fixtures: 500
$14,000 $12,000 $10,000 $8,000 $6,000 $4,000 $2,000 $0
$5,322 $7,096 $8,869 $10,643 $12,417

$0

$0.06

$0.08

7

$0.06

$0.08

$0.10 ($/kWh)

$0.12

$0.14

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accord

TM

for New Construction

18 Cell 3L Parabolic
Mounting Height: 9 Fixture Spacing: 8 x 10 Ctr. Reflectances: .80/.50/.20 Avg. fc.: 57.2 fc. (LLF= .64) Unit Power Density: 1.1 w/sq. ft.

Prismatic Lensed 3L Troffer
Mounting Height: 9 Fixture Spacing: 8 x 10 Ctr. Reflectances: .80/.50/.20 Avg. fc.: 63.5 fc. (LLF= .66) Unit Power Density: 1.0 w/sq. ft.

2AC-228T5
Mounting Height: 9 Fixture Spacing: 8 x 10 Ctr. Reflectances: .80/.50/.20 Avg. fc.: 54.5 fc. (LLF= .83) Unit Power Density: .75 w/sq. ft.

2AC-228T5
Mounting Height: 9 Fixture Spacing: 8 x 12 Ctr. Reflectances: .80/.50/.20 Avg. fc.: 43 fc. (LLF= .83) Unit Power Density: .63 w/sq. ft.

8

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Product Features

Sizes

Ballast

Lamps

accord is available in 1' x 4',
TM

2' x 2' and 2' x 4' sizes.

The ballast plays an important role in the accord fixture. It contributes to the high efficiency and lumens/watt. The ballast is offered in an optional step dimming (bi-level) output version. accord currently features ULT ballasts, but is available with other manufacturers products.
TM TM

accord uses energy efficient T5 or
TM

T8 lamp technology from all major lamp manufacturers.

accord
TM

TM

accord comprises of a shallow depth luminaire with two acrylic refractors that
provide the right amount of light with the full benefit of energy savings.

3-1/4"
Fixture Depth

9

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Simple Maintenance

Energy Savings

Ease of Installation

· The ballast is accessible from below
through the removable ballast cover. (no tools are required) · For drywall ceilings, standard framing kit is available. · Lamp maintenance is as simple as removing the refractors.

· accord provides more than 30% energy savings
TM

accord 's shallow depth
(3-1/4") and structural integrity makes for a quick and easy installation.

when compared to a 3 lamp, 18 cell, T8 parabolic. · accord also exceeds mandated energy regulations such as California's Title 24 and ASHRAE 90.1 2001. · Step dimming can increase energy savings by as much as 50%.
TM

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accord Configurations

accord - 1' x 4', T5

accord - 2' x 2', T5

accord - 2' x 4', T5

R e c e s s e d T 5 Tr o f fe r Electronic Ballast, F28T5/835 Lamps, 2600 Lumens Spacing Criterion: (II) 1.2 x mounting ht., () 1.4 x mounting ht. Efficiency 87 .3% Test Report #241P113 LER = FL-62 Yearly Cost of 1000 lumens, 3000 hrs at .08 KWH = $3.88 Candlepower
Angle 0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75 80 85 90 Along II 1477 1469 1446 1410 1359 1294 1218 1131 1034 931 822 708 591 471 350 229 119 36 0 45° 1477 1473 1459 1436 1402 1359 1307 1245 1175 1095 1005 904 792 668 495 308 151 30 0 Across 1477 1471 1464 1451 1431 1404 1369 1325 1270 1201 1119 1022 886 667 442 267 126 22 0

R e c e s s e d T 5 Tr o f fe r Electronic Ballast, F14T5/835 Lamps, 1350 Lumens Spacing Criterion: (II) 1.2 x mounting ht., () 1.4 x mounting ht. Efficiency 89.4% Test Report #241P107 LER = FL-91 Yearly Cost of 1000 lumens, 3000 hrs at .08 KWH = $2.65 Candlepower
Angle 0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75 80 85 90 Along II 755 752 741 723 698 667 630 587 539 487 432 374 314 253 191 131 76 31 0 45° 755 753 747 736 719 698 671 641 606 566 521 471 417 358 281 189 105 37 0 Across 755 755 752 746 736 722 704 682 656 624 587 544 486 389 274 175 97 35 0

R e c e s s e d T 5 Tr o f fe r Electronic Ballast, F28T5 Lamps, 2610 Lumens Spacing Criterion: (II) 1.2 x mounting ht., () 1.4 x mounting ht. Efficiency 88.9% Test Report #08862 LER = FL-70 Yearly Cost of 1000 lumens, 3000 hrs at .08 KWH = $3.44 Candlepower
Angle 0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75 80 85 90 Along II 1510 1505 1484 1449 1402 1342 1270 1186 1092 990 879 762 639 513 383 259 144 52 0 45° 1510 1504 1490 1465 1432 1389 1336 1274 1202 1121 1029 927 815 684 496 298 144 34 0 Across 1510 1506 1497 1481 1458 1428 1390 1343 1285 1215 1132 1036 870 648 400 237 110 32 0

Luminance Data
Angle in Deg 45 55 65 75 85 Average 0-Deg cd/sm 3542 3320 2998 2380 1111 Average 45-Deg cd/sm 4166 4240 4252 3201 926 Average 90-Deg cd/sm 4569 4793 4246 2775 679

Luminance Data
Angle in Deg 45 55 65 75 85 Average 0-Deg cd/sm 1872 1772 1627 1376 967 Average 45-Deg cd/sm 2176 2232 2303 1985 1154 Average 90-Deg cd/sm 2399 2578 2502 1838 1092

Luminance Data
Angle in Deg 45 55 65 75 85 Average 0-Deg cd/sm 2119 1965 1864 1404 837 Average 45-Deg cd/sm 2119 2225 2268 1616 547 Average 90-Deg cd/sm 2119 2411 2535 1285 515

Zonal Lumen Summary
Zone 0-30 0-40 0-60 0-90 0-180 Lumens 1172 1948 3579 4542 4542 %Lamp 22.5 37.5 68.8 87.3 87.3 %Fixture 25.8 42.9 78.8 100.0 100.0

Zonal Lumen Summary
Zone 0-30 0-40 0-60 0-90 0-180 Lumens 601 1001 1851 2414 2414 %Lamp 22.3 37.1 68.6 89.4 89.4 %Fixture 24.9 41.4 76.7 100.0 100.0

Zonal Lumen Summary
Zone 0-30 0-40 0-60 0-90 0-180 Lumens 1199 1994 3670 4643 4643 %Lamp 23.0 38.2 70.3 88.9 88.9 %Fixture 25.8 43.0 79.0 100.0 100.0

11-3/4" [298mm] 3-1/4" [83mm] 11-3/4" [299mm] 3-1/4" [83mm] 23-3/4" [603mm] 3-1/4" [83mm]

11-3/4" [298mm]

23-3/4" [603mm]

11

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accord - 2' x 2', T8

accord - 2' x 4', T8

R e c e s s e d T 8 Tr o f fe r Electronic Ballast, F17T8/TL841 Lamps, 1400 Lumens Spacing Criterion: (II) 1.2 x mounting ht., () 1.4 x mounting ht. Efficiency 84.3% Test Report #241P108 LER = FL-69 Yearly Cost of 1000 lumens, 3000 hrs at .08 KWH = $3.47 Luminance Data
Average Angle 0-Deg in Deg cd/sm 45 1830 55 1735 65 1595 75 1355 85 998 Average 45-Deg cd/sm 2134 2190 2245 1901 1060 Average 90-Deg cd/sm 2357 2526 2444 1775 1029

Candlepower
Angle 0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75 80 85 90 Along II 737 735 724 707 682 652 616 574 527 476 422 366 308 248 188 129 76 32 0 45° 737 735 729 719 703 683 658 628 594 555 511 462 408 349 274 181 99 34 0 Across 737 737 735 729 720 707 690 669 643 613 576 533 475 380 266 169 92 33 0

R e c e s s e d T 8 Tr o f fe r Electronic Ballast, F32T8/TL835 Lamps, 3000 Lumens Spacing Criterion: (II) 1.2 x mounting ht., () 1.4 x mounting ht. Efficiency 80.6% Test Report #241P100 LER = FL-76 Yearly Cost of 1000 lumens, 3000 hrs at .08 KWH = $3.16 Luminance Data
Average Angle 0-Deg in Deg cd/sm 45 1904 55 1817 65 1682 75 1421 85 908 Average 45-Deg cd/sm 2210 2289 2388 2118 1338 Average 90-Deg cd/sm 2442 2631 2585 1968 1274

Candlepower
Angle 0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75 80 85 90 Along II 1486 1478 1458 1424 1376 1316 1244 1162 1070 970 863 751 633 512 388 265 150 57 0 45° 1486 1483 1471 1450 1418 1377 1327 1269 1202 1126 1040 946 841 727 578 395 224 84 0 Across 1486 1491 1484 1471 1452 1426 1394 1353 1303 1244 1170 1087 969 787 568 367 208 80 0

Zonal Lumen Summary
Zone 0-30 0-40 0-60 0-90 0-180 Lumens 588 979 1813 2360 2360 %Lamp 21.0 35.0 64.7 84.3 84.3 %Fixture 24.9 41.5 76.8 100.0 100.0

Zonal Lumen Summary
Zone 0-30 0-40 0-60 0-90 0-180 Lumens 1185 1977 3677 4837 4837 %Lamp 19.8 33.0 61.3 80.6 80.6 %Fixture 24.5 40.9 76.0 100.0 100.0

11-3/4" [298mm] 3-1/4" [83mm] 23-3/4" [603mm] 3-1/4" [83mm]

11-3/4" [298mm]

23-3/4" [603mm]

O r d e ri n g I n f o rm a t i o n
S a m p l e N u m b e r : 2 A C - 2 2 8 T 5 - U N V- E B T 1 N D I M

Width 2 =2' Width Blank =1' Width Series AC=Accord Series Series Blank=Accord

Number of Lamps
(Not included)

Shielding Blank=Frosted Acrylic FR=Frosted Ribbed Acrylic Voltage (1) UNV=Universal Voltage 120-277 Options GL=Single Element Fuse GM=Double Element Fuse Lamps=Lamps installed Flex=Flex installed Emergency=EM installed

1=1 Lamp (1' x 4' only) 2=2 Lamp Wattage (Length) 28T5=28W T5 (48") 54T5=54W T5HO (48") 14T5=14W T5 (24") 24T5=24W T5HO (24") 32=32W T8 (48") 17=17W T8 (24")

NOTES: Products also available in non-US voltages and frequencies for international markets. Step Dimming (3) ballast available for 28W T5 lamps only. .90 and 1.15 ballast factor available for 28W T5 lamps only. For complete product data, reference the Fluorescent Specification binder. Specifications & dimensions subject to change without notice. Consult your Cooper Lighting Representative for availability and ordering information.

(1)

(2)

Ballast Type EB8 =T8 Electronic Instant Start. Total Harmonic Distortion < 20% No. of Ballast 1 or 2 EB8 /PLUS= T8 Electronic Instant Start. High Ballast Factor >1.13. Total No. of Harmonic Distortion < 20% Ballast 1 or 2 ER8 =T8 Electronic Program Rapid Start. Total Harmonic Distortion < 10% No. of Ballast 1 or 2 =T5 Linear Electronic EBT Program Rapid Start No. of Ballast Total Harmonic Distortion < 10% 1 or 2 Ballast Factor/Type (For 28W T5 Lamp Only) N=Normal Light Output .90 BF(2) H=High Light Output 1.15 BF(2) NDIM=Normal .9 BF Step Dimming(3) HDIM=High 1.15 BF Step Dimming(3)

Options WT=White Tannenbaum Housing Finish Packaging U=Unit Pack PALC=Job Pack, in carton

12

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13

accord Applications

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Improve your lighting and save energy!

14

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Customer First Center 1121 Highway 74 South Peachtree City, Georgia 30269 770 486 4800 Fax 770 486 4801

The Cooper Lighting Family
Halo Cooper Lighting - Metalux Cooper Lighting - Lumark Cooper Lighting - Sure-Lites Neo-Ray Corelite Portfolio Iris Shaper Lumière Invue McGraw-Edison Fail-Safe MWS DLS RSA Ametrix

Domestic Facilities, USA Cranbury, New Jersey Elk Grove Village, Illinois Irving, Texas Ontario, California Peachtree City, Georgia International Sales, USA Peachtree City, Georgia Canada Cooper Lighting 5925 McLaughlin Road Mississauga, Ontario L5R 1B8 905 507 4000 FAX 905 568 7049 Domestic Facilities, Canada Calgary, Alberta Chomedey, Laval P.Q.

Cooper Lighting, Inc. All rights reserved Printed in USA
Dimensions and specifications are subject to change without notice.

www.cooperlighting.com

ADF051329

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EXHIBIT F

COOPER B-LINE ­ Access Cabinets, B-Line, Cent-R-Rail, Dura-Cooper, Dura-Green, E2 & Design, Enviroshield, Kwik Wire, RCM+, Redi-Rail, Ruff-In Willsher &

Quick, COOPER BUSSMANN ­ B&S, Buss, Bussmann, Coiltronics, Cubefuse, Edison, Eletromec, ELF, easyID, Fusetron, Karp, Limitron, Low-Peak, Magnum, Case 1:07-cv-00444-GMS Document 20-3 Filed 10/01/2007 Page 11 of 50

Mercury, Optima, Polysurg, PowerStor, TransX, COOPER CROUSE-HINDS ­ Arktite, Cam-Lok, CEAG, Champ, Condulet, Crouse-Hinds, Domex, Ex-Cell, eXLink, G&H,

MEDC, Mini-Line, Myers, NexT, Nortem, Posi-Break, Posi-Lok, PowerPlus, Spec 1 Fire, WPI COOPER HAND TOOLS ­ Atila, Campbell, Collins, Crescent, Diamond,

Erem, H.K. Porter, Kahnetics, Lufkin, Metromex, Nicholson, Plumb, Weller, Wire-Wrap, Wiss, Xcelite, COOPER LIGHTING ­ Ametrix, AtLite, Corelite, DLS, Edison,

Emerald, Fail-Safe, Halo, Invue, Iris, Lumark, Lumiere, McGraw-Edison, Metalux, MWS, Neo-Ray, Portfolio, Regent, RSA, Shaper, Streetworks, Sure-Lites, COOPER

MENVIER ­ Capri, CEAG, Cooper Fire, Crompton, Fulleon, JSB, Luminox, MEDC, Menvier, Nugelec, Pretronica, Regalsafe, SAFEPATH, Scantronic, Univel, Wheelock,

COOPER POWER SYSTEMS ­ Aries, Cannon Technologies, Combined Technologies, Cybectec, Cooper Power Systems, Edison, ELF, EMSA, Envirotemp, EnviroTran,

EnviroVR, FR3, Kearney, Kyle, NOVA, MagneX, McGraw-Edison, NX, NX Companion, Storm Trapper, UltraSIL, VariStar, VariGap, X Limiter, COOPER POWER TOOLS

­ Airetool, Apex, Cleco, Automated Systems, DGD, Dotco, Gardner-Denver* MasterPower, Quakenbush, Recoules, Rotor Tool, Utica, COOPER WIRING DEVICES ,

­ Aspire, Aspire RF, Cooper Wiring Devices, Hart-Lock, Media Sync, Mobile X-Ray, Novitas, Power-Lock, Royer, Shock Sentry, Siena, SurgBloc, AutoGrip, Safety

Grip, Microset, Antares, Cooper Sedna, Screw-Catch, Eagle, Arrow-Hart, WeatherBox, G-Tool, Quickeze, Super Plug, COOPER B-LINE ­ Access Cabinets, B-Line,

Cent-R-Rail, Dura-Cooper, Dura-Green, E2 & Design, Enviroshield, Kwik Wire, RCM+, Redi-Rail, Ruff-In Willsher & Quick, COOPER BUSSMANN ­ B&S, Buss,

Bussmann, Coiltronics, Cubefuse, Edison, Eletromec, ELF, easyID, Fusetron, Karp, Limitron, Low-Peak, Magnum, Mercury, Optima, Polysurg, PowerStor, TransX,

COOPER CROUSE-HINDS ­ Arktite, Cam-Lok, CEAG, Champ, Condulet, Crouse-Hinds, Domex, Ex-Cell, eXLink, G&H, MEDC, Mini-Line, Myers, NexT, Nortem,

Posi-Break, Posi-Lok, PowerPlus, Spec 1 Fire, WPI COOPER HAND TOOLS ­ Atila, Campbell, Collins, Crescent, Diamond, Erem, H.K. Porter, Kahnetics, Lufkin,

Metromex, Nicholson, Plumb, Weller, Wire-Wrap, Wiss, Xcelite, COOPER LIGHTING ­ Ametrix, AtLite, Corelite, DLS, Edison, Emerald, Fail-Safe, Halo, Invue, Iris,

Lumark, Lumiere, McGraw-Edison, Metalux, MWS, Neo-Ray, Portfolio, Regent, RSA, Shaper, Streetworks, Sure-Lites, COOPER MENVIER ­ Capri, CEAG, Cooper

Fire, Crompton, Fulleon, JSB, Luminox, MEDC, Menvier, Nugelec, Pretronica, Regalsafe, SAFEPATH, Scantronic, Univel, Wheelock, COOPER POWER SYSTEMS

­ Aries, Cannon Technologies, Combined Technologies, Cybectec, Cooper Power Systems, Edison, ELF, EMSA, Envirotemp, EnviroTran, EnviroVR, FR3, Kearney,

Kyle, NOVA, MagneX, McGraw-Edison, NX, NX Companion, Storm Trapper, UltraSIL, VariStar, VariGap, X Limiter, COOPER POWER TOOLS ­ Airetool, Apex, Cleco,

Automated Systems, DGD, Dotco, Gardner-Denver* MasterPower, Quakenbush, Recoules, Rotor Tool, Utica, COOPER WIRING DEVICES ­ Aspire, Aspire RF, Cooper ,

Wiring Devices, Hart-Lock, Media Sync, Mobile X-Ray, Novitas, Power-Lock, Royer, Shock Sentry, Siena, SurgBloc, AutoGrip, Safety Grip, Microset, Antares, Cooper

Sedna, Screw-Catch, Eagle, Arrow-Hart, WeatherBox, G-Tool, Quickeze, Super Plug, COOPER B-LINE ­ Access Cabinets, B-Line, Cent-R-Rail, Dura-Cooper, Dura-

Green, E2 & Design, Enviroshield, Kwik Wire, RCM+, Redi-Rail, Ruff-In Willsher & Quick, COOPER BUSSMANN ­ B&S, Buss, Bussmann, Coiltronics, Cubefuse,

Edison, Eletromec, ELF, easyID, Fusetron, Karp, Limitron, Low-Peak, Magnum, Mercury, Optima, Polysurg, PowerStor, TransX, COOPER CROUSE-HINDS ­ Arktite,

Cam-Lok, CEAG, Champ, Condulet, Crouse-Hinds, Domex, Ex-Cell, eXLink, G&H, MEDC, Mini-Line, Myers, NexT, Nortem, Posi-Break, Posi-Lok, PowerPlus, Spec

1 Fire, WPI COOPER HAND TOOLS ­ Atila, Campbell, Collins, Crescent, Diamond, Erem, H.K. Porter, Kahnetics, Lufkin, Metromex, Nicholson, Plumb, Weller,

Wire-Wrap, Wiss, Xcelite, COOPER LIGHTING ­ Ametrix, AtLite, Corelite, DLS, Edison, Emerald, Fail-Safe, Halo, Invue, Iris, Lumark, Lumiere, McGraw-Edison,

Metalux, MWS, Neo-Ray, Portfolio, Regent, RSA, Shaper, Streetworks, Sure-Lites, COOPER MENVIER ­ Capri, CEAG, Cooper Fire, Crompton, Fulleon, JSB, Luminox,

MEDC, Menvier, Nugelec, Pretronica, Regalsafe, SAFEPATH, Scantronic, Univel, Wheelock, COOPER POWER SYSTEMS ­ Aries, Cannon Technologies, Combined

Cooper Industries, Ltd. 2006 Annual Report

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REVENUES
(in billions)

RETURN ON SALES (1)
(% of revenue)

FREE CASH FLOW AND CONTINUING INCOME
(in millions)
FCF Income

DILUTED EARNINGS PER SHARE (1)

$5

10%

$550

$5.50

4

8

440

4.40

3

6

330

3.30

2

4

220

2.20

1

2

110

1.10

0 02
(1)

0 03 04 05 06 02 03 04 05 06

0 02 03 04 05 06

0 02 03 04 05 06

From continuing operations before restructuring and unusual items.

Consistent
TABLE OF CONTENTS
Letter to Shareholders Business Portfolio A Focus on Customers Serving Critical Industries Markets Served Invigorating the Products Acquisition Highlights Financial Review Report of Management Directors and Management Form 10-K Shareholder Information 1 4 10 11 Foldout 12 13 14 20 22 23 Inside Back Cover

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To Our Shareholders,

Growth
Cooper Industries, Ltd. | 1

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2 | Cooper Industries, Ltd.

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SALES BY END MARKET
(% of revenue)

37% 24% 20% 15% 4%

Industrial Commercial Utility Residential Other

SALES BY REGION
(% of revenue)

67% U.S. 16% Europe, Middle East and Africa 7% Latin America 5% Canada 5% Asia Pacific

SALES BY CHANNEL
(% of revenue)

54% 18% 16% 12%

Distribution Utility OEM/Direct Retail

Cooper Industries, Ltd. | 3

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1. ELECTRICAL PRODUCTS
SEGMENT REVENUES
(in billions)

SEGMENT OPERATING EARNINGS (1)
(in millions)
(1)

Before restructuring charges.

$4.5

$700

3.6

560

2.7

420

1.8

280

.9

140

0 02 03 04 05 06

0 02 03 04 05 06

Our Business

Portfolio
4 | Cooper Industries, Ltd.

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ELECTRICAL PRODUCTS

TM

TM

HIGHLIGHTS

HIGHLIGHTS

®

TM TM

TM

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TM

®

® ® ®
TM

® ® ®
TM TM

® ® ®
TM

®
TM TM

®

HIGHLIGHTS

HIGHLIGHTS

6 | Cooper Industries, Ltd.

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ELECTRICAL PRODUCTS

®

TM

TM

®

TM

®

®

HIGHLIGHTS

HIGHLIGHTS

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2. TOOLS

®

SEGMENT REVENUES
(in millions)

SEGMENT OPERATING EARNINGS (1)
(in millions)
(1) Before

restructuring charges.

$750

$90

600

72

450

54

300

36

150

18

0 02 03 04 05 06

0 02 03 04 05 06

HIGHLIGHTS

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TOOLS

TM

TM

® ® ® ® ® ®

®

® ®

HIGHLIGHTS

HIGHLIGHTS

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A Focus on

Customers
DISNEY CONCERT HALL Invue Vision Flood fixtures by Cooper Lighting illuminate the exterior of the Walt Disney Concert Hall in Los Angeles. OLYMPIC WATER CUBE Cooper Menvier CEAG emergency lighting products were selected for the site of the aquatic events at the 2008 Beijing Olympic Games. CHEVRON OFFSHORE DRILLING PLATFORM Cooper Crouse-Hinds products are installed on numerous Chevron offshore facilities in the U.S. Gulf of Mexico and the Benguela Belize-Lobito Tomboco (BBLT) deepwater oilfields in Angola.
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Cooper Lighting Industrial lighting from Cooper Lighting provides illumination to maximize productivity and visual comfort in industrial applications.

Page 23 of 50

INDUSTRIAL MARKET

Cooper B-Line Cooper B-Line provides a wide range of electrical and mechanical supports and related products for industrial applications, ranging from cable tray and bolted framing systems to industrial enclosures and wireway.

Cooper Wiring Devices Wiring devices, plugs and connectors are designed for the most abusive and harsh conditions.

Cooper Power Systems Innovative switchgear provides increased safety, reliability and customerfriendly design. Cooper Bussmann Low-Peak® currentlimiting fuses now offer easyIDTM technology to reduce downtime and maintenance costs.

Cooper Crouse-Hinds Products from Cooper Crouse-Hinds protect personnel and electrical systems in harsh industrial environments.

Cooper Hand Tools Weller® soldering rework and repair products help high-tech electronics manufacturers control production costs.

Cooper Power Tools Cooper Power Tools offers a broad range of pneumatic, DC electric and battery-powered tools to drive productivity in industrial applications.

Cooper Menvier Cooper Menvier manufactures a wide range of fire detection and security systems, industrial mains and emergency lighting.

Major Product Categories
Cooper B-Line Bolted Framing Systems Cable Tray Spring Steel Fasteners Electrical Enclosures Meter Mounting Equipment Rack and Runway Systems Electronic Cabinets Pipe Hangers Cooper Bussmann Connectors Fuseholders Disconnect Switches Low-Voltage Fuses Medium-Voltage Fuses Cooper Crouse-Hinds Conduit and Cable Fittings Enclosures Interconnect Products Control and Apparatus Equipment Industrial Lighting Plugs and Receptacles Obstruction Lighting Signals and Alarms Instrumentation Cooper Lighting Industrial Lighting Recessed Downlighting Fluorescent Lighting Floodlighting Architectural Area/Site Lighting Emergency/Exit Lighting Security Lighting Cleanroom Lighting Landscape Lighting Cooper Menvier Emergency Lighting Central Battery Systems Fire Detection Industrial and Hazardous Lighting Cooper Power Systems Capacitors and Monitoring Equipment Pad-Mounted and Substation Transformers Reclosers Insulating Fluids Switchgear Modular Integrated Transportable Substations Cable Accessories Overvoltage Protection Demand Response and Load Control Fault Indicators Maintenance Tools Cooper Wiring Devices Switches and Receptacles Locking Plugs and Connectors Motor Controllers Pin and Sleeve Cooper Hand Tools Measuring Tools Screwdrivers Pliers and Wrenches Hammers Soldering Tools Cutting Tools Chain and Fittings Cooper Power Tools Pneumatic and DC Electric Assembly Tools Automated Assembly Equipment Pneumatic Material-Removal Tools Tube Cleaners and Expanders Bits and Sockets Universal Joints Cutting Tools Torque-Assurance Products Pneumatic Hoists Advanced Drilling Equipment

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Cooper Wiring Devices Builders of hospitals, hotels, offices and shopping centers meet the high standards set by local and national electrical codes by using receptacles, switches and plugs from Cooper Wiring Devices.

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COMMERCIAL MARKET

Cooper Lighting Glare-free fluorescent linear lighting from Cooper Lighting provides added protection from eyestrain in computer-intensive environments such as offices.

Cooper Hand Tools Technicians and service personnel use tools from Cooper Hand Tools for maintenance and repair applications.

Cooper Power Tools Cooper Power Tools offers a diverse range of ergonomically designed pneumatic tools for commercial applications.

Cooper Crouse-Hinds Electrical products for commercial construction such as Space-Saver EMT connectors from Cooper Crouse-Hinds offer labor-saving features that make installation fast and easy.

Cooper B-Line Bolted framing systems, spring steel fasteners, pipe hangers and light duty cable tray systems from Cooper B-Line support commercial wiring and plumbing components.

Cooper Power Systems EnvirotranTM indoor power center transformers use TM Envirotemp®FR3, providing improved performance, environmental benefits and extended life.

Cooper Bussmann The new Coordination ModuleTM helps electrical contractors meet new electrical code coordination requirements through an all-in-one solution.

Cooper Menvier Emergency lighting, mains lighting, fire lighting and security systems from Cooper Menvier are used to enhance safety in commercial applications across Europe.

Major Product Categories
Cooper B-Line Bolted Framing Systems Commercial Cable Tray Spring Steel Fasteners Electrical Enclosures Meter Mounting Equipment Rack and Runway Systems Electronic Cabinets Pipe Hangers Cooper Bussmann Electrical Disconnects Fused Circuit Protection Elevator Disconnect Panels Cable Limiters Cooper Crouse-Hinds Commercial Fittings Hubs Outlet Boxes Weatherproof Lighting, Boxes and Covers Cooper Lighting Recessed Downlighting Track Lighting Fluorescent Lighting Floodlighting Architectural Area/Site Lighting Emergency/Exit Lighting Security Lighting Landscape Lighting Cooper Menvier Fire Detection Security Systems Lighting Systems Emergency Lighting Facility Communications Systems Fire Life Safety Weatherproof Notification Appliances Cooper Power Systems Monitoring Equipment Pad-Mounted and Substation Transformers Modular Integrated Transportable Substations Insulating Fluids Pad-Mounted Switchgear Power Factor Correction Demand Response Overcurrent Protection Automated Meter Reading Technology Cooper Wiring Devices Specification-Grade Switches and Receptacles Surge-Protection Equipment Straight Blade Plugs and Connectors Hospital-Grade Products Cooper Hand Tools Measuring Tools Screwdrivers Pliers and Wrenches Hammers Soldering Tools Cutting Tools Chain and Fittings Cooper Power Tools Pneumatic Assembly Tools Pneumatic Material-Removal Tools Bits and Sockets Universal Joints

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UTILITY MARKET

Cooper Crouse-Hinds Cooper Crouse-Hinds products have many utility applications, including obstruction lighting to mark towers that may represent hazards to air navigation.

Cooper Power Tools Utilities depend on tube cleaners and expanders from Cooper Power Tools for service and maintenance of heat exchangers.

Cooper B-Line Meter mounting equipment from Cooper B-Line offers easy, weatherproof installation for years of reliable service. A broad range of Cooper B-Line supports are used in power generation, transmission and distribution.

Cooper Bussmann Cable limiters are used for short-circuit protection of service panel cables.

Cooper Lighting Area, street and roadway lighting provides excellent optical performance for utility customers.

Cooper Hand Tools Utility companies rely on hand tools from Cooper Hand Tools for construction, repair and maintenance. Cooper Power Systems Cooper Power Systems' AriesTM recloser is the industry's first integrated electronic recloser that combines multiple functions into a complete intelligent system. Cooper Wiring Devices Utilities use wire mesh pulling grips to install both underground and overhead transmission cables.

Major Product Categories
Cooper B-Line Bolted Framing Systems Cable Tray Spring Steel Fasteners Electrical Enclosures Meter Mounting Equipment Pipe Hangers Cooper Bussmann Electrical Disconnects Medium-Voltage Fuses Cable Limiters Cooper Crouse-Hinds Conduit and Cable Fittings Control and Apparatus Equipment Industrial Lighting Obstruction Lighting Plugs and Receptacles Signals and Alarms Instrumentation Cooper Lighting Architectural Area/Site Lighting Floodlighting Street/Roadway Lighting Cooper Power Systems Switches Capacitors and Equipment Monitoring Pad-Mounted and Substation Transformers Switchgear Insulating Fluids Reclosers and Controls Relays Cable Accessories Lightning Arresters Feeder Automation Remote Monitoring Substation Automation and Monitoring Automated Meter Reading Technology Demand Response Modular Integrated Transportable Substations Cooper Wiring Devices Wire Mesh Grips Cooper Hand Tools Measuring Tools Pliers and Wrenches Hammers Cutting Tools Chain and Fittings Cooper Power Tools Pneumatic Material-Removal Tools Pneumatic Assembly Tools Bits and Sockets Universal Joints Torque-Assurance Products Tube Cleaners and Expanders

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Cooper Lighting Recessed downlighting fixtures from Cooper Lighting are a mainstay of most modern homes.

RESIDENTIAL MARKET

Cooper B-Line Spring Steel Fasteners, box supports and meter sockets from Cooper B-Line are used frequently in multi-dwelling residential construction.

Cooper Crouse-Hinds Outlet boxes such as nonmetallic Speed-MountTM switchboxes from Cooper Crouse-Hinds are designed for ease of installation in residential applications.

Cooper Bussmann Two new A/C disconnects save contractors installation time through convenience features such as prewired connections.

Cooper Power Systems ExpressStat®utility-controlled smart-services thermostat for cost-effective mass-market active control application.

Cooper Hand Tools Professionals and do-ityourselfers choose tools from Cooper Hand Tools for quality and value.

Cooper Wiring Devices Receptacles, switches, lighting controls and network wiring from Cooper Wiring Devices are essential in today's state-of-the-art homes.

Cooper Menvier Heightened concern for security and fire safety has created a residential market in Europe for Cooper Menvier's security and fire-detection products.

Cooper Power Tools Cooper Power Tools offers professional-quality woodworking tools for the discerning craftsman.

Major Product Categories
Cooper B-Line Bolted Framing Systems Spring Steel Fasteners Meter Mounting Equipment Cooper Bussmann A/C Disconnects Fused Circuit Protection Box Cover Units Cooper Crouse-Hinds Outlet Boxes Floor Boxes Weatherproof Lighting, Boxes and Covers Cooper Lighting Recessed Downlighting Track Lighting Fluorescent Lighting Security Lighting Landscape Lighting Cooper Menvier Fire Detection Security Systems Cooper Power Systems Surge Arresters Cable Accessories Pole Transformers Single-Phase, Pad-Mounted Transformers Demand Response Technology Automated Meter Reading Technology Insulating Fluids Switches Overcurrent and Underground Protection Cooper Wiring Devices Switches and Receptacles Aspire® Design System GFCI Devices Dimmers and Fan Speed Controls Wall Plates Home Automation Cooper Hand Tools Measuring Tools Cutting Tools Screwdrivers Pliers and Wrenches Hammers Soldering Tools Chain and Fittings Cooper Power Tools Pneumatic Drills and Sanders

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UTILITY INDUSTRY Cooper's unparalleled portfolio of respected world-class products and services provides solutions at every point of the power delivery system, improving reliability, productivity and safety. We help our global utility partners deliver environmentally responsible services to their customers. Investments in the latest technologies allow utility customers to automate their systems and services.

PETROCHEMICAL, OIL AND GAS INDUSTRY Strict requirements, harsh and hazardous conditions, accelerating global growth and fluctuating economic conditions are significant challenges for the petrochemical industries. Cooper provides the products and services to deliver safe working conditions and provide protection from the elements.

Serving

Critical

Industries

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CAPACITOR BANK CONTROLLER Cooper Power Systems offers energy automation solutions that combine nextgeneration technology with best-in-class products, allowing comprehensive technologies, products and expertise for customers worldwide.

ASPIRE RF TM Cooper Wiring Devices' ASPIRE RF TM product line provides users with the next generation of convenient, dependable and user-friendly controls.

DLSTM WALL CONTROLLER The Digital Lighting System (DLSTM) is an advanced lighting control system that places the control intelligence in the Cooper Lighting fixture, allowing the user to program zones, scenes and fades.

WIRELESS RF TOOLS Cooper Power Tools' Cleco® cordless tools with infrared communication are designed for safety-critical fastening applications.

Invigorating the

Products
12 | Cooper Industries, Ltd.

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Acquisition

Highlights
CANNON TECHNOLOGIES The acquisition of Cannon Technologies coupled with the existing Cooper Power Systems business allows Cooper to solve critical utility industry issues around asset productivity and service reliability. WHEELOCK, INC. Wheelock created a U.S.- based fire notification base for the Cooper Menvier division. G&H TECHNOLOGIES G&H Technologies enhanced the existing specialty connector business within the Cooper Crouse-Hinds division.
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Financial Review
COOPER STOCK PERFORMANCE
The following graph compares the total shareholder return on Cooper's Class A common shares for the five-year period December 31, 2001 through December 31, 2006 to the total returns for the same period of the Standard & Poor's 500 Stock Index and a Cooper Peer Group Index. The cumulative total return is based upon an initial investment of $100 on December 31, 2001 with dividends reinvested. We currently operate in two primary business areas: Electrical Products and Tools. The 15 companies in the Cooper Peer Group Index were selected based on their presence in similar markets affected by similar economic and market trends to Cooper, their recognition by the investment community as Cooper peers and the comparability of their market capitalization to Cooper's market capitalization. The members of the Cooper Peer Group Index are: Acuity Brands, Inc.; Danaher Corporation; Dover Corp.; Eaton Corp.; Emerson Electric Co.; Hubbell Incorporated (Class B); Illinois Tool Works; Ingersoll-Rand Co. Ltd.; Newell Rubbermaid Inc.; Parker-Hannifin Corp.; Pentair Inc.; Snap-On Inc.; SPX Corp.; The Stanley Works; and Thomas & Betts Corporation. The Cooper Peer Group Index has been weighted in accordance with each corporation's market capitalization (closing stock price multiplied by the number of shares outstanding) as of the beginning of each of the five years covered by the performance graph. The weighted return for each year is the sum of the products obtained by multiplying (a) the percentage that each corporation's market capitalization represents of the total market capitalization for all corporations in the Index for such year by (b) the total shareholder return for that corporation for such year.

DEC 01

DEC 02

DEC 03

DEC 04

DEC 05

DEC 06

Cooper Industries, Ltd. S&P 500®

$ 100 $ 100

$ 108 $ 78 $ 95

$ 178 $ 100 $ 125

$ 213 $