I. INTRODUCTION
Over the last decade directors and officers of public and
private companies have increasingly become targets in civil
litigation, government investigations, and enforcement actions. In
today's claims and regulatory environment—with civil
actions of many stripes often naming individual directors and
officers as defendants and stepped up enforcement activity by the
SEC and Department of Justice—directors and officers are
sharply aware that their personal assets may be at risk whenever
events occur in the life of their company that could make
shareholders, customers, employees, or regulators unhappy, or could
otherwise fetch the attention of plaintiffs' lawyers.
Because of the increasing risk to their personal assets,
directors and officers are more frequently calling on outside and
inhouse counsel to evaluate the adequacy of their company's
D&O insurance, looking for assurances that their coverage is as
broad as possible with limits sufficient to
