Related Party Transactions and Outside Related Director Information

CPI Corp. (CPY)

5/5/2006 Proxy Information

Renato Cataldo served as a consultant to the Executive Committee of the Board of Directors of the Company from August 16, 2004, until his appointment to the position of Chief Operating Officer on July 25, 2005. As an independent consultant, Dr. Cataldo participated in special projects assigned to him by the Executive Committee or its designees. He was paid at the rate of $1,000 per day for up to 22 days per month and was reimbursed for expenses incurred in performing his duties in accordance with customary reimbursement policies established by the Company. Dr. Cataldo was paid a total of $240,000 during his tenure as a consultant to the Company, including $149,000 in fiscal year 2005.

From his retirement as President and Chief Operating Officer on July 25, 2005 through September 30, 2005, Jack Krings served as independent consultant to the Company. As a consultant, he assisted with the transition to the Company’s new Chief Executive Officer, assisted field management and carried out other projects under the direction of the Chairman of the Board. Mr. Krings was paid a total of $80,000 for his services as a consultant and he was reimbursed for expenses incurred in accordance with the Company’s customary reimbursement policies.

5/16/2003, 6/4/2004 and 5/20/2005 Proxy Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.