POWER OF ATTORNEY

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Nfil5Ub25wuTug8nur5/cL123//dFy0KYlB8GWRRl9d1z+ZzuID/bQXeMlpLJ0z6 3TlYwMD9Uune5/MQdsRJlw== 0000814585-10-000026.txt : 20100510 0000814585-10-000026.hdr.sgml : 20100510 20100510172920 ACCESSION NUMBER: 0000814585-10-000026 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100507 FILED AS OF DATE: 20100510 DATE AS OF CHANGE: 20100510 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CORSO CLIFFORD D CENTRAL INDEX KEY: 0001259964 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09583 FILM NUMBER: 10817824 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MBIA INC CENTRAL INDEX KEY: 0000814585 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 061185706 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 BUSINESS PHONE: 914-273-4545 MAIL ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 4 1 primary_doc.xml PRIMARY DOCUMENT X0303 4 2010-05-07 0 0000814585 MBIA INC mbi 0001259964 CORSO CLIFFORD D C/O MBIA INC. 113 KING STREET ARMONK NY 10504 0 1 0 0 Executive Vice President Employee Stock Option (right to buy) 48.58 2010-05-07 4 D 0 6345 D 2010-12-12 Common Stock 6345 0 D Employee Stock Option (right to buy) 52.81 2010-05-07 4 D 0 7000 D 2012-02-07 Common Stock 7000 0 D Employee Stock Option (right to buy) 36.69 2010-05-07 4 D 0 7000 D 2013-02-12 Common Stock 7000 0 D Employee Stock Option (right to buy) 64.84 2010-05-07 4 D 0 7000 D 2014-02-10 Common Stock 7000 0 D Employee Stock Option (right to buy) 55.6 2010-05-07 4 D 0 60000 D 2014-06-09 Common Stock 60000 0 D Employee Stock Option (right to buy) 58.84 2010-05-07 4 D 0 30000 D 2015-02-16 Common Stock 30000 0 D Employee Stock Option (right to buy) 12.5 2010-05-07 4 D 0 400000 D 2015-03-28 Common Stock 400000 0 D Employee Stock Option (right to buy) 4.02 2010-05-07 4 D 0 350000 D 2016-02-12 Common Stock 350000 0 D Options granted on 12/12/2000 with 5 year gradual vesting: 40% on second anniversary, 20% each on third, fourth and fifth anniversary of grant date. Stock options cancelled in connection with an award to the reporting person of equity participation units in Cutwater Holdings, LLC under the Cutwater Asset Management Equity Participation Plan, adopted by the Board of Managers of Cutwater Holdings, LLC on May 7, 2010. A total of 867,345 stock options as reported herein were cancelled, having an estimated aggregate value of $1,711,900. The reporting person received an estimated value of $2,450,500 of equity participation units in Cutwater Holdings, LLC (reflecting the estimated value of the reporting person's cancelled stock options and a long-term equity incentive award for the 2009 performance year). Options granted on 2/7/2002 with 5 year gradual vesting: 40% on second anniversary, 20% each on third, fourth and fifth anniversary of grant date. Options granted 2/12/2003 with 5 year gradual vesting: 40% on second anniversary, 20% each on third, fourth and fifth anniversary of grant date. Option granted on 2/10/2004 with 5 year gradual vesting: 40% on second anniversary, 20% each on third, fourth and fifth anniversary of grant date. Options granted on 6/9/2004 with 5 year cliff vesting: 100% on fifth anniversary of grant date. Options granted 2/16/2005 with 5 year gradual vesting: 40% on second anniversary, 20% each on third, fourth and fifth anniversary of grant date. Options granted 3/28/2008. Performance based award which vests in incremental amounts based on share price. Vested options are exercisable from 3/28/2013 to 3/28/2015. Options granted 2/12/2009 with 5 year cliff vesting: 100% on fifth anniversary of grant date. /s/Andrew Hughes, Attorney-in-Fact 2010-05-10 EX-24 2 poacorso2010.htm POWER OF ATTORNEY POWER OF ATTORNEY POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Ram D. Wertheim, Gail D. Makode and Andrew Hughes, signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of MBIA Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 10^th day of May, 2010.

/s/Clifford D. Corso

Signature

Clifford D. Corso
Print Name

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