16. LONG-TERM INCENTIVE PLANS

On February 13, 1997, the shareholders approved the adoption of the Long-Term Incentive Plan (the “Plan”). The Plan authorizes the grant of options to purchase an aggregate of 1,000,000 (split adjusted) shares of the Company’s common stock to certain officers and key employees of the Company chosen by a committee appointed by the board of directors (the “compensation committee”) to administer such Plan. Under the Plan, all options granted have 10-year terms, and the conditions relating to the vesting and exercise of the options result in their being classified as “nonstatutory options” (options which do not afford income tax benefits to recipients, but the exercise of which may provide tax deductions for the Company). Each option will have an exercise price per share not less than the market price of the common stock on the date of grant and no individual employee may be granted options to purchase more than an aggregate of 400,000 shares of common stock.

On April 24, 2002, the shareholders approved the adoption of the 2002 Long-Term Incentive Plan, which was amended by the shareholders on April 26, 2006 (the “2002 Plan”). The 2002 Plan authorizes the grant of awards, including options, to purchase an aggregate of 500,000 shares of the Company’s common stock to certain officers, key employees, directors and consultants of the Company chosen by the compensation committee. Under the 2002 Plan, all options granted have 10-year terms, and the conditions relating to the vesting and exercise of the options result in their being classified as nonstatutory options. Each option will have an exercise price per share not less than the market price of the common stock on the date of grant and no individual employee may be granted options to purchase more than an aggregate of 200,000 shares of common stock.

On April 28, 2011, the shareholders approved the adoption of the 2011 Stock Incentive Plan (the “2011 Plan”). The 2011 Plan authorizes the grant of awards, including options, to purchase an aggregate of 500,000 shares of the Company's common stock to certain officers, key employees, directors and consultants of the Company chosen by the compensation committee. Under the 2011 Plan, all options granted have 10-year terms, and the conditions relating to the vesting and exercise of the options result in their being classified as nonstatutory options. Each option will have an exercise price per share not less than the market price of the common stock on the date of grant and no individual employee may be granted options to purchase more than an aggregate of 200,000 shares of common stock.

At December 31, 2011, there were approximately 517,000 shares remaining available for future issuance under the Plan, the 2002 Plan and the 2011 Plan (together, the “Incentive Plans”). The Company issues new shares through its transfer agent upon stock option exercises or restricted share issuances. During 2011, 2010 and 2009, the compensation committee did not grant any stock options under the Incentive Plans.

A summary of the Company's stock option activity as of December 31, 2010, and changes during the year then ended is presented below:


	Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term		Aggregate Intrinsic Value ($000)
Outstanding at January 1, 2011		100,800		$	18.88
Granted		—			—
Exercised		(8,560	)		17.24
Forfeited or expired		(440	)		11.68

Outstanding at December 31, 2011		91,800		$	19.07		2.3	$	931

Vested at December 31, 2011		91,800		$	19.07		2.3	$	931

Exercisable at December 31, 2011		91,800		$	19.07		2.3	$	931

The total intrinsic value of options exercised during the years ended December 31, 2011, 2010, and 2009, was $133,000, $58,000, and $11,000, respectively.

Cash received from option exercises for the years ended December 31, 2011, 2010 and 2009 was $167,000, $101,000, and $21,000, respectively. The excess tax benefit realized for the tax deductions from option exercise of the share-based payment arrangements totaled $146,000, $124,000 and $24,000, respectively, for the years ended December 31, 2011, 2010 and 2009.

As of December 31, 2011, all compensation cost related to options granted under the Incentive Plans was recognized. All options granted under the Incentive Plans were vested as of December 31, 2009.

Under the Incentive Plans, the compensation committee may award shares of restricted stock to eligible participants as the Committee determines pursuant to the terms of the Incentive Plans. An award of restricted stock shall be subject to transfer restrictions, forfeit provisions and other terms and conditions subject to the provisions of the Incentive Plans. At the time an award of restricted stock is made, the compensation committee shall establish a period of time during which the transfer of the shares of restricted stock shall be restricted and after which the shares of restricted stock shall be vested (the “Restricted Period”). Except for the shares of restricted stock that vest based on the attainment of performance goals, the Restricted Period shall be a minimum of three years, with incremental vesting of portions of the award over the three-year period permitted. If the vesting of the shares of restricted stock is based upon the attainment of performance goals, a minimum Restricted Period of one year is allowed, with incremental vesting of portions of the award over the one-year period permitted.

The Incentive Plans do not have any limitations on the amount of shares that can be specifically awarded as restricted stock. Restricted stock granted during 2011 vests in annual 20% increments beginning on the first anniversary of the date of the grant. The fair value of restricted stock is determined based on the closing price of the Company’s common stock on the date of the grant. On November 30, 2011 the compensation committee granted 67,600 shares of restricted stock to key employees under the Incentive Plans. The weighted-average grant-date fair value of stock granted during 2011 was $28.43. The compensation committee granted 52,100 shares of restricted stock in 2010 with a weighted-average grant date fair value of $27.09. The compensation committee granted 136,700 shares of restricted stock in 2009 with a weighted-average grant date fair value of $16.66. A summary of the status of our restricted stock awards is presented in the table below.


	Number of Shares			Weighted- Average Grant-Date Fair Value Per Share
Restricted shares at January 1, 2011		179,260		$	21.37
Granted		67,600			28.43
Vested		(26,912	)		24.99
Forfeited		(16,218	)		24.43

Restricted shares at December 31, 2011		203,730		$	22.99

As of December 31, 2011, there was $1.7 million of total unrecognized compensation cost related to restricted share-based compensation arrangements granted under the Incentive Plans. This cost is expected to be recognized over a weighted-average period of 3.1 years. The total fair value of shares vested during the year ended December 31, 2011 was $746,000.

Share-based compensation cost that has been charged against income for the Incentive Plans was $906,000, $825,000 and $677,000 for 2011, 2010 and 2009, respectively. The total income tax benefit recognized in the income statement for share-based compensation arrangements was $238,000, $316,000 and $239,000 for 2011, 2010 and 2009, respectively.