STOCK COMPENSATION PLANS

9 Months Ended

Sep. 30, 2012

STOCK COMPENSATION PLANS

STOCK COMPENSATION PLANS

NOTE 12—STOCK COMPENSATION PLANS

• Restricted Stock

        At September 30, 2012, there were outstanding 868,019 shares of unvested time-based restricted common stock and 850,000 shares of unvested performance-based restricted common stock. The awarded shares of time-based restricted common stock vest over a service period of three to five years from the date of the grant. The awarded shares of performance-based restricted common stock vest in full on the date the Compensation, Nominating and Governance, or CNG, Committee of the Board of Directors, as Administrator of the Company's 2003 Stock Incentive Plan, or the 2003 Plan, determines that the Company achieved certain financial goals established by the CNG Committee as set forth in the grant documents. Both time-based and performance-based restricted common stock vest immediately upon a change in control of the Company as defined in the 2003 Plan and upon death of the employee.

        Compensation expense related to time-based restricted stock awards is based on the fair value of the underlying stock on the award date and is recognized over the vesting period using the straight-line method. Restricted stock amortization totaled $1.4 million, $1.3 million and $2.1 million for the three months ended September 30, 2012, June 30, 2012, and September 30, 2011, respectively and $4.3 million and $6.2 million for the nine months ended September 30, 2012 and 2011, respectively. Such amounts are included in compensation expense on the accompanying condensed consolidated statements of earnings.

        Currently no compensation expense is being recognized for any performance-based restricted stock awards as management has concluded that it is improbable that the respective financial targets for any outstanding performance-based restricted stock awards will be met. If and when the attainment of such financial targets is deemed probable in future periods, a catch-up adjustment will be recorded and amortization of such performance-based restricted stock will begin again. The total amount of unrecognized compensation expense related to all performance-based restricted stock for which amortization was suspended or has not commenced totaled $33.8 million at September 30, 2012 as presented in the following table.

	September 30, 2012
	Number of Shares Outstanding		Unrecognized Compensation Expense		Expiration Year of Award
	(in thousands)
Performance-based restricted stock awarded in:
2006		275,000	$	14,924	2013
2007		205,000		11,259	2017
2008		20,000		453	2013
2011		350,000		7,161	2016
Outstanding performance-based restricted stock awards		850,000	$	33,797

        The Company's 2003 Plan permits stock based compensation awards to officers, directors, key employees and consultants. As of September 30, 2012, the 2003 Plan authorized grants of stock-based compensation instruments to purchase or issue up to 6,500,000 shares of authorized but unissued Company common stock, subject to adjustments provided by the 2003 Plan. As of September 30, 2012, there were 1,799,121 shares available for grant under the 2003 Plan.