STOCK COMPENSATION PLAN

12 Months Ended

Jun. 30, 2012

Notes to Financial Statements

NOTE 15 - STOCK COMPENSATION PLAN

Officers and Directors Stock Compensation

 Effective November 2008, the Board of Directors approved the following compensation for directors who are not employed by the Company:

· Annual cash compensation of $10,000 payable at the rate of $2,500 per quarter.  The Company has the right to pay this amount in the form of shares of common stock of the Company.

· Upon appointment, outside directors receive a grant of $75,000 payable in shares of the Company’s restricted common stock calculated based on the market value of the shares of common stock on the date of grant.  The shares vest ratably over a five year period.

· Reimbursement of all travel expenses related to performance of Directors’ duties on behalf of the Company.

Officers, Key Employees, Consultants and Directors Stock Compensation. 

In August 2012, the Board of Directors amended the 2011 Stock Plan (the “Amended 2011 Plan”).  Under the terms of the Amended 2011 Plan, officers, key employees, consultants and directors of the Company are eligible to participate.  The maximum aggregate number of shares of common stock that may be granted under the 2011 Plan was increased from 250,000 shares to 500,000 shares.  A Committee of independent members of the Company’s Board of Directors administers the 2011 Plan.  The exercise price for each share of common stock purchasable under any incentive stock option granted under the 2011 Plan shall be not less than 100% of the fair market value of the common stock, as determined by the stock exchange on which the common stock trades on the date of grant.  If the incentive stock option is granted to a shareholder who possesses more than 10% of the Company's voting power, then the exercise price shall be not less than 110% of the fair market value on the date of grant.  Each option shall be exercisable in whole or in installments as determined by the Committee at the time of the grant of such options.  All incentive stock options expire after 10 years.  If the incentive stock option is held by a shareholder who possesses more than 10% of the Company's voting power, then the incentive stock option expires after five years.  If the option holder is terminated, then the incentive stock options granted to such holder expire no later than three months after the date of termination.  For option holders granted incentive stock options exercisable for the first time during any fiscal year and in excess of $100,000 (determined by the fair market value of the shares of common stock as of the grant date), the excess shares of common stock shall not be deemed to be purchased pursuant to incentive stock options.

A schedule of the options and warrants activity for the years ended June 30, 2012 and 2011 is as follows:

	Number of Options		Number of Warrants		Price per share
Outstanding at June 30, 2010		14,880		843,622	$	1.50-4.00
Granted		-		337,167(1)		4.25
Exercised		-		(269,206)		3.65-4.00
Cancelled		-		(337,167)(1)		4.00
Expired		-		-		-
Outstanding at June 30, 2011		14,880		574,416	$	1.50-4.25
Granted		-		-		-
Exercised		(800)		(148,953)		2.50-4.25
Cancelled		-		-		-
Expired		(1,200)		(375,463)		2.50-4.25
Outstanding at June 30, 2012		12,880		50,000	$	1.50-1.80

(1)   337,167 shares were extended and exercise price increased to $4.25