STOCK-BASED COMPENSATION

9 Months Ended

Sep. 30, 2012

Disclosure Of Compensation Related Costs, Share-Based Payments

STOCK-BASED COMPENSATION

5. STOCK-BASED COMPENSATION

The Company reserved 11,390,625 shares of common stock under its 2004 Stock Incentive Plan which expires ten years from the date of approval.  This plan provides for the issuance of various forms of stock incentives, including, among others, incentive and non-qualified stock options and restricted stock.  As of September 30, 2012, there were approximately 2,035,394 shares available for grants.

Stock-based employee compensation expense was as follows for the periods indicated:

	Three months ended				Nine months ended
	September 30,				September 30,
(in thousands)	2012		2011		2012		2011
Pre-tax expense	$	2,002		1,602	$	5,904		5,423
After tax expense	$	1,271		1,017	$	3,749		3,444

Stock Options

Transactions involving RPC’s stock options for the nine months ended September 30, 2012 were as follows:

	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life		Aggregate Intrinsic Value
Outstanding at December 31, 2011		704,689		$	1.31	0.99 years
Granted		-			-		N/A
Exercised		(463,214	)		1.34		N/A
Forfeited		-			-		N/A
Expired		-			-		N/A
Outstanding and exercisable at September 30, 2012		241,475		$	1.25	0.33 years		$	2,569,000

The total intrinsic value of stock options exercised was approximately $5,048,000 during the nine months ended September 30, 2012 and approximately $11,375,000 during the nine months ended September 30, 2011. Tax benefits related to non-qualified stock options exercised totaled $431,000 during the nine months ended September 30, 2012 and $799,000 during the nine months ended September 30, 2011 and were credited to capital in excess of par value and are classified as financing cash flows.

Restricted Stock

The following is a summary of the changes in non-vested restricted shares for the nine months ended September 30, 2012:

	Shares			Weighted Average Grant-Date Fair Value
Non-vested shares at December 31, 2011		4,440,831		$	6.62
Granted		1,146,750			11.69
Vested		(980,140	)		5.51
Forfeited		(94,125	)		7.85
Non-vested shares at September 30, 2012		4,513,316		$	8.12

The total fair value of shares vested during the nine months ended September 30, 2012 was approximately $10,695,000 and during the nine months ended September 30, 2011 was approximately $11,861,000.  Tax benefits for compensation tax deductions in excess of compensation expense for restricted stock totaled approximately $2,153,000 for the nine months ended September 30, 2012 and $2,635,000 for the nine months ended September 30, 2011 and were credited to capital in excess of par value and are classified as financing cash flows.

Other Information

As of September 30, 2012, total unrecognized compensation cost related to non-vested restricted shares was approximately $33,112,000 which is expected to be recognized over a weighted-average period of 3.6 years.  As of September 30, 2012, all of the compensation cost related to stock options has been recognized.