Stock-Based Compensation

3 Months Ended

Apr. 30, 2011

NOTE 5 — STOCK-BASED COMPENSATION

For the three months ended April 30, 2011 and 2010, the Company recorded $2.5 million and $2.4 million, respectively, of stock-based compensation expense, which is included in "selling, general and administrative expenses" in the Consolidated Statement of Income.

At April 30, 2011, the Company had awards outstanding from four equity-based compensation plans, only one of which is currently active. The active plan was approved by the Company's shareholders in June 2009 and includes 4.0 million shares available for grant of which approximately 3.3 million shares remain available for future grant at April 30, 2011. Under the active plan, the Company is authorized to award officers, employees, and non-employee members of the Board of Directors restricted stock, options to purchase common stock, maximum value stock-settled stock appreciation rights ("MV Stock-settled SARs"), maximum value options ("MVOs"), and performance awards that are dependent upon achievement of specified performance goals. Equity-based compensation awards have a maximum term of 10 years, unless a shorter period is specified by the Compensation Committee of the Board of Directors or is required under local law. Awards under the plans are priced as determined by the Compensation Committee, and under the terms of the Company's active equity-based compensation plan, are required to be priced at, or above, the fair market value of the Company's common stock on the date of grant. Awards generally vest between one and four years from the date of grant.

A summary of the activity of the Company's MV Stock-settled SARs, MVOs and stock options for the three months ended April 30, 2011 is as follows:


	Shares
Outstanding at January 31, 2011		2,881,356
Granted		12,882
Exercised		(1,006,502	)
Canceled		(8,972	)

Outstanding at April 30, 2011		1,878,764

A summary of the activity of the Company's restricted stock activity for the three months ended April 30, 2011 is as follows:


	Shares
Outstanding at January 31, 2011		543,841
Granted		241,888
Vested		(140,825	)
Canceled		(8,262	)

Outstanding at April 30, 2011		636,642

The Company's policy is to utilize shares of its treasury stock, to the extent available, for the exercise or vesting of equity awards (see further discussion of the Company's share repurchase program in Note 6 - Shareholders' Equity).