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Share-Based Payment Arrangements

Employee Equity Plans

As of December 31, 2011, the Company had two employee equity incentive plans, the 2002 employee stock option and stock incentive plan (the "ESOSIP") and the 2011 equity incentive plan (the "2011 EIP"). The Company also has a stock compensation plan for members of its Board of Directors (the "Directors Stock Compensation Plan"). The ESOSIP, 2011 EIP and Directors Stock Compensation Plan are each referred to herein as a "Plan," and, collectively, as the "Plans." In May 2011, the Company's shareholders approved the 2011 EIP. The provisions of the 2011 EIP are substantially similar to the provisions of the ESOSIP. 6,000,000 shares of the Company's Common Stock were authorized for issuance under the 2011 EIP. No further grants can be made under the ESOSIP, including 2,239,117 shares of the Company's Common Stock previously reserved for issuance under the ESOSIP. Amounts recognized in the financial statements with respect to these Plans are as follows (in thousands):


	Fiscal Years
	2011		2010		2009
Total cost of the Plans during the period	$	5,012	$	4,769	$	4,968
Amount of related income tax benefit recognized during the period		983		1,194		1,163

Net cost of the Plans during the period	$	4,029	$	3,575	$	3,805

Options granted under the Plans generally become exercisable in either three or five equal annual installments commencing on the first anniversary of the date of grant or 100% four and one-half years from the date of grant or 100% on the third or fifth anniversary from the date of grant, subject to acceleration in certain circumstances. All options granted under the Plans expire on the tenth anniversary of the date of grant. Under the Plans, the exercise price of each option equals the fair market value of the Company's Common Stock on the date of grant.

The fair value of each option grant on its grant date was calculated using the Black-Scholes option pricing model with the following weighted average assumptions for grants made in 2011, 2010 and 2009:


	2011			2010			2009
Expected volatility		35.0	%		37.0	%		38.0	%
Expected dividend yield		0.450	%		0.400	%		0.400	%
Risk-free interest rate		1.75	%		2.50	%		1.50	%
Expected lives (in years)		4.0			4.2			4.4

The Company utilizes historical data, including exercise patterns and employee departure behavior, in estimating the term that options will be outstanding. Expected volatility was based on historical volatility and other factors, such as expected changes in volatility arising from planned changes to the Company's business, if any. The risk-free interest rate was based on the yield of zero coupon U.S. Treasury bonds for terms that approximated the terms of the options granted. The weighted average grant date fair value of stock options granted during 2011, 2010 and 2009 was $12.06, $12.03 and $12.30, respectively.

The following table summarizes information regarding the Company's stock options granted under the Plans:


	Options Outstanding					Options Exercisable
	Number of Options			Weighted Average Exercise Price per Share		Number of Options		Weighted Average Exercise Price per Share
Options at December 27, 2008		2,505,644		$	35.47		822,211	$	30.75
Granted		367,000		$	38.20
Exercised		(207,342	)	$	19.31
Forfeited		(107,500	)	$	42.77

Options at December 26, 2009		2,557,802		$	36.86		1,225,802	$	32.43
Granted		230,250		$	37.41
Exercised		(424,354	)	$	20.73
Forfeited		(67,867	)	$	42.64

Options at December 25, 2010		2,295,831		$	39.73		936,081	$	38.85
Granted		273,000		$	41.79
Exercised		(111,355	)	$	34.84
Forfeited		(130,700	)	$	41.48

Options at December 31, 2011		2,326,776		$	40.11		1,110,743	$	39.74

The following tables summarize stock options outstanding and exercisable at December 31, 2011:


	Options Outstanding
Range of Exercise Prices Per Share	Number Outstanding		Weighted Average Remaining Contractual Term (years)		Weighted Average Exercise Price per Share
$14.62 - $15.00		25,100		1.0	$	14.62
$15.01 - $25.00		49,763		2.1	$	19.64
$25.01 - $35.00		109,801		3.2	$	32.60
$35.01 - $40.00		639,750		6.8	$	37.92
$40.01 - $44.00		1,282,118		6.1	$	42.19
$44.01 - $48.15		220,244		5.4	$	45.62

		2,326,776		5.9	$	40.11


	Options Exercisable
Range of Exercise Prices Per Share	Number Exercisable		Weighted Average Remaining Contractual Term (years)		Weighted Average Exercise Price per Share
$14.62 - $15.00		25,100		1.0	$	14.62
$15.01 - $25.00		49,763		2.1	$	19.64
$25.01 - $35.00		109,801		3.2	$	32.60
$35.01 - $40.00		160,383		5.7	$	37.40
$40.01 - $44.00		593,952		4.9	$	42.81
$44.01 - $48.15		171,744		5.3	$	45.35

		1,110,743		4.7	$	39.74

At December 31, 2011, the total intrinsic value of options outstanding was $18,179,000. As of December 31, 2011, there were 73,000 stock options that were out-of-the-money based on the year end per share closing market price of $47.92 as reported on the NASDAQ Global Select Market. The remaining stock options outstanding as of December 31, 2011 that were in-the-money had an aggregate intrinsic value of $18,196,000. At December 31, 2011, the total intrinsic value of options outstanding and exercisable was $9,091,000. As of December 31, 2011, there were 44,400 exercisable stock options outstanding that were out-of-the-money based on the year end per share closing market price of $47.92 as reported on the NASDAQ Global Select Market. The remaining exercisable stock options outstanding as of December 31, 2011 that were in-the-money had an intrinsic value of $9,101,000. The total intrinsic value of stock options exercised during 2011, 2010 and 2009 was $1,052,000, $9,657,000 and $3,816,000, respectively.

As of December 31, 2011, there was $8,114,000 of total unrecognized compensation cost related to non-vested stock options granted under the Plans. The unrecognized compensation cost related to these non-vested options is expected to be recognized over a weighted average period of 2.7 years.

The 2011 EIP provides the Compensation Committee of the Board of Directors with the authority to issues shares of Common Stock of the Company, subject to certain vesting and other restrictions on transfer ("restricted stock"). Shares of restricted stock generally are granted under the 2011 EIP subject to vesting in three year annual installments or 100% on the third or fifth anniversary of the date of grant and the shares of restricted stock remain subject to forfeiture unless the grantee remains continuously employed with the Company or a subsidiary thereof through the applicable vesting date. The fair value of each share of non-vested restricted stock issued under the Plans is based on the fair value of a share of the Company's Common Stock on the date of grant.

The following table summarizes information regarding the Company's non-vested restricted stock under the Plans:


	Number of Shares			Weighted Average Grant Date Fair Value
Non-vested restricted stock outstanding at December 25, 2010		29,854		$	39.49
Granted		22,410		$	44.82
Vested		(8,333	)	$	42.14
Forfeited		(2,938	)	$	37.13

Non-vested restricted stock outstanding at December 31, 2011		40,993		$	42.03

As of December 31, 2011, there was $1,227,000 of total unrecognized compensation cost related to non-vested shares of restricted stock granted under the Plans. The unrecognized compensation cost related to these non-vested shares of restricted stock is expected to be recognized over a weighted average period of 2.1 years.

As of December 31, 2011, there were 8,324,776 shares of the Company's Common Stock reserved for issuance under the Plans.

Directors' Stock Compensation Plan

Upon election or re-election to the Board of Directors for a three year term, outside members of the Board of Directors may receive a grant of such number of restricted shares of the Company's Common Stock equal to the quotient of $225,000 divided by the fair market value of a share of Common Stock on the date immediately following the date of such Director's re-election or election to the Board. In 2011 and 2010, 9,510 and 9,954 restricted shares, respectively, were granted to outside Directors upon their re-election to the Board. The restricted shares vest in three equal annual installments on the first three annual anniversary dates of the date of grant. During 2011 and 2010, $242,000 and $98,000, respectively, of compensation cost was recorded for the grant of these restricted shares.

Prior to 2010, under the Directors' Stock Compensation Plan, outside members of the Board of Directors who were elected or re-elected to the Board received 6,000 shares of Common Stock of the Company, subject to certain restrictions including restrictions on transfer. There were no such shares issued in 2009.

As of December 31, 2011, there were 118,959 shares of the Company's Common Stock reserved for issuance upon the grant of Common Stock under the Directors' Stock Compensation Plan.