EQUITY-BASED COMPENSATION

12 Months Ended

Dec. 31, 2011

EQUITY-BASED COMPENSATION

EQUITY-BASED COMPENSATION

NOTE K – EQUITY-BASED COMPENSATION

Stock Awards

As of December 31, 2011, the Company had outstanding stock options granted under the 2000 Non-Qualified Stock Option Plan and the 2002 Stock Option Plan and outstanding restricted stock and restricted stock units granted under the 2005 Ownership Incentive Plan (“the 2005 Plan”). The 2005 Plan superseded the Company’s 2000 Non-Qualified Stock Option Plan and 2002 Stock Option Plan with respect to future awards and, as amended, provides for the granting of 2.2 million shares, which may be awarded as incentive and nonqualified stock options, Stock Appreciation Rights (“SARs”), restricted stock or restricted stock units. Any outstanding stock options under the 2000 or 2002 stock option plans which are forfeited or otherwise unexercised will be included in the shares available for grant under the 2005 Plan. As of December 31, 2011, the Company had not elected to treat any exercised options as employer SARs and no employee SARs had been granted. No stock options have been granted since 2004.

Restricted Stock

A summary of the Company’s restricted stock program, which consists of restricted stock and restricted stock units awarded under the 2005 Plan, is presented below:

			Weighted-Average
			Grant Date
	Shares/Units		Fair Value
Outstanding – January 1, 2011	991,685		$         29.46
Granted	334,700		22.49
Vested	(155,700	)	37.49
Forfeited	(13,447	)	26.24
Outstanding – December 31, 2011	1,157,238		$         26.43

The Compensation Committee granted restricted stock and restricted stock units under the 2005 Plan during the years ended December 31, 2011, 2010 and 2009 as follows:

		Weighted-Average
		Grant Date
	Shares/Units	Fair Value
2011	334,700	$	22.49
2010	314,130	$	22.57
2009	306,730	$	22.55

The fair value of restricted stock that vested in 2011, 2010 and 2009 was $3.9 million, $3.6 million and $1.1 million, respectively. Unrecognized compensation cost related to restricted stock awards outstanding as of December 31, 2011 was $13.2 million, which is expected to be recognized over a weighted-average period of three years.

Stock Options

A summary of the Company’s stock option program is presented below:

					Weighted-
					Average
			Weighted-		Remaining	Intrinsic
	Shares		Average		Contractual	Value(2)
	Under Option (1)		Exercise Price		Term (Years)	($ thousands)
Outstanding – January 1, 2011	442,357		$	27.08
Granted	–		–
Exercised	(34,900	)	24.38
Forfeited	(127,032	)	27.36
Outstanding – December 31, 2011	280,425		$	27.29	1.5	$	—

(1)Options outstanding are vested and available to be exercised.

(2)The intrinsic value for each option represents the excess, if any, of the market value of the Company’s Common Stock on December 31, 2011 over the exercise price of the option.

The following table summarizes additional activity related to the Company’s stock option program for the years ended December 31:

	2011		2010		2009
	($ thousands)
Intrinsic value of options exercised	$	79	$	415	$	143
Cash proceeds of options exercised	$	763	$	1,828	$	469
Tax benefit of options exercised	$	30	$	83	$	–