Stock-based compensation represents the cost related to stock-based awards granted to employees and non-employee directors. The Company measures stock-based compensation at the grant date, based on the estimated fair value of the award, and recognizes the cost as compensation expense on a straight-line basis, net of estimated forfeitures, over the awards estimated vesting period. The Company's stock-based compensation expense is recorded in General and administrative expenses on the Unaudited Condensed Consolidated Statements of Operations.

The Company issues (i) restricted stock which vests based on the recipient's continued service over time (“Time-Based Awards”) and (ii) restricted stock or restricted stock units which vest based on the Company achieving specified performance measurements (“Performance-Based Awards”).

On June 16, 2011, the Company's Compensation Committee of the Board of Directors (the “Committee”), approved awards of performance-based restricted stock units (“Performance Shares”) and performance-accelerated restricted stock units (“PARS Units”) to certain of the Company's executive officers. These awards were granted under the Company's 2006 Incentive Plan.

The Performance Shares will vest after three years and convert to shares of common stock based on the Company's achievement of certain earnings per share growth targets, the calculation of which will not be impacted by any change in generally accepted accounting principles promulgated by standard setting bodies. These awards, which are denominated in terms of a target number of shares, will be forfeited if performance falls below a designated threshold level and may vest for up to 250% of the target number of shares for exceptional performance. The ultimate number of shares delivered to recipients and the related compensation cost recognized as expense will be based on actual performance.

The PARS Units will vest on the five-year anniversary of the grant date and convert to shares of common stock, subject to accelerated vesting after three years if the Company achieves an earnings per share growth target, the calculation of which will not be impacted by any change in generally accepted accounting principles promulgated by standard setting bodies. Upon vesting, the grantees may defer acceptance of the units to a later date, whereas the units will remain outstanding.

Total stock-based compensation expense during the three months ended July 1, 2011 and July 2, 2010 was approximately $1,952 and $2,706, respectively, with related income tax benefits of $742 and $1,029, respectively.

As of July 1, 2011, there was $22,058 of unrecognized compensation cost related to non-vested restricted stock and restricted stock units granted under the stock incentive plans. The compensation cost related to these non-vested awards is expected to be recognized over a weighted average period of 3.4 years.

Outstanding stock-based awards granted under equity incentive plans as of July 1, 2011 and April 1, 2011 are as follows:

	Performance-Based Awards			Time-Based Awards		Stock Options
	Performance
	Shares	PARS
					Deferred
(in thousands)	Units	Units	Shares	Shares	Units	Shares
Balance, April 1, 2011	479	191	532	298	15	220
Granted	88	88	8	13	-	-
Addition from change in estimate	40	-	-	-	-	-
Vested / Exercised	(162)	-	(81)	(4)	-	(40)
Forfeited	-	-	(8)	-	-	-
Balance, July 1, 2011	445	279	451	307	15	180

During the three months ended July 1, 2011, the Compensation Committee approved the 2011 Shareholder Value Plan (“2011 SVP”), a cash based performance award program for certain officers and leaders under the 2006 Incentive Plan. The performance period under the 2011 SVP is the 36-month period from April 1, 2011 to March 28, 2014. The Company had approximately $665 of accrued compensation cost related to the 2011 SVP, recorded in Other noncurrent liabilities as of July 1, 2011.

The Company had approximately $10,697 of accrued compensation cost related to the 2008 Shareholder Value Plan, recorded in Other current liabilities as of April 1, 2011 and paid in June 2011.