NOTE 15 – PENSION PLANS

We have a qualified defined benefit plan covering certain of our U.S. employees that is no longer available to new participants. We consider the funded status of the plan, required plan contributions, income tax deductibility, and cash flow in our funding decisions.

The benefit amount for certain participants (primarily those hired after December 31, 1999) is frozen and these participants no longer earn any additional benefit credits; however, their lump sum earns 4% interest annually until termination of employment with the Company. We also modified the qualified defined benefit plan and the non-qualified supplementary benefit plan discussed below for participants that were still accruing benefits under the plans. As a result, these participants also ceased accruing pension benefits and final pension benefit amounts will be based on pay and service through June, 2008.

Our non-qualified benefit plan provides supplemental pension payments in excess of qualified plan payments including payments in excess of limits imposed by federal tax law. The plan covers certain officers and key employees. The plan is no longer available to new participants and benefits have been frozen. Our funding policy is to contribute amounts to the plan equal to the benefit payments required for each year.

We have an additional supplemental non-qualified retirement plan for executive officers which provides retirement benefits based on years of credited service as an executive officer in excess of five years. The plan is no longer available to new participants and benefits have been frozen. We also have separate supplemental retirement agreements that provide retirement benefits to two former officers. Our funding policy is to contribute amounts to these plans equal to the benefit payments required for each year.

The following tables set forth the reconciliation of the benefit obligation, plan assets, and the funded status for all of our pension plans:

Change in Benefit Obligation	2011			2010

Benefit obligation at beginning of year	$	452,205		$	438,358
Interest cost		21,829			24,398
Settlement loss (gain)		290			(655	)
Actuarial loss		52,891			16,874
Benefits paid		(32,272	)		(26,770	)
Benefit obligation at end of year	$	494,943		$	452,205

Change in Plan Assets

Fair value of plan assets at beginning of year	$	264,887		$	234,198
Actual return on plan assets		(4,178	)		31,573
Employer contributions		28,152			26,819
Settlements		(1,257	)		(933	)
Benefits paid		(31,015	)		(26,770	)
Fair value of plan assets at end of year	$	256,589		$	264,887
Funded status at end of year	$	(238,354	)	$	(187,318	)

The actuarial loss in 2011 is primarily due to a decrease in the discount rate from 5.0% to 4.25%.

Amounts Recognized in Balance Sheet	2011			2010

Accrued pension liability - current	$	(2,148	)	$	(2,144	)
Accrued pension liability - long-term		(236,206	)		(185,174	)
Total	$	(238,354	)	$	(187,318	)

Amounts Recognized in Accumulated Other Comprehensive Losses Before Tax
Net actuarial loss	$	311,965		$	255,976

The amount of net actuarial loss that will be amortized from accumulated other comprehensive losses into net periodic benefit cost during 2012 is $23,176.

The projected benefit obligation equaled the accumulated benefit obligation of all our pension plans at the end of 2011 and 2010. All of our pension plans have benefit obligations in excess of plan assets.

Components of Net Periodic Benefit Cost and Other
Amounts Recognized in Other Comprehensive Losses

Net Periodic Benefit Cost	2011			2010			2009

Service cost of benefits earned	$	-		$	-		$	126
Interest cost on projected benefit obligation		21,829			24,398			25,777
Expected return on plan assets		(23,431	)		(25,853	)		(25,568	)
Amortization of prior service cost		-			593			593
Settlement loss		520			370			20,412
Amortization of net actuarial loss from prior years		24,281			18,672			14,598
Total net periodic pension cost	$	23,199		$	18,180		$	35,938

Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Losses Before Tax	2011			2010			2009

Net actuarial loss	$	80,500		$	11,153		$	(15,897	)
Net actuarial loss recognized		(24,511	)		(18,764	)		(26,893	)
Prior service credit recognized		-			(593	)		(592	)
Total recognized in other comprehensive losses		55,989			(8,204	)		(43,382	)
Total recognized in net periodic benefit cost
and other comprehensive losses	$	79,188		$	9,976		$	(7,444	)

Weighted-average Assumptions

Projected benefit obligation	2011			2010			2009
Discount rate		4.25	%		5.00	%		5.80	%

Net periodic benefit cost
Discount rate		5.00	%		5.80	%		5.75/7.0	%	(1)
Expected long-term rate of return on plan assets		8.00	%		8.75	%		8.75	%

(1) The discount rate was 5.75% through March 1, 2009 and 7.0% April through December 2009 due to settlements that occurred on March 1, 2009. As a result, pension expense was adjusted to reflect the updated discount rate at that time.

Asset allocation studies form the basis for the development of the overall long-term rate of return assumptions and are based on the long-term historical returns of each asset class in which we invest our pension assets. The expected long-term rate of return assumptions reflect the expected return forecast of each major asset class, the allocation weighting of each asset class included in the target mix, and the correlations among the asset classes and their volatilities. The long-term expected return forecasts reflect the current yield on U.S. government bonds and risk premiums for each asset class. Differences between actual and expected returns are recognized in the net periodic pension calculation over five years using a five-year market-related asset value method of amortization.

Discount rates are established based on prevailing market rates for high-quality, fixed-income instruments with maturities equal to the future cash flows to pay the benefit obligation when due. Our pension plan assets have historically been invested predominantly in equity investments, which have typically realized annual returns at or above the expected long-term rate of return.

The benefits expected to be paid in each of the next five fiscal years, and in the aggregate for the five fiscal years thereafter are as follows:

2012	$	39,218
2013		33,749
2014		33,750
2015		35,927
2016		35,260
2017-2021		187,070

Plan Assets

Our long-term investment policy objectives with respect to the qualified defined benefit plan assets have been to achieve funding of the plan at a level consistent with the Plan’s accumulated benefit obligation. We have two basic long-term investment objectives. First, to achieve an annualized return over a complete business cycle which exceeds that of a customized index weighted to our target allocation. Second, for the annual internal rate of return to meet or exceed our targeted rate of 8%, recognizing that market performance varies and the target rate may not be meaningful during some periods. The target asset allocation percentages for equity investments range from a minimum of 42% to a maximum total equity position of 78% with the target being 60%. Total fixed income percentages range from a minimum of 17.5% to a maximum of 32.5% with a target percentage of 25%. Equity real estate / infrastructure percentages range from a minimum of 10.5% to a maximum of 19.5% with a target of 15%.

It is our policy to diversify the investment of the plan’s assets to reduce the risk of large losses. Progress toward achieving performance objectives is reviewed quarterly by management with particular attention directed to reviewing performance relative to the risks. Each investment vehicle is expected to perform in the top 75% of its peer group over the most recent 12-month period and the top 50% of its peer group over five-to ten-year periods and the majority of the rolling three-year periods. Performance of the pension funds, individual investment managers, actuarial assumptions, and other attributes of the pension plan are reviewed at least annually with the Company’s Board of Directors.

The Pension Protection Act of 2006 became effective in 2008 and increases the minimum funding requirements for our qualified pension plan. We expect to contribute $27,000 to $30,000 in 2012. The fair values of our qualified defined benefit pension plan assets by asset category at January 1, 2012, and January 2, 2011, are shown in the table below.

	January 1, 2012								January 2, 2011
Asset Category	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3

Cash and cash equivalents	$	178	$	178	$	-	$	-	$	1,221	$	1,221	$	-	$	-
Equity securities
Commingled equity funds		107,303		76,150		4,677		26,476		50,647		-		50,647		-
Media and technology		9,628		9,628		-		-		31,520		31,520		-		-
Consumer products and services		10,336		10,336		-		-		22,194		22,194		-		-
Business products and services		7,526		7,526		-		-		18,169		18,169		-		-
Healthcare		5,856		5,856		-		-		14,112		14,112		-		-
Energy and utilities		6,644		6,644		-		-		19,974		19,974		-		-
Banking and financial services		3,851		3,851		-		-		16,848		16,848		-		-
Other		9,608		9,608		-		-		17,879		17,879		-		-
Fixed income securities
Commingled fixed income funds		34,103		12,403		-		21,700		25,047		-		-		25,047
Mortgage-back securitites		-		-		-		-		9,907		-		9,907		-
Corporate bonds		176		-		176		-		6,250		-		6,250		-
Municipal bonds		18		-		18		-		1,772		-		1,772		-
U.S. Treasury securities		-		-		-		-		2,375		2,375		-		-
Private placements		361		-		361		-		975		-		975		-
Other		135		-		135		-		2,632		-		2,632		-
Private equity funds		9,323		-		-		9,323		8,983		-		-		8,983
Hedge funds		34,865		-		-		34,865		-		-		-		-
Real estate		16,678		-		-		16,678		14,382		-		-		14,382
Total	$	256,589	$	142,180	$	5,367	$	109,042	$	264,887	$	144,292	$	72,183	$	48,412

The classification of fair value measurements within the hierarchy is based upon the lowest level of input that is significant to the measurement. Inputs and valuation methodologies used for material categories of pension plan assets are as follows:

Equity securities and Fixed Income U.S. Treasury Securities

Common stock and U.S. Treasury notes and treasury inflation indexed securities (TIPS) are traded in open markets where quoted prices are determinable and available. The investments are valued by independent pricing vendors using a market approach based on prices obtained from the primary exchange on which they are traded. In the absence of a primary market, a secondary market price is used.

Corporate Bonds, Municipal Bonds and Mortgage-backed securities

Individual fixed income securities are valued using a market approach based on observable market inputs. Inputs used to value corporate and municipal bonds include dealer quotes, trading levels, bid prices and spreads, and benchmark curves. Mortgage backed securities are valued based on the present value of expected future cash flows. Directly observable market inputs include interest rates and yield curves at commonly-quoted intervals, volatilities, prepayment speeds, default rates, and credit spreads.

Commingled equity and fixed income funds

Commingled funds are valued at the fair value of the ownership interests in the funds. The Net Asset Value (NAV) is the primary input into the valuation. The NAV per unit is based on the fair value of the underlying assets owned by the fund, minus its liabilities, divided by the number of shares outstanding. The fair value of equity securities held by the funds is generally based on observable prices or inputs based on quotes in active markets. Fixed income securities held by the funds may be valued based on an “evaluated bid” valuation method. Inputs to the valuation include interest rates on coupons, maturities, ratings, and cash flow projections. Additionally, bid-side quotations from independent pricing services or broker-dealers may also be used to determine the fair value of fixed income securities.

Private Equity, Hedge Funds and Real Estate

Our private equity, hedge funds and real estate funds are valued on a NAV per unit based on the underlying investments of the funds. Our private equity funds typically include direct investments in infrastructure assets, partnership interests, or other interests in infrastructure-related assets. The primary valuation methodology for the underlying assets is a discounted cash flow analysis based on unobservable inputs. Key inputs include estimates of operating income and discount rates. Additionally, discounted cash flow valuations are validated using appropriate transaction and trading multiples, where available.

Our hedge funds typically hold investments in secured and unsecured debt instruments issued by European corporations and business entities, as well as foreign currency derivatives. The debt instruments are primarily valued through market quotations, or by reference to comparable investments for which market quotes are available. Key inputs of the foreign currency derivatives include interest rates, currency rates, time value, default rates, and potentially unobservable inputs.

Underlying assets of our real estate funds primarily consist of investment properties valued by independent appraisals as there are no observable markets for these investments. Key inputs include revenue and expense growth rates, terminal capitalization rates, and discount rates.

The following table summarizes the changes in plan assets measured at fair value using Level 3 inputs. Realized and unrealized gains and losses in plan assets are reported in other comprehensive income.

	Commingled Equity and Fixed Income Funds		Private Equity Funds			Hedge Funds			Real Estate		Total

Beginning balance at January 2, 2011	$	25,047	$	8,983		$	-		$	14,382	$	48,412

Actual return on plan assets
Assets still held at January 1, 2012		1,382		(61	)		(236	)		2,296		3,381
Assets sold during the period		1,712		1			-			-		1,713
Purchases, sales, and settlements		20,035		400			35,101			-		55,536
Transfers in and/or out of level 3		-		-			-			-		-
Ending balance at January 1, 2012	$	48,176	$	9,323		$	34,865		$	16,678	$	109,042

There were no significant transfers between Level 1 and Level 2 of the fair value hierarchy during the year ended January 1, 2012.

Defined Contribution Plans

We sponsor a 401(k) savings plan in which substantially all of the employees are eligible to participate. Late in 2009, we reduced the Company match for all employees from 75% to 50%. Expense recorded for employer matching contributions under this plan totaled $3,615, $3,307, and $5,611 in 2011, 2010, and 2009.

We also have a supplemental executive retirement plan for officers designed to supplement benefits available under our 401(k) savings plan. Participant accounts are credited annually with 15% of their annual compensation, which includes base salary and annual cash incentive awards, and with an investment return which currently is 6%. Expense recorded for this plan totaled $423, $281, and $213 in 2011, 2010, and 2009.