Annual Retainer:

$25,000(1), payable in quarterly installments

Committee Chair Stipend:

$20,000 annually for Audit Committee Chair

$3,000 annually for all other committee chairs

Attendance Fee:

$1,000 for each board meeting attended

$2,000 to audit committee members for each audit committee meeting attended

$1,000 to each other committee member for all other committee meetings attended

Expenses related to attendance

Equity-based Compensation Award under 1996 Stock Incentive Plan:

Annual grant of options to purchase 15,000 shares of common stock(2)