Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

On January 28, 2009, our Compensation Committee increased the base salary of Stephen C. Taylor, our President, Chief Executive Officer and Chairman of the Board, from $275,000 to $316,000. Mr. Taylor is employed pursuant to an employment agreement entered into on October 25, 2008. No other changes were made to the terms of Mr. Taylor's employment agreement, which was summarized in our Report on Form 8-K filed with the SEC on October 30, 2008, and filed as an exhibit thereto.

In addition, pursuant to the terms of Mr. Taylor's employment agreement, we granted Mr. Taylor a stock option to purchase 30,000 shares of our common stock pursuant to our 1998 Stock Option Plan. The option is subject to vesting requirements under which one-third of the option shares will vest and become exercisable on the first anniversary of the grant date and another one-third of the option shares will vest on the second and third anniversary date thereafter. The exercise price of the option is $9.95 per share, the fair market value of our common stock on the date of grant. The option expires ten years from the date of grant.
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