Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
In accordance with the Marketplace Rules of The NASDAQ Stock Market LLC
("Nasdaq"), on March 19, 2009, the Company notified Nasdaq that, as a result of
the resignation of one of its independent directors, the Company was no longer
in compliance with Nasdaq Marketplace Rule 4350(c), which requires that a
majority of the Board of Directors be comprised of independent directors. The
Company intends to appoint a new independent director to serve on the Board of
Directors before the end of the cure period provided for by Nasdaq Marketplace
Rule 4350(c).
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 18, 2009, T. Wayne Davis resigned as a member of the Company's Board of
Directors. Mr. Davis informed the Company that he had decided not to stand for
re-election to the Board of Directors and determined to make his resignation
effective immediately. Mr. Davis' resignation was not the result of any
disagreement with the Company on any matters relating to the Company's
operations, policies or practices.
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