Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 9, 2009, we received the last signatures on a written consent by which our board of directors unanimously adopted Second Amended and Restated Bylaws ("Restated Bylaws"), effective as of April 2, 2009. The Restated Bylaws were adopted in order to incorporate amendments we previously made to our initial Amended and Restated Bylaws adopted in 2002, to make certain typographical corrections, and to make clarifying and updating amendments as described below.

Section 2.1 was revised to clarify that annual meetings would be held in the City of Vernon, which is the city in which our corporate headquarters is located, rather than in the City of Los Angeles. Meetings may also still be held at other places our board determines.

Section 2.3 regarding the right of stockholders to call a special meeting and
Section 2.9 regarding actions by written consent of stockholders have been revised to eliminate references to the rights of holders of Series A Convertible Preferred Stock to call a special meeting or act by written consent, because we have no outstanding shares of Series A Convertible Preferred and we do not anticipate issuing any such shares. Also, we have filed a preliminary proxy statement ("Proxy Statement") proposing to amend and restate our articles of incorporation in order to, among other things, eliminate references to the Series A Convertible Preferred Stock.

Section 2.11 and the second paragraph of Section 3.1 regarding the right of stockholders to conduct business or nominate directors have been revised to simply refer to the provisions in our articles of incorporation rather than set forth the details of those provisions in the bylaws, because the provisions in the articles of incorporation are controlling and the Proxy Statement proposes revisions to those provisions in the articles of incorporation.

The first paragraph of Section 3.1 regarding the number of directors on our board has been updated to reflect that our board most recently set the number of directors at five. That paragraph previously stated that the initial number of directors was four.

A copy of the Restated Bylaws is attached as Exhibit 3.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired.

Not applicable.

(b) Pro Forma Financial Information.

Not applicable.

(c) Shell Company Transaction.

Not applicable.

(d) Exhibits.

Number Description

3.1 Second Amended and Restated Bylaws

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