Item 8.01. Other Events.

In the Company's proxy statement dated April 1, 2009 (for its May 15, 2009, Annual Meeting of Shareholders), the Company disclosed that, in connection with the retirement of Andrew A. Campbell, the Company's Chief Financial Officer, on July 1, 2008, Mr. Campbell's years of service under the Company's Supplemental Executive Retirement Plan was increased so that his total years of service would be ten years. The Company wishes to clarify and expand such disclosure.

The increase in Mr. Campbell's years of service was an increase in his years of vesting service only and not his years of benefit service. Mr. Campbell's benefit amount was calculated based on his actual years of service. Granting the additional years for vesting service allowed Mr. Campbell to be eligible for early retirement so his benefits would not be reduced as a result of his retirement before age 65. This had a cost to the Company of approximately $134,000 ($85,000 after tax). The Company's Compensation/Nominating/Governance Committee approved this benefit for Mr. Campbell after considering all of the circumstances related to Mr. Campbell's retirement. First, Mr. Campbell had a severance agreement that provided that if his employment was terminated for any reason other than cause, he would be granted severance equal to two years' base salary and targeted annual incentive, which would have been significantly more than the cost of granting him the additional vesting credit, but as part of Mr. Campbell's retirement package, it was agreed that no severance would be paid. Second, the cost savings to the Company of Mr. Campbell taking early retirement exceeded the cost of granting him the additional vesting credit so that he could take early retirement.