Item 8.01. Other Events

The Company previously disclosed that several derivative actions were commenced by shareholders purportedly on behalf of the Company against a number of current and former officers and directors of the Company (and naming the Company as a nominal defendant) in connection with the Company's historical stock option granting practices. These actions were filed in the United States District Court for the Northern District of California (the "Federal Court"), and were consolidated into one action captioned Wilder v. Doris, et al., Case No. C-07-1500, and in the Superior Court of California for the County of Marin, captioned McCay v. Doris, et al., Case No. CV 073038.

As the Company previously disclosed, in February 2009, the parties in the derivative actions reached an agreement in principle to settle these actions. On May 28, 2009, the Federal Court entered an order preliminarily approving the settlement ("Preliminary Approval Order"). The Preliminary Approval Order requires that the Company publish a Notice of Proposed Settlement of Actions and of Settlement Hearing Thereon (the "Notice of Settlement") in a Current Report on Form 8-K within seven (7) business days of the entry of such order. The Notice of Settlement is attached hereto as Exhibit 99.1. The Notice of Settlement contains important information regarding the proposed settlement.

The Preliminary Approval Order is subject to final approval by the Federal Court. A final settlement hearing is scheduled before the Honorable Claudia Wilken of the United States District Court, Northern District of California, Oakland Division, United States Courthouse, located at 1301 Clay Street, Oakland, California 94612, on August 6, 2009, at 2:00 p.m., to determine whether the proposed settlement should be approved as fair, reasonable, and adequate and to consider the application of plaintiffs' counsel for attorneys' fees and expenses.