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

Effective September 29, 2009, the Company's Board of Directors elected Ronald J. Helow to hold office as Director, until the next Annual Meeting of Shareholders, bringing the number of board members to nine. There are no special arrangements or understandings between Mr. Helow and any other persons under which he was selected to serve as a Director. Mr. Helow was appointed to serve on the Board's Audit Committee and will Chair the Technology Steering Committee.

Mr. Helow, 65, is managing director of New Course Advisors, a consulting firm he founded in 2008 to advise companies on how to use advanced technologies to create a competitive advantage. Mr. Helow served as Chief Technology Officer at NxtStar Ventures, LLC, from 2001-2008 and founded Registry Systems Corporation in 1990 to custom design and implement mission critical projects using advanced computer technologies for insurance companies.

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