On October 19, 2009, the Company issued a press release announcing that, effective as of that date, it has eliminated the position of Chief Operating Officer and has restructured its management team as follows:

(1) James S. Marlen, Chairman and Chief Executive Officer, has taken on the additional title of President;

(2) Gary Wagner has become Senior Vice President, Finance and Administration, and Chief Financial Officer; and

(3) James R. McLaughlin has become Senior Vice President, Corporate Development, and Treasurer.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The Company has entered into a letter agreement with Mr. McLaughlin, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference. Pursuant to this letter agreement, Mr. McLaughlin's compensation for fiscal years 2009, 2010 and 2011 will not be changed, or determined in a different manner than it was determined for fiscal year 2008, solely as a result of the change in his title. If Mr. McLaughlin elects to take early retirement on June 1, 2011, then: (i) the Company will pay him a pro rata annual Management Incentive Compensation Plan bonus of $180,000 for fiscal year 2011; (ii) all then-unvested restricted stock granted to him after January 1, 2010 will vest in full on June 1, 2011; and (iii) the Company will retain him as a full-time consultant from June 2, 2011 to June 1, 2012 at an annual retainer of $180,000.

Item      Financial Statements and Exhibits
9.01.

(d)
Exhibits

Exhibit   Description
No.
10.1      Letter Agreement dated October 19, 2009 between the Company and James
          R. McLaughlin
99.1      News Release dated October 19, 2009