On May 14, 2012, the Company amended the terms of restricted stock awards issued in November 2008 to Robert L. Choini ("Chioini") and Thomas E. Klema ("Klema"), the Company's Chief Executive Officer and Chief Financial Officer, respectively, and previously amended in November 2011. One-half of each of the awards vested in 2010. The amendments postpone the vesting of the remainder of the awards (50,000 shares under Chioini's restricted stock award and 25,000 shares under Klema's restricted stock award) from May 15, 2012 to March 1, 2013. The amendments were approved by the Compensation Committee of the Company's Board of Directors on May 14, 2012 in accordance with the terms of the Company's Amended and Restated 2007 Long Term Incentive Plan and by the award holders in accordance with the relevant grant agreements.

The following exhibit is filed herewith:

Exhibit
number                               Exhibit Description

10.44       Form of Amendment to 2008 Restricted Stock Award Agreement as of May
            14, 2012 with Robert L. Chioini and Thomas E. Klema