On September 28, 2012 we held our 2012 Annual Meeting of Shareholders, at which time all matters submitted to a vote of our shareholders as described in the proxy statement we filed with the SEC on August 13, 2012 were approved. At the 2012 Annual Meeting, 8,541,487 shares were present, all by valid proxy and which represented the required quorum, and our shareholders took the following actions:

Election of Directors - Our shareholders elected Randy S. Selman, Alan M. Saperstein, Clifford Friedland, Charles C. Johnston, Carl Silva, Leon Nowalsky and Robert D. ('RD") Whitney to serve as directors until the next annual meeting of shareholders or until their successors are elected and qualified. The number of votes cast with respect to each of these individuals is as set forth below:

                         Shares For Shares Withheld

Randy S. Selman          3,451,726          162,484
Alan M. Saperstein       3,453,104          161,106
Clifford Friedland       3,442,829          171,381
Charles C. Johnston      3,455,805          158,405
Carl Silva               3,448,981          165,229
Leon Nowalsky            3,441,929          172,281

4,927,277 of the shares that were present were not eligible to vote with respect to the election of directors (i.e., broker non-votes) and thus are not reflected in the above table.

Ratification of Independent Accountants - Our shareholders ratified the appointment of Mayer Hoffman McCann P.C. as our independent accountants. The vote totals were 7,396,125 shares for, 1,136,711 shares against and 8,651 shares abstaining.