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revlis

05/29/03 7:09 PM

#29234 RE: F6 #29230

F6,

I believe the options are granted on the date of the ASM. Here is the statement from the proxy statement.


Each member of the Board of Directors who is not an officer or employee
of the Company (an "Outside Director") is entitled, upon his election at the
Annual Meeting of Shareholders, to receive an annual grant of non-qualified
stock options to purchase shares of Common Stock under the Company's 2000 Stock
Award and Incentive Plan (the "2000 Option Plan"). These options are granted
automatically in an amount equal to 16,000 multiplied by the number of years
remaining in the Director's term in office at an exercise price equal to the
fair market value of the Common Stock on the date of grant. The options vest
annually on the date of each year's Annual Meeting of Shareholders at the rate
of 16,000 shares per year commencing on the date of the next following Annual
Meeting of Shareholders. Directors who commence service prior to the election of
their class receive prorated option grants based on the time remaining prior to
the election of their class.




Jerry