X0202 4 2007-10-09 1 0001021113 GUITAR CENTER INC GTRC 0001208464 MRKONIC GEORGE R JR C/O GUITAR CENTER, INC. 5795 LINDERO CANYON ROAD WESTLAKE VILLAGE CA 91362 1 0 0 0 Common Stock 2007-10-09 4 D 0 10363 63 D 0 D Common Stock 2007-10-09 4 D 0 1700 63 D 0 D Common Stock 2007-10-09 4 D 0 1086 63 D 0 D Stock Option (right to buy) 14.68 2007-10-09 4 D 0 2894 48.32 D 2012-07-30 Common Stock 2894 0 D Stock Option (right to buy) 16.23 2007-10-09 4 D 0 873 46.77 D 2012-11-07 Common Stock 873 0 D Stock Option (right to buy) 17.27 2007-10-09 4 D 0 15000 45.73 D 2012-07-30 Common Stock 15000 0 D Stock Option (right to buy) 17.72 2007-10-09 4 D 0 799 45.28 D 2013-02-25 Common Stock 799 0 D Stock Option (right to buy) 19.68 2007-10-09 4 D 0 720 43.32 D 2013-04-30 Common Stock 720 0 D Stock Option (right to buy) 23.15 2007-10-09 4 D 0 7000 39.85 D 2013-04-30 Common Stock 7000 0 D Deferred Stock Unit 0 2007-10-09 4 D 0 1984 63 D Common Stock 1984 0 D Deferred Stock Unit 0 2007-10-09 4 D 0 2496 63 D Common Stock 2496 0 D Cancelled pursuant to the merger agreement among the registrant, VH AcquisitionCo, Inc. and VH MergerSub, Inc. in exchange for the merger consideration of $63 per share. Represents Restricted Stock. Immediately prior to the merger among the registrant, VH AcquisitionCo., Inc. and VH MergerSub, Inc., the Restricted Stock Awards were cancelled in exchange for a cash payment of $107,100.00, representing merger consideration of $63 per share of common stock subject to such Restricted Stock Award. Represents Restricted Stock. Immediately prior to the merger among the registrant, VH AcquistionCo., Inc. and VH MergerSub, Inc., the Restricted Stock Awards were cancelled in exchange for a cash payment of $68,418.00, representing merger consideration of $63 per share of common stock subject to such Restricted Stock Award. This option, which provided for vesting in four equal installments beginning 7/30/2002, was cancelled pursuant to the merger agreement in exchange for a cash payment representing the number of options multiplied by the difference between the exercise price of the option and the merger consideration of $63 per share. This represents the difference between the merger consideration price of $63 per share and the option price. This option, which provided for vesting in four equal installments beginning 11/7/2002, was cancelled pursuant to the merger agreement in exchange for a cash payment representing the number of options multiplied by the difference between the exercise price of the option and the merger consideration of $63 per share. This option, which provided for vesting in four equal installments beginning 7/30/2002, was cancelled pursuant to the merger agreement in exchange for a cash payment representing the number of options multiplied by the difference between the exercise price of the option and the merger consideration of $63 per share. This option, which provided for vesting in four equal installments beginning 2/25/2003, was cancelled pursuant to the merger agreement in exchange for a cash payment representing the number of options multiplied by the difference between the exercise price of the option and the merger consideration of $63 per share. This option, which provided for vesting in four equal installments beginning 4/30/2003, was cancelled pursuant to the merger agreement in exchange for a cash payment representing the number of options multiplied by the difference between the exercise price of the option and the merger consideration of $63 per share. This option, which provided for vesting in four equal installments beginning 4/30/2003, was cancelled pursuant to the merger agreement in exchange for a cash payment representing the number of options multiplied by the difference between the exercise price of the option and the merger consideration of $63 per share. Immediately prior to the merger among the registrant, VH AcquisitionCo., Inc. and VH MergerSub, Inc., the Deferred Stock Units, which originally vested in three equal annual installments from 5/10/2007, were cancelled in exchange for a cash payment of $124,992.00, representing merger consideration of $63 per share of common stock subject to such Deferred Stock Units. Immediately prior to the merger among the registrant, VH AcquisitionCo., Inc. and VH MergerSub, Inc., the Deferred Stock Units, which originally vested in three equal annual installments from 4/28/2006, were cancelled in exchange for a cash payment of $157,248.00, representing merger consideration of $63 per share of common stock subject to such Deferred Stock Units. Leland P. Smith, Attorney-in-fact 2007-10-11