X0202 4 2007-10-09 1 0001021113 GUITAR CENTER INC GTRC 0001219768 LIVINGSTON LARRY C/O GUITAR CENTER, INC. 5795 LINDERO CANYON ROAD WESTLAKE VILLAGE CA 91362 1 0 0 0 Common Stock 2007-10-09 4 D 0 363 63 D 0 D Common Stock 2007-10-09 4 D 0 1086 63 D 0 D Common Stock 2007-10-09 4 D 0 1700 63 D 0 D Stock Option (right to buy) 16.11 2007-10-09 4 D 0 5000 46.89 D 2012-02-22 Common Stock 5000 0 D Stock Option (right to buy) 23.15 2007-10-09 4 D 0 4666 39.85 D 2013-04-30 Common Stock 4666 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, VHAcquistion Co., Inc. and VH Merger Sub, 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. Represents Restricted Stock. Immediately prior to the merger among the registrant, VHAcquistion Co., Inc. and VH Merger Sub, 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. This option, which provided for vesting in four equal installments beginning February 22, 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 of $63 per share and the option price. This option, which provided for vesting in four equal installments beginning April 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 AcquistionCo, Inc. and VH MergerSub, Inc., the Deferred Stock Units, which originally vested in three equal annual installments from May 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 AcquistionCo, Inc. and VH MergerSub, Inc., the Deferred Stock Units, which originally vested in three equal annual installments from April 28, 2006, were cancelled in exchange for a cash payment of $155,248.00, 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