X0202 4 2007-09-06 1 0001050122 1 800 CONTACTS INC CTAC 0001264055 BETHERS BRIAN 66 E WADSWORTH PARK DR 3RD FL. DRAPER UT 84020 0 1 0 0 President Common Stock 2007-09-06 4 D 0 23000 D 82000 D Common Stock 2007-09-06 4 D 0 82000 24.25 D 0 D Common Stock 2007-09-06 4 D 0 10000 D 0 I see footnote Stock Option (right to buy) 27.5 2007-09-06 4 D 0 85000 D 2008-07-09 Common Stock 85000 0 D Stock Option (right to buy) 22 2007-09-06 4 D 0 1262 D 2009-02-13 Common Stock 1262 0 D Disposed of in connection with the merger ("the merger") of Alta Acquisition Corp. ("Acquisition") with and into the issuer, with the issuer as the surviving corporation, effective September 6, 2007, pursuant to the Agreement and Plan of Merger, dated as of June 3, 2007, among Alta Parent Corp. ("Parent"), Acquisition and the issuer. 10,000 shares of restricted stock that vested upon completion of the merger pursuant to amended restricted stock agreements, dated as of September 5, 2007 (the "amended restricted stock agreements"), between the reporting person and the issuer, and 13,000 shares of common stock were exchanged for equity interests in the ultimate parent of Parent having an aggregate value of the $24.25 per share merger consideration multiplied by the number of shares exchanged. Disposed of in connection with the merger in exchange for the right to receive the $24.25 per share merger consideration with respect to (i) 51,180 shares of restricted stock that vested upon completion of the merger pursuant to the restricted stock agreements and (ii) 30,820 shares of restricted stock that will be paid in four equal quarterly installments beginning on December 6, 2008 pursuant to the amended restricted stock agreements. Disposed of in connection with the merger and exchanged for equity interests in the ultimate parent of Parent. Total includes (i) indirect beneficial ownership of 2,500 shares held by the Stacey N. Bethers Irrevocable Trust, (ii) indirect beneficial ownership of 2,500 shares held by the Jared B. Bethers Irrevocable Trust, (iii) indirect beneficial ownership of 2,500 shares held by the Brandon J. Bethers Irrevocable Trust and (iv) indirect beneficial ownership of 2,500 shares held by the Derek S. Bethers Irrevocable Trust. Mr. Bethers disclaims any beneficial ownership of the shares of common stock held in trust for his children. This option vested in four equal annual installments beginning on July 9, 2004. All options with an exercise price above the $24.25 per share merger consideration were cancelled in the merger and no payment will be made thereon. This option vests in four equal annual installments beginning on February 13, 2005. In connection with the merger, all unvested options became fully vested and exercisable. This option was cancelled in the merger in exchange for a cash payment equal to the difference between the exercise price of the option and the $24.25 per share merger consideration, multiplied by the number of shares subject to the option. Brian Bethers 2007-09-06