X0303 4 2010-11-12 0 0000721237 NOBEL LEARNING COMMUNITIES INC NLCI 0001280233 SMITH RALPH R 1615 WEST CHESTER PIKE STE 200 WEST CHESTER PA 19382-7956 1 0 0 0 Common Stock 2010-11-10 4 A 0 4373 0 A 12051 D (1) These shares will vest on the earlier of (i) the 1 year anniversary ofthe date of grant and (ii) the day immediately prior to the date of the next annual meeting of the Company's stockholder, provided, however, that not vesting will occure and the shares will be forfieted if the Reporting Person fails to attend at least 75% of the aggregate number of meetings of the Board of Directors of the Company during the 1 year period following the date of grant. Sarah Slate Tomczak 2010-11-12