X0304 4 2011-10-15 0 0000760326 OUTDOOR CHANNEL HOLDINGS INC OUTD 0001312036 Hornish Thomas E 43445 BUSINESS PARK DRIVE SUITE 103 TEMECULA CA 92590 0 1 0 0 COO/General Counsel Common Stock 2011-10-15 4 F 0 1835 7.05 D 234032 D Thirty Thousand (30,000) restricted shares, subject to forfeiture, shall vest in equal quarterly installments on January 15, April 15, July 15, and October 15 of each year, beginning on January 15, 2012, such that the entire Thirty Thousand (30,000) shares of restricted stock will be vested as of April 15, 2013. Sixty thousand (60,000) shares are restricted shares, subject to forfeiture, of which thirty thousand (30,000) shares shall vest on February 1 of each year beginning February 1, 2012 such that the entire sixty thousand (60,000) shares of restricted stock will be vested as of February 1, 2013. Notwithstanding the foregoing, upon a change in control, the vesting of all restricted shares shall accelerate 100%. Thomas E. Hornish 2011-10-18