STOCK COMPENSATION

12 Months Ended

Dec. 31, 2011

STOCK COMPENSATION [Abstract]

STOCK COMPENSATION

(12)           STOCK COMPENSATION

Board of Director's Stock Compensation

Members of the Board of Directors receive common shares of the Corporation equal in value to the amount of

fees individually earned during the previous year for service as a member of the Board of Directors.  The common

shares are distributed to the Corporation's individual board members from treasury shares of the Corporation on or

about January 15 following the calendar year of service.

Additionally, the President and CEO of the Corporation, who does not receive cash compensation as a member of

the Board of Directors, is awarded common shares equal in value to the average of those awarded to board

members not employed by the Corporation who have served twelve (12) months during the prior year.

An expense of $233 thousand related to this compensation was recognized during the year of 2011.  During

January 2012, 10,238 shares were re-issued from treasury to fund the stock component of directors' compensation.

Restricted Stock Plan

Pursuant to the Corporation's Restricted Stock Plan (the “Plan”) the Corporation may make discretionary grants

of restricted stock to officers other than the Corporation's Chief Executive Officer.  Compensation expense is

recognized over the vesting period of the awards based on the fair value of the stock at issue date.  The maximum

number of shares as to which stock awards may be granted under the Plan is 10,000 per year, with these shares

vesting over a 5 year period.

A summary of restricted stock activity as of December 31, 2011, and changes during the year then ended, is

presented below:

	Shares			Weighted–Average Grant Date Fair Value
Nonvested at December 31, 2010		5,886		$	21.25
Granted		8,834			22.99
Vested		(1,175	)		21.25
Forfeited or Cancelled		(1,087	)		23.00
Nonvested at December 31, 2011		12,458		$	22.33

As of December 31, 2011, there was $273,923 of total unrecognized compensation cost related to nonvested

shares granted under the Plan.  The cost is expected to be recognized over a weighted-average period of 4.57

years.  The total fair value of shares vested during the years ended December 31, 2011 and 2010 were $27,613

and $0, respectively.