STOCK-BASED COMPENSATION (Tables)

9 Months Ended

12 Months Ended

Sep. 29, 2012

Dec. 31, 2011

The fair value of each option is estimated on the date of grant using the Black-Scholes option pricing method. The assumptions used in the model are outlined in the following table:

	December 31, 2011			December 31, 2010			December 31, 2009
Weighted average fair value of options granted	$	35.07		$	24.69		$	0.72
Weighted average assumptions used:
Expected volatility		46	%		30	%		30	%
Expected term (in years)		3.65			5			5
Risk-free interest rate		0.91	%		2.42	%		2.30	%
Expected dividend yield		0	%		0	%		0	%

Stock options outstanding

A summary of changes in stock options outstanding during the year ended December 31, 2011 is presented below:

						Weighted-
				Weighted-		Average
				Average		Remaining
				Exercise		Contractual
	Stock Options			Price		Term (Years)

Balance at January 1, 2011		387,891		$	56.38		6.48
Granted		150,000					-
Forfeited or expired		(35,047	)				-
Balance at December 31, 2011		502,844		$	68.57		6.75

Common stock outstanding

A rollforward of Ply Gem Prime's common stock during the nine months ended September 29, 2012 is as follows.

	Common Stock
	Shares Owned by
	Management

Balance at January 1, 2012		452,872
Shares issued		-
Shares repurchased		-
Balance at September 29, 2012		452,872

On September 29, 2006 the Company amended the put right section of its Stockholders' Agreement to require that Stockholders must have held vested shares for a minimum of six-months from the last day of the quarter during which such shares vested in order to receive the put right price formula for vested shares to ensure that stockholders are exposed to the risks and rewards of true equity ownership. As a result, the Company modified its accounting treatment, and as of September 29, 2006, treated these as equity classified awards. On September 29, 2006, the repurchase price under the put right formula was less than $0. As such, no compensation cost will be recognized for these shares.

	Common Stock
	Shares Owned by
	Management

Balance at January 1, 2011		582,282
Shares issued		-
Shares repurchased		(129,410	)
Balance at December 31, 2011		452,872