Capital Stock

12 Months Ended

Dec. 31, 2012

Notes to Financial Statements [Abstract]

NOTE K — CAPITAL STOCK

Our Restated Certificate of Incorporation authorizes us to issue 100,000,000 shares of common stock, par value $.01 per share, and 5,000,000 shares of preferred stock, par value $.01 per share. As of December 31, 2012, we had 78,112,032 shares of common stock outstanding, with 2,334,137 shares held in treasury, and no shares of preferred stock outstanding. The voting, dividend, and liquidation rights of the holders of common stock are subject to the rights of the holders of preferred stock. The holders of common stock are entitled to one vote for each share held. There is no cumulative voting. Dividends may be declared and paid on common stock as determined by our Board of Directors, subject to any preferential dividend rights of any then outstanding preferred stock. A summary of the activity of our common shares outstanding and treasury shares held for the three year period ending December 31, 2012, is as follows:

Common Shares Outstanding

Year Ended December 31,

2012

2011

2010

At beginning of period

77,423,415

^76,291,745

^75,542,282

^{Exercise of common stock options, net}

^580,097

^858,727

^354,219

^{Grants of restricted stock, net}

^108,520

^272,943

^395,244

^{At end of period}

^78,112,032

^77,423,415

^76,291,745

^{Treasury Shares Held}

^{Year Ended December 31,}

²⁰¹²

²⁰¹¹

²⁰¹⁰

^{At beginning of period}

^2,249,959

^1,533,653

^1,497,346

^{Shares received upon exercise of common stock options}

^81,616

^592,992

⁶³⁰

^{Shares received upon vesting of restricted stock, net}

^2,562

^123,314

^35,677

^{At end of period}

^2,334,137

^2,249,959

^1,533,653

^{Our Board of Directors is empowered, without approval of the stockholders, to cause shares of preferred stock to be issued in one or more series and to establish the number of shares to be included in each such series and the rights, powers, preferences, and limitations of each series. Because the Board of Directors has the power to establish the preferences and rights of each series, it may afford the holders of any series of preferred stock preferences, powers and rights, voting or otherwise, senior to the rights of holders of common stock. The issuance of the preferred stock could have the effect of delaying or preventing a change in control of the Company. See Note T - Stockholders' Rights Plan for a discussion of our stockholders' rights plan, as amended.}

^{Upon our dissolution or liquidation, whether voluntary or involuntary, holders of our common stock will be entitled to receive all of our assets available for distribution to our stockholders, subject to any preferential rights of any then outstanding preferred stock.}

^{In January 2004, our Board of Directors authorized the repurchase of up to $20.0 million of our common stock. During the three years ending December 31, 2012, we made no purchases of our common stock pursuant to this authorization.}