X0202 4 2005-09-01 0000868263 NATIONAL VISION INC NVI 0001181253 FAHS L READE 296 GRAYSON HIGHWAY LAWRENCEVILLE GA 30045 0 1 0 0 President and CEO Common Stock 2005-09-01 4 U 0 88380 7.25 D 0 D Stock Option (right to Buy) .75 2005-09-01 4 D 0 165600 6.50 D 2012-04-11 Common Stock 165600 0 D Pursuant to terms of grant of option, all options, to extent not previously vested, vest in connection with change in control of issuer. Change in control occured on September 1, 2005. The reporting person and the issuer agreed, subject to the first acceptance for payment of shares in the tender offer for the common stock of the issuer, to cancel the option, in exchange for a payment equal to the number of shares subject to the option times the difference between $7.25 (the price offered by the bidder in the tender offer) and the exercise price under the option. /s/ Mitchell Goodman, as Attorney-in-Fact 2005-09-02