Timothy Baker, Executive Vice President, Operations, Clifton E. Sifford, Executive Vice President, General Merchandise Manager, and W. Kerry Jackson, Executive Vice President and Chief Financial Officer

     On December 11, 2008, the Company entered into Amended and Restated Employment and Noncompetition Agreements with Timothy Baker, Executive Vice President, Operations, Clifton E. Sifford, Executive Vice President, General Merchandise Manager, and W. Kerry Jackson, Executive Vice President and Chief Financial Officer. These Amended and Restated Employment and Noncompetition Agreements are amendments and complete restatements of the Employment and Noncompetition Agreements made and entered into as of December 31, 2006. These restatements are intended to conform the agreements to the applicable provisions of the final regulations interpreting Section 409A of the Code, and Revenue Ruling 2008-13, as well as to conform the agreements to the requirements of Section 162(m) of the Code. The original term of the agreements is through January 31, 2009. The agreements are automatically extended for successive one-year periods unless either party gives notification not more than 90 and not less than 30 days prior to a January 31st.

     Under the agreements the executives are entitled to their current base salaries, subject to adjustment by the Compensation Committee of the Company's Board of Directors.

     Messrs. Baker, Sifford and Jackson are each entitled to participate in the Company's 2006 Executive Incentive Compensation Plan or any successor plan the Company may establish from time to time.

     Under each of the agreements, employment of the executive will terminate upon the executive's death and may be terminated by the Company upon disability of the executive, for "Cause" (as defined in the agreements) or without Cause. The executive may terminate employment voluntarily or for "Good Reason" (defined as a material reduction in base salary), subject to certain conditions.

     If an executive is terminated due to his death or disability, is terminated for Cause or voluntarily terminates his employment, the executive will receive only amounts that are earned and unpaid as of the date of termination.

     If an executive is terminated by the Company without Cause or terminates his employment for Good Reason, at any time other than the two-year period immediately following a "Change in Control" (as defined in the agreement), the executive will receive (i) earned but unpaid base salary, (ii) fifty-five (55%) of his base salary for the fiscal year in which the termination occurs, prorated for the number of days elapsed through the termination, and (iii) a lump sum payment equal to 150% of his base salary. He will also be paid a lump sum payment in an amount equal to 18 times the monthly “COBRA Premium Rate” plus an additional amount equal to the additional state and federal taxes that the Company determines each executive will incur as a result of the payment of the lump sum payment. Additionally, any unvested stock options granted after the date of the agreement that would have vested within 12 months of termination and all shares of restricted stock granted to the executive after the date of the agreement, which are not intended to qualify as “performance based compensation” under Section 162(m) of the Code, shall immediately vest.

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