Committee Composition

Mr. Bernikow has been a director since June 29, 2003.  From 1998 until his retirement in May 2003, Mr. Bernikow was the Deputy Chief Executive Officer at Deloitte & Touche LLP where he was responsible for assisting the firm on special projects such as firm mergers and acquisitions, litigation matters and partner affairs. He was a member of Deloitte & Touche’s Executive & Management Committees; Chairman for the Professional Asset Indemnity Limited (“PAIL” Bermuda) Big 4 Insurance Representatives; and President for the PAIL Vermont Insurance Company Big 4 Insurance Representatives.  Mr. Bernikow joined Touche Ross, the predecessor firm of Deloitte & Touche LLP, in 1977, prior to which Mr. Bernikow was the National Administrative Partner in Charge for the accounting firm of J.K. Lasser & Company. Mr. Bernikow is a member of the Board of Directors of Revlon, Inc. and Revlon Consumer Products Corporation and serves as Chairman of the Audit Committee of Revlon, Inc.; as well as Chairman of the Revlon, Inc. Compensation and Stock Plan Committee; a member of the Board of Directors of Mack-Cali, as well as the Chairman of the Audit Committee of Mack-Cali; a member of the Board of Premier American Bank, as well a member of the Compensation Committee and Chairman of the Audit Committee of Premier American Bank; and serves as a Director of the Board of the UBS Global Asset Management (US) Inc., - a wholly owned subsidiary of UBS AG, including serving as Chairman of its Audit Committee.  Mr. Bernilow has had extensive international experience in his role in Deloitte & Touche’s management/risk management group, as well as worldwide insurance responsibilities. 

Mr. Bernikow provides the Board with substantial financial expertise and strategic planning as a result of his years of experience at Deloitte & Touche LLP.  His strong financial background qualifies him as an “audit committee financial expert”.  Mr. Bernikow provides the Board with valuable insight with respect to financial reporting based on his experiences serving on the audit committees of several boards. 

Mr. Choper has been a director since October 8, 1999. Mr. Choper is the Earl Warren Professor of Public Law at the University of California at Berkeley School of Law, where he has taught since 1965.  From 1960 to 1961, Professor Choper was a law clerk for Supreme Court Chief Justice Earl Warren.  Mr. Choper is a member of the California Horseracing Board.  Mr. Choper was a member of the Board of Directors of George Foreman Enterprises, Inc. (OTCBB: “GFME.PK”) until his resignation in November 2010. 

Mr. Choper provides valuable legal expertise to the Board.  His specific legal background makes him an authority on ethical behavior and he provides valuable insight with respect to corporate governance.  Mr. Choper’s tenure and service as a director for over ten years is also considered a valuable asset to the Board.

Holdings: 82,042 shares     View Transactions
Date	Type	Shares Traded	Price Range
Jul 8, 2011	Disposition (Non Open Market)	14,216	n/a
Jul 8, 2011	Option Execute	15,000	4.35
Dec 21, 2010	Disposition (Non Open Market)	5,900	n/a

Mr. Kyees has been a director since May 3, 2010.  From 2003 until his retirement in 2010, Mr. Kyees was the Chief Financial Officer of Urban Outfitters, Inc.  Mr. Kyees served as the Chief of Investor Relations for Urban Outfitters in 2010.  Prior to that, from 2002 to 2003, Mr. Kyees was the Chief Financial Officer and Chief Administrative Officer of bebe Stores, Inc. Mr. Kyees is a member of the Board of Directors of Vera Bradley, Inc., a publicly-traded company, and serves as Chairman of the Audit Committee and is a member of the Compensation Committee.  Mr. Kyees is a member of the Board of Directors of Hot Topic, Inc., a publicly-traded company, and is a member of the Audit Committee.  Mr. Kyees is a member of the Board of Directors of Teavana Corp., a publicly-traded company, and serves as Chairman of the Audit Committee and is a member of the Compensation Committee and Nominating and Corporate Governance Committee.

Mr. Kyees brings to the Board extensive executive level retail experience having served as Chief Financial Officer for several prominent retailers.  His insight with respect to merchandising, operational activities and finance is an asset to our Board. Institutional Investor magazine selected Mr. Kyees as a top specialty retail chief financial officer on five separate occasions, evidencing his strong skills in corporate finance, strategic and accounting matters.

Holdings: 209 shares     View Transactions
Date	Type	Shares Traded	Price Range
May 6, 2013	Acquisition (Non Open Market)	98	5.06
Feb 4, 2013	Acquisition (Non Open Market)	111	4.50

Mr. Porter has been a director since October 28, 1999. Mr. Porter was President of Levi’s USA for Levi Strauss & Co. from 1994 to 1997.  Beginning in 1974, Mr. Porter held various positions at Levi Strauss & Co., including President of Levi’s Men’s Jeans Division. Mr. Porter was also Corporate Vice President and General Manager of Nike USA from 1997 to 1998. 

Mr. Porter provides the Board with extensive merchandising experience having worked at two highly prominent companies.  Mr. Porter’s tenure and service as a director for over ten years is also considered a valuable asset to the Board.

Holdings: 90,116 shares     View Transactions
Date	Type	Shares Traded	Price Range
Jul 8, 2011	Disposition (Non Open Market)	7,108	4.35
Jul 8, 2011	Option Execute	7,500	4.35
Dec 8, 2009	Sell	7,500	2.22
Dec 8, 2009	Option Execute	7,500	1.44