13. Stock Incentive Plans and Stock Purchase Plan:

The Company’s Amended and Restated 2008 Incentive Compensation Plan (the “Amended and Restated 2008 Incentive Plan”) provides for grants of stock options, stock appreciation rights, restricted stock, deferred stock, and other stock-related awards and performance awards that may be settled in cash, stock or other property. As provided in the Amended and Restated 2008 Incentive Plan, no additional grants can be made from the Company’s prior incentive plans, except that new awards will be permitted under the 2004 Incentive Compensation Plan (the “2004 Incentive Plan”) to the extent that shares previously granted under the 2004 Incentive Plan are forfeited, expire or terminate. Collectively, the Company’s prior incentive plans and the Amended and Restated 2008 Incentive Plan are referred to as the Stock Incentive Plans.

Under the Amended and Restated 2008 Incentive Plan, options to purchase shares of common stock may be granted at a price not less than the fair market value of the shares on the date of grant. The options must be exercised within 10 years from the date of grant and generally become exercisable on a pro rata basis over a three-year period from the date of grant. The Company issues new shares of its common stock upon exercise of its stock options. Restricted stock awards generally vest over periods of three years upon the fulfillment of specified service-based conditions and in certain instances performance-based conditions. Deferred stock awards vest on a cliff basis over a term of five years upon the fulfillment of specified service-based and performance-based conditions or upon the satisfaction of specified performance-based conditions through December 31, 2018. The Company recognizes compensation expense related to its restricted stock and deferred stock awards ratably over the corresponding vesting periods. At December 31, 2013, the Company had approximately 7.3 million shares available for future grants and awards under its Stock Incentive Plans.

Under the Company’s 1996 Non-Qualified Employee Stock Purchase Plan, as amended (the “Non-Qualified Plan”), employees are permitted to purchase the Company’s common stock at 85% of market value on January 1st, April 1st, July 1st and October 1st of each year. In accordance with the provisions of the accounting guidance for stock-based compensation, the Company recognizes stock-based compensation expense for the 15% discount received by participating employees. During the year ended December 31, 2013, approximately 250,000 shares were issued under the Non-Qualified Plan. At December 31, 2013, the Company had approximately 595,000 shares reserved for issuance under the Non-Qualified Plan.

The Company recognized approximately $31.3 million, $28.4 million and $27.1 million of stock-based compensation expense related to its Stock Incentive Plans and the Non Qualified Plan during the years ended December 31, 2013, 2012 and 2011, respectively.

The activity related to the Company’s restricted and deferred stock awards and the corresponding weighted average grant-date fair values for the year ended December 31, 2013 are as follows:


	Number of Shares			Weighted Average Fair Value
Non-vested shares at January 1, 2013		1,961,796		$	30.97
Awarded		634,882		$	46.48
Forfeited		(27,666	)	$	35.37
Vested		(1,049,036	)	$	31.77

Non-vested shares at December 31, 2013		1,519,976		$	37.78

The aggregate fair value of the restricted and deferred stock that vested during the years ended December 31, 2013, 2012 and 2011 was approximately $33.3 million, $23.0 million and $19.0 million, respectively.

The weighted average grant-date fair value of restricted and deferred stock awards that were granted during the years ended December 31, 2013, 2012 and 2011 was $46.48, $30.06 and $35.50, respectively.

At December 31, 2013, the total stock-based compensation cost related to non-vested restricted and deferred stock remaining to be recognized as compensation expense over a weighted-average period of approximately 1.4 years was $26.3 million.

The Company uses the Black-Scholes Model to estimate the fair value of each stock option on the date of grant. The Company did not grant any stock options during 2013 or 2012. The activity and certain other information related to the Company’s outstanding stock option awards for the year ended December 31, 2013 are as follows:


	Number of Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in millions)
Outstanding at January 1, 2013		3,039,288		$	23.51
Exercised		(1,073,118	)	$	17.58			$	35.4

Outstanding at December 31, 2013		1,966,170		$	26.74		4.0	$	52.4

Exercisable at December 31, 2013		1,941,330		$	26.62		4.0	$	51.9

The aggregate intrinsic value of stock options exercised during the years ended December 31, 2013, 2012 and 2011 was $35.4 million, $18.1 million and $14.1 million, respectively.

At December 31, 2013, the total stock-based compensation cost related to non-vested stock options remaining to be recognized as compensation expense over a weighted-average period of approximately 0.3 years was $33,000.

The net excess tax benefit recognized in additional paid-in capital related primarily to stock options, restricted stock and deferred stock for the years ended December 31, 2013, 2012 and 2011 was approximately $19.0 million, $6.2 million and $7.1 million, respectively. The cash proceeds received from the exercise of stock options for the years ended December 31, 2013, 2012 and 2011 were approximately $18.9 million, $20.8 million and $24.5 million, respectively.