Note 3 - Earnings Per Common Share and Share Awards

Basic earnings per common share are computed by dividing net income by the weighted-average number of common shares outstanding during the reporting period. Diluted earnings per common share is computed by dividing net income by the combination of dilutive potential common stock, comprised of shares issuable under the Company's share-based compensation plans and the weighted-average number of common shares outstanding during the reporting period. Dilutive common share equivalents include the dilutive effect of in-the-money share-based awards, which are calculated based on the average share price for each period using the treasury stock method. Under the treasury stock method, when share-based awards are exercised, (a) the exercise price of a share-based award; (b), the amount of compensation cost, if any, for future service that the Company has not yet recognized; and (c) the amount of estimated tax benefits that would be recorded in additional paid-in capital, if any, are assumed to be used to repurchase shares in the current period. The number of incremental dilutive potential common shares, calculated using the treasury stock method, was 36,921 and 19,249 for the three months ended September 30, 2012, and 2011, respectively, and 33,753 and 16,215 for the nine months ended September 30, 2012, and 2011, respectively.

The following table sets forth the computation of basic and diluted earnings per share for the three and nine month periods ended September 30:


		Three months ended					Nine months ended
		September 30,					September 30,
		2012			2011		2012			2011

Net income attributable to the Company	$	3,158,185	$	2,440,465		$	7,939,812	$	5,054,477
Weighted average common shares
outstanding – Basic		2,071,605			2,124,078		2,090,369			2,164,240
Incremental shares outstanding assuming
the exercise of dilutive stock options
and SARs (share settled)		36,921			19,249		33,753			16,215
Weighted average common shares
outstanding - Diluted		2,108,526			2,143,327		2,124,122			2,180,455

Basic earnings per common share	$	1.52		$	1.15	$	3.80		$	2.34

Diluted earnings per common share	$	1.50		$	1.14	$	3.74		$	2.32

There were 11,500 potential shares excluded from the computation of diluted earnings per share for both the three and nine month periods ended September 30, 2011, because these shares were anti-dilutive. These potential shares were anti-dilutive because the underlying share awards were out-of-the-money. There were no potential shares excluded from the computation of diluted earnings per share for either the three or nine month periods ended September 30, 2012.

The Company has adopted stock award plans under which restricted stock, and options or stock appreciation rights ("SARs") to acquire shares (not to exceed 500,000 shares) of the Company's stock may be granted to key employees or directors of the Company at a price not less than the market value on the date of grant. SARs and options (which have predominantly been incentive stock options) awarded under the plans thus far are exercisable and vest immediately or within one year or at 10% to 20% per year beginning on the date of grant and generally expire in five to ten years. All SARs issued to date have been share settled only. There have not been any SARs exercised in 2012 or 2011.

A summary of share-based award transactions for all share-based award plans follows:


				Weighted	Average
				Average	Remaining		Aggregate
	Number			Exercise	Contractual		Intrinsic
	Of Shares			Price	Term (years)		Value
Outstanding as of January 1, 2011	110,800		$	28.77	4.51	$	353,955
SARs granted	3,000			41.50
Options exercised	(7,700	)		20.15
Options/SARs cancelled/forfeited/expired	(4,500	)		28.61
Outstanding as of December 31, 2011	101,600		$	29.81	3.91	$	697,780
SARs granted	3,000			50.50
Options exercised	(6,130)			24.93
Options/SARs cancelled/forfeited/expired	(70)			31.00
Outstanding as of September 30, 2012	98,400		$	30.74	3.42	$	3,394,561

Exercisable as of September 30, 2012	96,600		$	30.43	3.38	$	3,362,208

Unvested as of September 30, 2012	1,800		$	47.27	5.82	$	32,353

During both the second quarters of 2012 and 2011, the Company issued 3,000 share-settled SARs to the directors of the Company. SARs give the holder the right to receive stock equal to the appreciation in the value of shares of stock from the grant date for a specified period of time, and as a result, are accounted for as equity instruments. As such, these were valued using the Black-Scholes option valuation model. The fair value of each award is estimated on the date of grant using the Black-Scholes option valuation model with the weighted-average assumptions noted in the table shown below. Expected volatilities are based on both the implied and historical volatility of the Company's stock. The Company uses historical data to project SAR exercises and pre-exercise forfeitures within the valuation model. The expected term of awards represents the period of time that SARs granted are expected to be outstanding. The interest rate for periods during the expected life of the award is based on the U.S. Treasury yield curve in effect at the time of the grant. The weighted-average fair values for the SARs issued during 2012 and 2011 were $18.84 and $15.55, respectively, and were estimated using the weighted-average assumptions shown in the table below.


	2012		2011
Expected Life in Years	5.0		5.0
Volatility	44.6	%	43.6	%
Interest Rate	0.8	%	1.9	%
Yield Rate	0.6	%	0.8	%

There was approximately $56,000 and $160,000 of compensation expense relating to SARs or options vesting on or before September 30, 2012 and 2011, respectively, included in salaries, employee benefits and payroll taxes in the Consolidated Statements of Income for the nine months ended September 30, 2012 and 2011, respectively. As of September 30, 2012, there was approximately $43,000 of total unrecognized compensation cost related to unvested share-based compensation arrangements granted under the Company's stock award plans. That cost is expected to be recognized over a weighted-average period of approximately 5 months.

There have been no stock options or SARs granted where the exercise price was less than the market price on the date of grant.