Quarterly report pursuant to Section 13 or 15(d)

STOCK-BASED COMPENSATION

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STOCK-BASED COMPENSATION
 9 Months Ended
Sep. 30, 2011
STOCK-BASED COMPENSATION [Abstract]  
STOCK-BASED COMPENSATION
NOTE 10-STOCK-BASED COMPENSATION
 
The following is a summary of stock-based compensation expense recorded by the Company during the respective periods:
 
   
Three Months Ended
    
Nine Months Ended
  
   
September 30,
    
September 30,
  
   
2011
    
2010
    
2011
    
2010
  
   
(in thousands)
  
Selling, general and administrative expenses
   $ 3,045     $ 7,899     $ 36,616     $ 24,208  
Corporate expenses
     5,153       4,996       14,539       21,969  
Total stock-based compensation expense from
                                
   continuing operations
   $ 8,198     $ 12,895     $ 51,155     $ 46,177  
 
In the third quarter of 2011, the Company granted 0.7 million shares of restricted stock with a total fair market value of $6.7 million, 0.3 million shares of market-based or performance-based awards with a total fair market value of $2.7 million and 2.5 million stock options with a total fair market value of $13.0 million to certain employees under the Company's stock incentive plans. These awards will all vest over four years with the exception of the market-based awards which will vest over four years if a specified stock price is achieved over a specified number of consecutive days during the four years.
 
In the first quarter of 2011, the Company acquired the remaining equity interests of Front Line. As a result of this acquisition, the Company recorded $24.4 million of stock-based compensation in selling, general and administrative expenses. See Note 3-Acquisitions for further discussion regarding the 2011 acquisition of the remaining equity interests in Front Line.
 
In the first nine months of 2010, the Company accelerated and modified the vesting of 1.4 million shares of unvested outstanding stock-based equity awards granted to certain employees of Ticketmaster effective upon termination, all of which had been converted to Live Nation equity awards in the Merger. The Company also accelerated 1.1 million shares of unvested outstanding stock-based equity awards as a result of the Merger based on employment contract “change of control” provisions for certain employees. As a result of these accelerations, the Company recognized $14.7 million of stock-based compensation expense for the nine months ended September 30, 2010. Of this amount, $8.3 million was recorded in corporate expenses and $6.4 million was recorded in selling, general and administrative expenses. There was no stock-based compensation expense related to these accelerations and modifications for the three months ended September 30, 2010. There were no accelerations or other modifications of outstanding Live Nation stock-based equity awards in the first nine months of 2011.
 
As of September 30, 2011, there was $69.4 million of total unrecognized compensation cost related to unvested stock-based compensation arrangements for stock options, restricted stock awards and restricted stock units.
 
Azoff Trust Note
 
As part of the Merger, a note was issued to the Azoff Trust in exchange for shares of Ticketmaster's series A convertible redeemable preferred stock held by the Azoff Trust. The note accrues interest equal to 3.0% of the outstanding principal balance and is payable in monthly installments of $0.8 million through October 1, 2013, subject to Mr. Azoff's continued employment with the Company. For the three months ended September 30, 2011 and 2010, the Company recorded $1.6 million in each of the respective periods and for the nine months ended September 30, 2011 and from the date of the Merger through September 30, 2010, the Company recorded $4.8 million and $4.3 million, respectively, related to this note as a component of corporate expenses.