DIRECTORS WHOSE TERMS OF OFFICE CONTINUE

              CLASS III - TERM EXPIRES AT THE 2004 ANNUAL MEETING


                Name                     Age                Principal Occupation and Other Information
------------------------------------    ------    --------------------------------------------------------------
James Kang                                42      James Kang has served as a director since December 1994 and as
                                                  the Chairman of our board of directors since June 2001. From
                                                  December 1994 to June 2001, he served variously as our Chief
                                                  Executive Officer and President. Mr. Kang received a B.A.
                                                  degree in Marketing from the University of Illinois in 1983,
                                                  and an M.B.A. degree from the Kellogg School of Management at
                                                  Northwestern University in 1985. Mr. Kang is the brother of
                                                  John Kang, our Chief Executive Officer and President.

David Browne                              43      David Browne has served as a director since April 2002. Since
                                                  2002, Mr. Browne has served as the President and Chief
                                                  Executive Officer of Family Christian Stores. Mr. Browne
                                                  served as President and Chief Executive Officer of
                                                  LensCrafters, Inc. from 1990 to 1999. From 1998 to 1999, he
                                                  also served on the board of directors and as Co-Chief
                                                  Executive Officer of Luxottica Group, an Italy-based optical
                                                  frame manufacturer and the parent company of LensCrafters,
                                                  Inc., where he led the acquisition of Bausch & Lomb's Ray-Ban
                                                  Division. Mr. Browne is also a director of Athletes In Action,
                                                  an international Christian sports ministry, the National
                                                  Underground Railroad Freedom Center, and a former member of
                                                  the board of directors of the Points of Light Foundation in
                                                  Washington, D.C., where he was actively involved in the
                                                  President's Summit on Volunteerism. Mr. Browne received his
                                                  B.S. degree in Economics from University of Pennsylvania in
                                                  1981.