CUISINE SOLUTIONS (FZN)

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the third quarter of fiscal year 2009 decreased $470,000 to

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$2,476,000, or 16.0%, over the third quarter of prior fiscal year 2008 expenses of $2,946,000 (general and administrative expenses represented 11.6% and 11.7% of revenue for the third quarters of fiscal years 2009 and 2008, respectively).  This decrease was primarily due to decreased compensation costs of $638,000 due to personnel reductions in Europe and US partially offset by compensation on recently issued restricted stock units of $117,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the first three quarters of fiscal year 2009 decreased $920,000 to $5,501,000, or 14.3%, over the first three quarters of prior fiscal year 2008 expenses of $6,421,000 (general and administrative expenses represented 9.3% and 9.7% of revenue for the first three quarters of fiscal years 2009 and 2008, respectively).  This decrease was primarily due to decreased salaries and bonuses of $1,427,000, decreased travel of $75,000 and decreased consulting of $65,000, partially offset by increased equity compensation costs on recently issued restricted stock units of $280,000, increased broker fees of $86,000 and increased costs for the new ERP system of $98,000.

GENERAL AND ADMINISTRATIVE EXPENSES

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General and administrative expenses for the second quarter of fiscal year 2009 decreased $500,000 to $1,275,000, or 28.2%, over the second quarter of prior fiscal year 2008 expenses of $1,775,000 (general and administrative expenses represented 6.5% and 7.5% of revenue for the second quarters of fiscal years 2009 and 2008, respectively). This decrease was primarily due to decreased compensation costs of $523,000 due to reductions in Europe and reduced current year bonus accruals offset by increased compensation on recently issued restricted stock units of $98,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the first two quarters of fiscal year 2009 decreased $450,000 to $3,025,000, or 12.9%, over the first two quarters of prior fiscal year 2008 expenses of $3,475,000 (general and administrative expenses represented 8.0% and 8.4% of revenue for the first two quarters of fiscal years 2009 and 2008, respectively). This decrease was primarily due to decreased salaries and bonuses of $580,000, decreased travel of $68,000 and decreased consulting of $71,000 offset partially by increased equity compensation costs on recently issued restricted stock units of $164,000, increased broker fees of $101,000 and increased costs for the new ERP system of $50,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the first quarter of fiscal year 2009 increased $50,000 to $1,750,000, or 2.9%, over the first quarter of prior fiscal year 2008 expenses of $1,700,000 (general and administrative expenses represented 9.5% and 9.7% of revenue for the first quarters of fiscal years 2009 and 2008, respectively). This increase was primarily due to increased equity compensation costs on recently issued restricted stock units of $66,000, increased costs for the new ERP system of $50,000, partially offset by decreased travel costs of $58,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for fiscal year 2008 increased $2,550,000 to $8,601,000, or 42%, over prior fiscal year 2007 expenses of $6,051,000 (general and administrative expenses represented 9.8% and 7.5% of revenue for fiscal 2008 and 2007, respectively).  Most of this increase was related to costs associated with personnel reductions in France of $590,000, legal fees and public company expenses of $397,000, increased staff salaries in the U.S. of $350,000, new system expenses of $209,000 and travel expense increases of $92,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for fiscal year 2008 increased $2,550,000 to $8,601,000, or 42%, over prior fiscal year 2007 expenses of $6,051,000 (general and administrative expenses represented 9.8% and 7.5% of revenue for fiscal 2008 and 2007, respectively).  Most of this increase was related to costs associated with personnel reductions in France of $590,000, legal fees and public company expenses of $397,000, increased staff salaries in the U.S. of $350,000, new system expenses of $209,000 and travel expense increases of $92,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for fiscal year 2007 increased $915,000 to $6,051,000, or 17.8%, over prior fiscal year 2006 expenses of $5,136,000 (general and administrative expenses represented 7.5% and 8.0% of revenue for fiscal 2007 and 2006,

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respectively).  Most of this increase was related to increased salaries for additional staff of $1,106,000 offset partially by decreased stock option expenses of $219,000 and lower consulting fees of $119,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for fiscal year 2007 increased $915,000 to $6,051,000, or 17.8%, over prior fiscal year 2006 expenses of $5,136,000 (general and administrative expenses represented 7.5% and 8.0% of revenue for fiscal 2007 and 2006,

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respectively).  Most of this increase was related to increased salaries for additional staff of $1,106,000 offset partially by decreased stock option expenses of $219,000 and lower consulting fees of $119,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the first three quarters of fiscal year 2008 increased $2,049,000, or 46.9%, to $6,421,000 over the first three quarters of prior fiscal year 2007 expenses of $4,372,000 (general and administrative expenses represented 9.7% and 7.1% of revenue for the first three quarters of fiscal 2008 and 2007, respectively).  This increase was primarily due to layoffs in our French operation totaling $590,000, salaries and benefits from additional staff and salary expenses of $342,000, public company expenses of $185,000, bad debt increase of $183,000, reclassification of certain costs to selling and marketing expenses of $93,000, financing charges of $110,000, information technology expenses of $93,000, rent expenses of $55,000 and broker fees $62,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the first two quarters of fiscal year 2008 increased $855,000 to $3,475,000, or 24.6%, over the first two quarters of prior fiscal year 2007 expenses of $2,620,000 (general and administrative expenses represented 8.4% and 7.0% of revenue for the first two quarters of fiscal 2008 and 2007, respectively).  This increase was primarily due to salaries and benefits from additional staff and salary expenses of $286,000, public company expenses of $83,000, reclassification of certain costs to selling and marketing expenses of $68,000, financing charges of $65,000, supplies expenses of $65,000, travel and entertainment expenses of $62,000, rent expenses of $52,000 and broker fees $48,000.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the first quarter of fiscal year 2008 increased $581,000 to $1,700,000, or 51.9%, over the first quarter of prior fiscal year 2007 expenses of $1,119,000 (general and administrative expenses represented 9.7% and 7.9% of revenue for the first quarters of fiscal 2008 and 2007, respectively). This increase was due to travel and consulting fees of $135,000 and $119,000, respectively, as well as additional staff and salary increases of $91,000, insurance increases of $56,000 and bad debt increase of $40,000.

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GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for fiscal year 2007 increased $915,000 to $6,051,000, or 17.8%, over prior fiscal year 2006 expenses of $5,136,000 (general and administrative expenses represented 7.5% and 8.0% of revenue for fiscal 2007 and 2006, respectively). Most of this increase was related to increased salaries for additional staff of $1,106,000 offset partially by decreased stock option expenses of $219,000 and lower consulting fees of $119,000.