ITEM 3.
LEGAL PROCEEDINGS A lawsuit has been filed against us in California alleging violations of state laws regarding employee record- keeping, meal and rest breaks, payment of overtime and related practices with respect to our employees.
The case seeks damages, penalties and attorney’s fees on behalf of a purported class of our present and former employees.
We are currently investigating these claims, and although we have various defenses, it is not possible at this time to reasonably estimate the outcome of or any potential liability from this case.
We’re involved in various other claims and legal actions that arise in the ordinary course of business.
We do not believe that the ultimate resolution of these actions will have a material adverse effect on our financial position, results of operations, liquidity or capital resources.
However, a significant increase in the number of these claims, or one or more successful claims under which we incur greater liabilities than we currently anticipate could materially and adversely affect our business, financial condition, results of operation and cash flows.
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS There were no matters submitted to a vote of our security holders through solicitation of proxies or otherwise, during the fourth quarter of our fiscal year ended December 31, 2008.
PART II ITEM 5.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES The following table describes the per share range of high and low sales prices for shares of each class of our common stock for the quarterly periods indicated, as reported by the New York Stock Exchange (“NYSE”).
Our class A common stock, which trades under the symbol “CMG,” began trading on the NYSE on January 26, 2006, and our class B common stock, which trades under the symbol “CMG.
B,” began trading on the NYSE on October 5, 2006.
## Table 0 ##
As of February 11, 2009, there were approximately 443 holders of our class A common stock and approximately 1,013 holders of our class B common stock, in each case as determined by counting our record holders and the number of participants reflected in a security position listing provided to us by the Depository Trust Company.
We estimate that there are approximately 37,000 beneficial owners of our class A common stock and approximately 16,000 beneficial owners of our class B common stock.
During 2008, certain grants were made subject to shareholder approval.
The value of grants subject to shareholder approval, were determined on the date of approval.
The following table reflects the average assumptions utilized in the Black-Scholes option-pricing model to value stock options and SARs awards granted:
## Table 1 ##
The risk-free interest rate is based upon U. S.  Treasury Rates for instruments with similar terms.
The expected life was derived utilizing the short-cut method allowed for a vanilla option grant under Staff Accounting Bulletin No.107, in which the expected life is assumed to be the average of the vesting period and the contractual life of the option.
The Company has not paid dividends to date and does not plan to pay dividends in the near future.
The volatility assumptions were derived from the Company’s actual and implied volatilities and historical volatilities of competitors whose shares are traded in the public markets and are adjusted to reflect anticipated behavior specific to the Company.6.
Employee Benefit Plans In October 2006, effective upon consummation of the Disposition, the Company adopted the Chipotle Mexican Grill 401(k) plan (the “401(k) plan”).
Prior to October 2006, eligible Chipotle employees were participants of a 401(k) plan sponsored by McDonald’s.
The Company matches 100% of the first 3% of pay contributed by each eligible employee and 50% on the next 2% of pay contributed.
Employees become eligible to receive matching contributions after one year of service with the Company.
For the years ended December 31, 2008, 2007 and 2006, Company matching contributions totaled approximately $1,402, $1,234 and $1,070, respectively.
As a result of the Disposition, the Company adopted the Chipotle Mexican Grill, Inc.
Supplemental Deferred Investment Plan (the “Deferred Plan”) which covers eligible employees of the Company.
The Deferred Plan is a non-qualified, unfunded plan that allows participants to make tax-deferred contributions that cannot be made under the 401(k) plan because of Internal Revenue Service limitations.
Participants’ earnings on contributions made to the Deferred Plan fluctuate with the actual earnings and losses of a variety of available investment choices selected by the participant.
Total liabilities under the Deferred Plan as of December 31, 2008 and 2007 were $1,790 and $800, respectively, and are included in other long-term liabilities in the consolidated balance sheet.
The Company matches 100% of the first 3% of pay contributed by each eligible employee and 50% on the next 2% of pay contributed once the 401(k) contribution limits are reached.
For the years ended December 31, 2008, 2007 and 2006, the Company made deferred compensation matches of $252, $137 and $25 respectively, to the Deferred Plan.
Prior to October 2006, eligible Chipotle employees were participants of a deferred compensation plan sponsored by McDonald’s.7.
Related-Party Transactions Prior to the Disposition, the Company was a wholly-owned subsidiary of McDonald’s.
Transactions through the date of separation are considered related-party transactions and are discussed below.
The consolidated statement of income reflects charges from McDonald’s of $8,667 for the year ended December 31, 2006.
These charges primarily related to reimbursements of payroll and related expenses for certain McDonald’s employees that performed services for the Company, insurance coverage, software maintenance agreements and non-income based taxes.
The charges were specifically identifiable to the Company.
The Company cannot estimate with any reasonable certainty what these charges would have been on a standalone basis.
However, the Company feels that these charges are indicative of what it could have incurred on a stand-alone basis.
One of our primary goals is for all of our restaurants to continue serving meats that are raised to meet our standards, but we have and will continue to face challenges in doing so.
Some of our restaurants served conventionally raised beef for short periods during 2012 and the beginning of 2013, and more of our restaurants may periodically serve conventionally raised meats in the future due to supply constraints.
When we become aware that one or more of our restaurants will serve conventionally raised meat, we clearly and specifically disclose this temporary change on signage in each affected restaurant, so that customers can avoid those meats if they choose to do so.
Our food costs increased in 2012 as a result of inflationary pressures on many of our ingredients, particularly beef, chicken, and rice, and initiatives to improve the taste and quality of our food.
The increase was partially offset by the impact of menu price increases and relief in avocado prices.
We expect that food cost inflation will continue in 2013 and that our food costs as a percentage of revenue will increase.
If food inflation continues to pressure food costs, we may, after taking into account the general economic environment, consumer confidence, and our sales trends, raise menu prices later in 2013.
Stock Repurchases.
In accordance with stock repurchases authorized by our Board of Directors we purchased stock with an aggregate total repurchase price of $206.4 million during 2012.
As of December 31, 2012, $100.2 million was available to be repurchased under the current repurchase authorizations, which were announced on October 18, 2012 and November 20, 2012.
On February 5, 2013 we announced that our Board of Directors authorized the expenditure of up to an additional $100 million to repurchase shares of our common stock.
We have entered into an agreement with a broker under SEC rule 10b5-1(c), authorizing the broker to make open market purchases of common stock from time to time, subject to market conditions.
The existing repurchase agreement and the Board’s authorization of the repurchases may be modified, suspended, or discontinued at any time.
On November 20, 2012, we also entered into a privately negotiated accelerated share repurchase transaction (“ASR”) to repurchase $25 million of our common stock.
The $25 million is part of the $100 million repurchase program announced on November 20, 2012.
We advanced the $25 million upon commencement of the transaction and received 65,187 shares, which represented 70% of the total number of shares to be repurchased calculated using the closing price on the commencement date.
The final number of shares to be repurchased under the ASR will be determined based generally on the volume-weighted average share price of our common stock over a specified period.
The ASR will be completed during the first quarter of 2013.
Restaurant Openings, Relocations and Closures The following table details restaurant unit data for the years indicated.
## Table 2 ##
Results of Operations Our results of operations as a percentage of revenue and period-over-period variances are discussed in the following section.
As our business grows, as we open more restaurants and hire more employees, our restaurant operating costs and depreciation and amortization increase.
Management’s Financial Discussion and Analysis co n t i n u e d . an increase of $16 million in fossil operating costs due to the purchase of the Attala plant in January 2006 and the Perryville plant coming online in July 2005; .
an increase of $12 million related to storm reserves.
This increase does not include costs associated with Hurricanes Katrina and Rita; and .
an increase of $12 million due to a return to normal expense patterns in 2006 versus the deferral or capitalization of storm costs in 2005.
Other operation and maintenance expenses increased for NonUtility Nuclear from $588 million in 2005 to $637 million in 2006 primarily due to the timing of refueling outages, increased benefit and insurance costs, and increased NRC fees.
Taxes Other Than Income Taxes Taxes other than income taxes increased for the Utility from $322 million in 2005 to $361 million in 2006 primarily due to an increase in city franchise taxes in Arkansas due to a change in 2006 in the accounting for city franchise tax revenues as directed by the APSC.
The change results in an increase in taxes other than income taxes with a corresponding increase in rider revenue, resulting in no effect on net income.
Also contributing to the increase was higher franchise tax expense at Entergy Gulf States, Inc.  as a result of higher gross revenues in 2006 and a customer refund in 2005.
Other Income Other income increased for the Utility from $111 million in 2005 to $156 million in 2006 primarily due to carrying charges recorded on storm restoration costs.
Other income increased for Non-Utility Nuclear primarily due to miscellaneous income of $27 million ($16.6 million net-of-tax) resulting from a reduction in the decommissioning liability for a plant as a result of a revised decommissioning cost study and changes in assumptions regarding the timing of when decommissioning of a plant will begin.
Other income increased for Parent & Other primarily due to a gain related to its Entergy-Koch investment of approximately $55 million (net-of-tax) in the fourth quarter of 2006.
In 2004, Entergy-Koch sold its energy trading and pipeline businesses to third parties.
At that time, Entergy received $862 million of the sales proceeds in the form of a cash distribution by Entergy-Koch.
Due to the November 2006 expiration of contingencies on the sale of Entergy-Koch’s trading business, and the corresponding release to Entergy-Koch of sales proceeds held in escrow, Entergy received additional cash distributions of approximately $163 million during the fourth quarter of 2006 and recorded a gain of approximately $55 million (net-of-tax).
Entergy expects future cash distributions upon liquidation of the partnership will be less than $35 million.
Interest Charges Interest charges increased for the Utility and Parent & Other primarily due to additional borrowing to fund the significant storm restoration costs associated with Hurricanes Katrina and Rita.
Discontinued Operations In April 2006, Entergy sold the retail electric portion of the Competitive Retail Services business operating in the Electric Reliability Council of Texas (ERCOT) region of Texas, and now reports this portion of the business as a discontinued operation.
Earnings for 2005 were negatively affected by $44.8 million (net-of-tax) of discontinued operations due to the planned sale.
This amount includes a net charge of $25.8 million (net-of-tax) related to the impairment reserve for the remaining net book value of the Competitive Retail Services business’ information technology systems.
Results for 2006 include an $11.1 million gain (net-of-tax) on the sale of the retail electric portion of the Competitive Retail Services business operating in the ERCOT region of Texas.
Income Taxes The effective income tax rates for 2006 and 2005 were 27.6% and 36.6%, respectively.
The lower effective income tax rate in 2006 is primarily due to tax benefits, net of reserves, resulting from the tax capital loss recognized in connection with the liquidation of Entergy Power International Holdings, Entergy’s holding company for Entergy-Koch.
Also contributing to the lower rate for 2006 is an IRS audit settlement that allowed Entergy to release from its tax reserves all settled issues relating to 1996-1998 audit cycle.
See Note 3 to the financial statements for a reconciliation of the federal statutory rate of 35.0% to the effective income tax rates, and for additional discussion regarding income taxes.
liquidity and capital resources This section discusses Entergy’s capital structure, capital spending plans and other uses of capital, sources of capital, and the cash flow activity presented in the cash flow statement.
Capital Structure Entergy’s capitalization is balanced between equity and debt, as shown in the following table.
The increase in the debt to capital percentage from 2006 to 2007 is primarily the result of additional borrowings under Entergy Corporation’s revolving credit facility, along with a decrease in shareholders’ equity primarily due to repurchases of common stock.
This increase in the debt to capital percentage is in line with Entergy’s financial and risk management aspirations.
The decrease in the debt to capital percentage from 2005 to 2006 is the result of an increase in shareholders’ equity, primarily due to an increase in retained earnings, partially offset by repurchases of common stock.

<table><tr><td></td><td colspan="2"> Chipotle Class A Common Stock</td><td colspan="2"> Chipotle Class B Common Stock</td></tr><tr><td></td><td> High</td><td> Low</td><td> High</td><td> Low</td></tr><tr><td>2007</td><td></td><td></td><td></td><td></td></tr><tr><td>First Quarter</td><td>$65.25</td><td>$54.61</td><td>$61.17</td><td>$50.40</td></tr><tr><td>Second Quarter</td><td>$88.70</td><td>$61.94</td><td>$81.95</td><td>$57.19</td></tr><tr><td>Third Quarter</td><td>$119.97</td><td>$77.51</td><td>$109.20</td><td>$70.65</td></tr><tr><td>Fourth Quarter</td><td>$155.49</td><td>$113.51</td><td>$129.64</td><td>$102.28</td></tr><tr><td></td><td colspan="2"> Chipotle Class A Common Stock</td><td colspan="2"> Chipotle Class B Common Stock</td></tr><tr><td></td><td> High</td><td> Low</td><td> High</td><td> Low</td></tr><tr><td>2008</td><td></td><td></td><td></td><td></td></tr><tr><td>First Quarter</td><td>$150.00</td><td>$90.09</td><td>$124.45</td><td>$77.13</td></tr><tr><td>Second Quarter</td><td>$121.29</td><td>$81.83</td><td>$105.14</td><td>$73.74</td></tr><tr><td>Third Quarter</td><td>$89.27</td><td>$53.00</td><td>$81.01</td><td>$45.00</td></tr><tr><td>Fourth Quarter</td><td>$67.92</td><td>$36.86</td><td>$61.21</td><td>$32.47</td></tr></table>
<table><tr><td></td><td>2008</td><td>2007</td><td> 2006</td></tr><tr><td>Risk-free interest rate</td><td>3.1%</td><td>4.7%</td><td>4.4%</td></tr><tr><td>Expected life (years)</td><td>4.8</td><td>5.0</td><td>5.0</td></tr><tr><td>Expected dividend yield</td><td>0.0%</td><td>0.0%</td><td>0.0%</td></tr><tr><td>Volatility</td><td>35%</td><td>35%</td><td>40.0%</td></tr><tr><td>Weighted Average Black-Scholes fair value per share at date of grant</td><td>$29.01</td><td>$24.80</td><td>$9.21</td></tr></table>
<table><tr><td></td><td colspan="3">For the years ended December31</td></tr><tr><td></td><td>2012</td><td>2011</td><td>2010</td></tr><tr><td>Beginning of year</td><td>1,230</td><td>1,084</td><td>956</td></tr><tr><td>Openings</td><td>183</td><td>150</td><td>129</td></tr><tr><td>Relocations</td><td>-3</td><td>-4</td><td>-1</td></tr><tr><td> Total restaurants at end of year</td><td>1,410</td><td>1,230</td><td>1,084</td></tr></table>

Question: Which year is High of First Quarter in terms of Chipotle Class A Common Stock greater than 100 ?
Answer: 2008