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Document And Entity Information - USD ($)	12 Months Ended
Document And Entity Information - USD ($)	Dec. 31, 2011	Mar. 07, 2012	Jun. 30, 2011
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	FY
Entity Registrant Name	MARCHEX INC
Entity Central Index Key	0001224133
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Public Float			$ 183,870,541
Class A Common Stock [Member]
Entity Common Stock, Shares Outstanding		9,570,382
Class B Common Stock [Member]
Entity Common Stock, Shares Outstanding		27,594,701

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2011	Dec. 31, 2010
Assets
Cash and cash equivalents	$ 37,443	$ 37,328
Accounts receivable, net	30,635	20,214
Prepaid expenses and other current assets	3,614	3,567
Refundable taxes	193	3,249
Deferred tax assets	2,753	869
Total current assets	74,638	65,227
Property and equipment, net	6,187	4,710
Deferred tax assets	46,310	50,769
Intangible and other assets, net	2,191	2,070
Goodwill	82,644	35,337
Intangible assets from acquisitions, net	8,088	1,577
Total assets	220,058	159,690
Liabilities and Stockholders' Equity
Accounts payable	12,896	11,166
Accrued expenses and other current liabilities	8,430	5,106
Deferred acquisition payments	35,214
Deferred revenue	1,930	1,650
Total current liabilities	58,470	17,922
Other non-current liabilities	2,580	2,076
Total liabilities	61,050	19,998
Commitments and contingencies
Stockholders' equity:
Treasury stock: 223 and 157 shares of Class B stock at December 31, 2010 and 2011, respectively	(1,067)	(1,360)
Additional paid-in capital	297,465	281,421
Accumulated deficit	(137,770)	(140,729)
Total stockholders' equity	159,008	139,692
Total liabilities and stockholders' equity	220,058	159,690
Class A Common Stock [Member]
Stockholders' equity:
Common stock	99	105
Class B Common Stock [Member]
Stockholders' equity:
Common stock	$ 281	$ 255

Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	137,500	137,500
Class A Common Stock [Member]
Common stock, shares authorized	12,500	12,500
Common stock, shares issued	9,894	10,501
Common stock, shares outstanding	9,632	10,238
Class B Common Stock [Member]
Common stock, shares authorized	125,000	125,000
Common stock, shares issued	28,074	25,480
Common stock, shares outstanding	27,917	25,257
Restricted stock, shares outstanding	3,995	3,214
Treasury stock, shares	157	223

Consolidated Statements Of Operations - USD ($)
shares in Thousands, $ in Thousands

12 Months Ended

Dec. 31, 2011

Dec. 31, 2010

Dec. 31, 2009

Revenue

$ 146,726

$ 97,566

$ 93,261

Expenses:

Service costs

^[1]

81,835

57,557

47,633

Sales and marketing

^[1]

15,434

13,530

17,890

Product development

^[1]

22,794

16,804

14,478

General and administrative

^[1]

22,709

17,507

16,049

Amortization of intangible assets from acquisitions

^[2]

5,455

2,729

5,493

Acquisition related costs

1,890

Total operating expenses

150,117

108,127

101,543

Gain on sales and disposals of intangible assets, net

9,421

6,772

4,712

Income (loss) from operations

6,030

(3,789)

(3,570)

Other income (expense):

Interest income

141

Interest and line of credit expense

(604)

(107)

(99)

Other

160

Total other income (expense)

(458)

129

(17)

Income (loss) before provision for income taxes

5,572

(3,660)

(3,587)

Income tax expense (benefit)

2,613

(617)

(1,525)

Net income (loss)

2,959

(3,043)

(2,062)

Dividends paid to participating securities

(259)

(199)

(187)

Net income (loss) applicable to common stockholders

$ 2,700

$ (3,242)

$ (2,249)

Basic and diluted net income (loss) per share applicable to Class A and Class B common stockholders

$ 0.08

$ (0.10)

$ (0.07)

Dividends paid per share

$ 0.08

Class A Common Stock [Member]

Shares used to calculate basic net income (loss) per share applicable to common stockholders

Shares used to calculate basic net income (loss) per share applicable to common stockholders

9,928

10,661

10,884

Shares used to calculate diluted net income (loss) per share applicable to common stockholders

Shares used to calculate diluted net income (loss) per share applicable to common stockholders

9,928

10,661

10,884

Class B Common Stock [Member]

Shares used to calculate basic net income (loss) per share applicable to common stockholders

Shares used to calculate basic net income (loss) per share applicable to common stockholders

23,358

21,993

22,830

Shares used to calculate diluted net income (loss) per share applicable to common stockholders

Shares used to calculate diluted net income (loss) per share applicable to common stockholders

35,318

32,654

33,714

[1]	Excludes amortization of intangible assets from acquisitions.
[2]	Components of amortization of intangible assets from acquisitions: Service costs $ 4,515, $ 2,729, $ 5,448, Sales and marketing $ 897, $ —, $ —, General and administrative $ 43, $ —, $ 45, Total $ 5,455, $ 2,729, $ 5,493 for the year ended December 31, 2011, December 31, 2010 and December 31, 2009 respectively.

Consolidated Statements Of Operations (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Components of amortization of intangible assets from acquisitions:
Service costs	$ 4,515	$ 2,729	$ 5,448
Sales and marketing	897
General and administrative	43		45
Total	$ 5,455	$ 2,729	$ 5,493

Consolidated Statements Of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Class A Common Stock [Member]	Class B Common Stock [Member]	Treasury Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Balances at Dec. 31, 2008	$ 112	$ 287	$ (15,393)	$ 299,926	$ (135,624)	$ 149,308
Balances, shares at Dec. 31, 2008	10,959	28,674
Balance, shares at Dec. 31, 2008			(2,580)
Issuance of common stock upon exercise of stock options				81		81
Issuance of common stock upon exercise of stock options, shares		36
Income tax benefit (shortfall) of option exercises and restricted stock vesting, net				(1,841)		(1,841)
Issuance of common stock under employee stock purchase plan				39		39
Issuance of common stock under employee stock purchase plan, shares		11
Issuance of restricted stock to employees		$ 12				12
Issuance of restricted stock to employees, shares		1,178
Repurchase of Class B common stock			$ (10,721)			(10,721)
Repurchase of Class B common stock, shares			(2,752)
Conversion of Class A common stock to Class B common stock	$ (1)	$ 1
Conversion of Class A common stock to Class B common stock, shares	(90)	90
Repurchase of unvested restricted stock			$ (2)			(2)
Repurchase of unvested restricted stock, shares			(158)
Stock compensation from options and restricted stock, net of estimated forfeitures				9,513		9,513
Retirement of treasury stock		$ (48)	$ 22,911	(22,863)
Retirement of treasury stock, shares		(4,795)	4,795
Net income (loss)					(2,062)	(2,062)
Common stock cash dividends				(2,902)		(2,902)
Balances at Dec. 31, 2009	$ 111	$ 252	$ (3,205)	281,953	(137,686)	141,425
Balances, shares at Dec. 31, 2009	10,869	25,194
Balance, shares at Dec. 31, 2009			(695)
Issuance of common stock upon exercise of stock options		$ 1		371		372
Issuance of common stock upon exercise of stock options, shares		82
Income tax benefit (shortfall) of option exercises and restricted stock vesting, net				(537)		(537)
Issuance of common stock under employee stock purchase plan				17		17
Issuance of common stock under employee stock purchase plan, shares		3
Issuance of restricted stock to employees		$ 14				14
Issuance of restricted stock to employees, shares		1,358
Repurchase of Class B common stock			$ (6,534)			(6,534)
Repurchase of Class B common stock, shares			(1,234)
Conversion of Class A common stock to Class B common stock	$ (6)	$ 6
Conversion of Class A common stock to Class B common stock, shares	(631)	631
Repurchase of unvested restricted stock			$ (1)			(1)
Repurchase of unvested restricted stock, shares			(82)
Stock compensation from options and restricted stock, net of estimated forfeitures				10,795		10,795
Retirement of treasury stock		$ (18)	$ 8,380	(8,362)
Retirement of treasury stock, shares		(1,788)	1,788
Net income (loss)					(3,043)	(3,043)
Common stock cash dividends				(2,816)		(2,816)
Balances at Dec. 31, 2010	$ 105	$ 255	$ (1,360)	281,421	(140,729)	139,692
Balances, shares at Dec. 31, 2010	10,238	25,480
Balance, shares at Dec. 31, 2010			(223)
Issuance of common stock upon exercise of stock options		$ 4		1,753		1,757
Issuance of common stock upon exercise of stock options, shares		411
Income tax benefit (shortfall) of option exercises and restricted stock vesting, net				913		913
Issuance of common stock under employee stock purchase plan				26		26
Issuance of common stock under employee stock purchase plan, shares		4
Issuance of common stock in connection with acquisition		$ 10		7,593		7,603
Issuance of common stock in connection with acquisition, shares		1,019
Issuance of restricted stock to employees		$ 11				11
Issuance of restricted stock to employees, shares		1,103
Issuance of restricted stock to employees as part of acquisitions		$ 5				5
Issuance of restricted stock to employees as part of acquisitions, shares		462
Repurchase of Class B common stock			$ (6,159)			(6,159)
Repurchase of Class B common stock, shares			(883)
Conversion of Class A common stock to Class B common stock	$ (6)	$ 6
Conversion of Class A common stock to Class B common stock, shares	(606)	606
Repurchase of unvested restricted stock			$ (1)			(1)
Repurchase of unvested restricted stock, shares			(62)
Stock compensation from options and restricted stock, net of estimated forfeitures				15,140		15,140
Retirement of treasury stock		$ (10)	$ 6,453	(6,443)
Retirement of treasury stock, shares		(1,011)	1,011
Net income (loss)					2,959	2,959
Common stock cash dividends				(2,938)		(2,938)
Balances at Dec. 31, 2011	$ 99	$ 281	$ (1,067)	$ 297,465	$ (137,770)	$ 159,008
Balances, shares at Dec. 31, 2011	9,632	28,074
Balance, shares at Dec. 31, 2011			(157)

Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009
Consolidated Statements Of Cash Flows [Abstract]
Net income (loss)	$ 2,959	$ (3,043)	$ (2,062)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Amortization and depreciation	9,473	7,694	11,704
Accretion of interest expense	519
Acquisition related costs	372
Leasehold improvement incentive	204	779
Gain on sales of fixed assets, net	(4)	(2)	(9)
Gain on sales and disposals of intangible assets, net	(9,421)	(6,772)	(4,712)
Allowance for doubtful accounts and advertiser credits	1,203	1,348	975
Stock-based compensation	15,143	10,832	9,597
Deferred income taxes	1,895	2,004	4,232
Excess tax benefit related to stock-based compensation	(1,032)	(36)	(69)
Change in certain assets and liabilities, net of acquisition:
Accounts receivable, net	(6,965)	(6,778)	5,975
Refundable taxes, net	4,006	1,631	(3,678)
Prepaid expenses, other current assets and restricted cash	(1,618)	(988)	327
Accounts payable	(1,542)	2,486	(3,659)
Accrued expenses and other current liabilities	1,195	(320)	(1,267)
Deferred revenue	210	(307)	(236)
Other non-current liabilities	185	860	29
Net cash provided by operating activities	16,782	9,388	17,147
Purchases of property and equipment	(3,971)	(3,441)	(2,383)
Cash paid for acquisitions, net of cash acquired	(15,801)
Proceeds from sales of property and equipment	9	1	9
Proceeds from sales of intangible assets	9,474	6,779	4,921
Purchases of intangibles and changes in other non-current assets	(103)	(116)	(12)
Net cash provided by (used in) investing activities	(10,392)	3,223	2,535
Capital lease obligation principal payments		(6)	(39)
Excess tax benefit related to stock options	1,032	36	69
Repurchase of Class B common stock for treasury stock	(6,159)	(6,534)	(10,721)
Common stock dividends payments	(2,938)	(2,816)	(2,902)
Proceeds from exercises of stock options	1,754	372	80
Proceeds from employee stock purchase plan	26	17	39
Proceeds from issuance of restricted stock to employees	10	10	12
Net cash used in financing activities	(6,275)	(8,921)	(13,462)
Net increase in cash and cash equivalents	115	3,690	6,220
Cash and cash equivalents at beginning of period	37,328	33,638	27,418
Cash and cash equivalents at end of period	37,443	37,328	33,638
Supplemental disclosure of cash flow information:
Cash received during the period for income taxes, net of payments	(2,994)	(4,336)	(2,107)
Cash paid (received) during the period for interest, net	(63)	77	69
Supplemental disclosure of non-cash investing and financing activities:
Fair value of Class B common stock issued in connection with acquisition	7,603
Deferred payments related to acquisition	34,695
Property and equipment acquired in accounts payable and accrued expenses	$ 121	54	801
Leasehold improvement incentive recorded in other current assets and other non-current liabilities		$ 211	$ 779

Description Of Business And Summary Of Significant Accounting Policies And Practices

12 Months Ended

Dec. 31, 2011

Description Of Business And Summary Of Significant Accounting Policies And Practices [Abstract]

Description Of Business And Summary Of Significant Accounting Policies And Practices

(1) Description of Business and Summary of Significant Accounting Policies and Practices

(a) Description of Business and Basis of Presentation

Marchex, Inc. (the "Company") was incorporated in the state of Delaware on January 17, 2003. The Company is a digital call advertising and small business solutions company. The Company delivers call and click-based advertising products and services to tens of thousands of advertisers, ranging from small businesses to the Fortune 500 companies.

The consolidated financial statements include the accounts of Marchex and its wholly-owned subsidiaries. Acquisitions are included in the Company's consolidated financial statements as of and from the date of acquisition. The Company's purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. All inter-company transactions and balances have been eliminated in consolidation. Certain reclassifications have been made to the consolidated financial statements in the prior years to conform to the current year presentation.

Acquisition

On April 7, 2011, the Company acquired 100% of the stock of Jingle Networks, Inc. ("Jingle"), a provider of mobile voice search performance advertising and technology solutions in North America. See Note 10 for further discussion.

(b) Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist primarily of money market funds.

(c) Fair Value of Financial Instruments

The Company had the following financial instruments as of December 31, 2010 and 2011: cash and cash equivalents, accounts receivable, refundable taxes, accounts payable and accrued liabilities. The carrying value of cash and cash equivalents, accounts receivable, refundable taxes, accounts payable and accrued liabilities approximates their fair value based on the liquidity of these financial instruments or based on their short-term nature.

(d) Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. Accounts receivable balances are presented net of allowance for doubtful accounts and allowance for advertiser credits.

Allowance for Doubtful Accounts

The allowance for doubtful accounts is the Company's best estimate of the amount of probable credit losses in existing accounts receivable. The Company determines the allowance based on analysis of historical bad debts, advertiser concentrations, advertiser credit-worthiness and current economic trends. Past due balances over 90 days and specific other balances are reviewed individually for collectibility. The Company reviews the allowance for collectibility quarterly. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

The allowance for doubtful account activity for the periods indicated is as follows (in thousands):


	Balance at beginning of period		Charged to costs and expenses		Write-offs, net of recoveries		Balance at end of period
December 31, 2009	$	817	$	59	$	409	$	467
December 31, 2010		467		343		353		457
December 31, 2011		457		453		117		793

Allowance for Advertiser Credits

The allowance for advertiser credits is the Company's best estimate of the amount of expected future reductions in advertisers' payment obligations related to delivered services. The Company determines the allowance for advertiser credits and adjustments based on analysis of historical credits.

The allowance for advertiser credits activity for the periods indicated is as follows (in thousands):


	Balance at beginning of period		Additions charged against revenue		Credits processed		Balance at end of period
December 31, 2009	$	486	$	917	$	939	$	464
December 31, 2010		464		1,005		830		639
December 31, 2011		639		690		856		473

(e) Property and Equipment

Property and equipment are stated at cost. Depreciation on computers and other related equipment, purchased and internally developed software, and furniture and fixtures is calculated on the straight-line method over the estimated useful lives of the assets, generally averaging three years. Leasehold improvements are amortized straight-line over the shorter of the lease term or estimated useful lives of the assets ranging from three to eight years.

(f) Goodwill

Goodwill represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed in business combinations accounted for under the purchase method.

The Company applies the provisions of FASB ASC 350 "Goodwill and Intangible Assets". Goodwill and intangible assets acquired in a purchase business combination and determined to have an indefinite useful life are not amortized, but instead tested for impairment at least annually in accordance with the provisions of FASB ASC 350. FASB ASC 350 also requires that intangible assets with definite useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment in accordance with FASB ASC 360.

(g) Impairment or Disposal of Long-Lived Assets

The Company reviews its long-lived assets for impairment in accordance with FASB ASC 360 whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds fair value. Assets to be disposed of would be separately presented on the balance sheet and reported at the lower of their carrying amount or fair value less costs to sell, and no longer depreciated.

(h) Revenue Recognition

The following table presents our revenues, by revenue source, for the periods presented (in thousands):


	Years ended December 31,
	2009		2010		2011
Partner and Other Revenue Sources	$	61,698	$	71,537	$	126,210
Proprietary Web site Traffic Sources		31,563		26,029		20,516

Total Revenue	$	93,261	$	97,566	$	146,726

The Company's partner network revenues are primarily generated using third party distribution networks to deliver the pay-for-call or pay-per-click advertisers' listings. The distribution network includes mobile and online search engines and applications, directories, destination sites, shopping engines, third party Internet domains or web sites, other targeted Web-based content, and offline sources. The Company generates revenue upon delivery of qualified and reported phone calls or click-throughs to our advertisers or to advertising services providers' listings. The Company pays a revenue share to the distribution partners to access their mobile, online, offline and other user traffic. Other revenues include the Company's call provisioning and call tracking services, presence management services, campaign management services and natural search optimization services.

The Company's proprietary web site traffic revenues are generated from the Company's portfolio of owned web sites which are monetized with pay-for-call or pay-per-click listings that are relevant to the web sites, as well as other forms of advertising, including banner advertising and sponsorships. When an online user navigates to one of the Company's owned and operated web sites and calls or clicks on a particular listing or completes the specified action, the Company receives a fee.

The Company's primary sources of revenue are the performance-based advertising services, which include pay-for-call and voice search services, pay-per-click services, cost-per-action services and historically feed management and related services. These primary sources amounted to greater than 78% of revenue for the years ended December 31, 2009, 2010 and 2011. The secondary sources of revenue are small business solutions products which enable partner resellers to sell call adverting and/or search marketing products, campaign management services, and natural search optimization services. These secondary sources amounted to less than 22% of revenue for the years ended December 31, 2009, 2010 and 2011. The Company has no barter transactions.

The Company recognizes revenue upon the completion of its performance obligation, provided that: (1) evidence of an arrangement exists; (2) the arrangement fee is fixed and determinable; and (3) collection is reasonably assured.

In certain cases, the Company records revenue based on available and reported preliminary information from third parties. Collection on the related receivables may vary from reported information based upon third party refinement of the estimated and reported amounts owing that occurs subsequent to period ends.

In providing call advertising services and pay-per-click advertising, the Company generates revenue upon delivery of qualified and reported phone calls or click-throughs to advertisers or advertising service providers' listings. These advertisers and advertising service providers pay the Company a designated transaction fee for each phone call or click-through, which occurs when an online user makes a phone call or clicks on any of their advertisement listings after it has been placed by the Company or by the Company's distribution partners. Each phone call or click-through on an advertisement listing represents a completed transaction. The advertisement listings are displayed within the Company's distribution network, which includes mobile and online search engines and applications, directories, destination sites, shopping engines, third party Internet domains or web sites, the Company's portfolio of owned web sites and other targeted Web-based content and offline sources. The Company also generates revenue from cost-per-action services, which occurs when the online user is redirected from one of the Company's web sites or a third party web site in our distribution network to an advertiser web site and completes the specified action.

The Company generates revenue from reseller partners and publishers utilizing the Company's small business solutions products to sell call advertising and/or search marketing products. The Company is paid account fees and also agency fees for the Company's products in the form of a percentage of the cost of every call or click delivered to advertisers. The reseller partners or publishers engage the advertisers and are the primary obligor, and the Company, in certain instances, is only financially liable to the publishers in the Company's capacity as a collection agency for the amount collected from the advertisers. The Company recognizes revenue for these fees under the net revenue recognition method. In limited arrangements resellers pay the Company a fee for fulfilling an advertiser's campaign in its distribution network and the Company acts as the primary obligor. The Company recognizes revenue for these fees under the gross revenue recognition method.

In providing pay-per-click contextual targeting services, advertisers purchase keywords or keyword strings, based on an amount they choose for a targeted placement on vertically-focused web sites or specific pages of a web site that are specific to their products or services and their marketing objectives. The contextual results distributed by our services are prioritized for users by the amount the advertiser is willing to pay each time a user clicks on the advertisement and the relevance of the advertisement, which is dictated by historical click-through rates. Advertisers pay the Company when a click-through occurs on their advertisement.

Prior to 2010, the Company offered feed management services in which advertisers paid for their Web pages and product databases to be crawled, or searched, and included in search engine, directory and product shopping engine results within the Company's distribution network. Generally, the feed management listings were presented in a different section of the Web page than the pay-per-click listings. For this service, revenue was generated when an online user clicks on a feed management listing from search engine, directory or product shopping engine results. Each click-through on an advertisement listing represented a completed transaction for which the advertiser paid for on a per-click basis. The placement of a feed management result was largely determined by its relevancy, as determined by the distribution partner. Yahoo! discontinued its feed management service relationship with the Company effective December 31, 2009 as a result of its partnership with Microsoft. Accordingly, the Company discontinued its feed management and related service offerings as of that date.

Advertisers pay the Company additional fees for services such as campaign management and natural search engine optimization. Advertisers generally pay the Company on a click-through basis, although in certain cases the Company receives a fixed fee for delivery of these services. In some cases we also deliver banner campaigns for select advertisers. Banner advertising revenue may be based on a fixed fee per click and is generated and recognized on click-through activity. In other cases, banner payment terms are volume-based with revenue generated and recognized when impressions are delivered.

The Company enters into agreements with various distribution partners to provide distribution for pay-for-call and pay-per-click advertisement listings which contain call tracking numbers and/or URL strings of our advertisers. The Company generally pays distribution partners based on a percentage of revenue or a fixed amount per phone call or click-through on these listings. The Company acts as the primary obligor with the advertiser for revenue call or click-through transactions and is responsible for the fulfillment of services.

In accordance with FASB ASC 605, the revenue derived from advertisers is reported gross based upon the amounts received from the advertiser. The Company also recognizes revenue for certain agency contracts with advertisers under the net revenue recognition method. Under these specific agreements, the Company purchases listings on behalf of advertisers from mobile sources, search engines and applications, directories, other Web-based content providers and offline sources. The Company is paid account fees and also agency fees based on the total amount of the purchase made on behalf of these advertisers. Under these agreements, the advertisers are primarily responsible for choosing the publisher and determining pricing, and the Company, in certain instances, is only financially liable to the publisher for the amount collected from our advertisers. This creates a sequential liability for media purchases made on behalf of advertisers. In certain instances, the web publishers engage the advertisers directly and the Company is paid an agency fee based on the total amount of the purchase made by the advertiser. In limited arrangements resellers pay us a fee for fulfilling an advertiser's campaign in our distribution network and we act as the primary obligor. We recognize revenue for these fees under the gross revenue recognition method.

The Company applies FASB ASC 605 to account for revenue arrangements with multiple deliverables. FASB ASC 605 addresses certain aspects of accounting by a vendor for arrangements under which the vendor will perform multiple revenue-generating activities. When an arrangement involves multiple elements, the entire fee from the arrangement is allocated to each respective element based on its relative fair value and recognized when the revenue recognition criteria, as described above, for each element are met. Fair value for each element is established based on the sales price charged when the same element is sold separately.

(j) Service Costs

The largest component of the Company's service costs consist of user acquisition costs that relate primarily to payments made to distribution partners for access to their mobile, online, and offline user traffic. The Company enters into agreements of varying durations with distribution partners that integrate the Company's services into their web sites and indexes. The primary payment structure of the distribution partner agreements is a variable payment based on a specified percentage of revenue. These variable payments are often subject to minimum payment amounts per phone call or click-through. Other payment structures that to a lesser degree exist include: 1) fixed payments, based on a guaranteed minimum amount of usage delivered, 2) variable payments based on a specified metric, such as number of paid click-throughs, and 3) a combination arrangement with both fixed and variable amounts that may be paid in advance.

The Company expenses user acquisition costs based on whether the agreement provides for fixed or variable payments. Agreements with fixed payments with minimum guaranteed amounts of usage are expensed as the greater of the pro-rata amount over the term of arrangement or the actual usage delivered to date based on the contractual revenue share. Agreements with variable payments based on a percentage of revenue, number of paid phone calls or click-throughs or other metrics are expensed as incurred based on the volume of the underlying activity or revenue multiplied by the agreed-upon price or rate.

Service costs also include network operations and customer service costs that consist primarily of costs associated with providing performance-based advertising and search marketing services, maintaining the Company's web sites, credit card processing fees, network costs and fees paid to outside service providers that provide the Company's paid listings and customer services. Customer service and other costs associated with serving the Company's search results and maintaining the Company's web sites include depreciation of web sites, network equipment and internally developed software, colocation charges of the Company's network web site equipment, bandwidth, software license fees, salaries of related personnel, stock-based compensation and amortization of intangible assets. Other service costs include license fees, the amortization of the purchase cost of domain names, the costs incurred for the renewal of the domain name registration and telecommunication costs, including the use of telephone numbers for providing call-based advertising services.

(k) Advertising Expenses

Advertising costs are expensed as incurred and include Internet-based advertising, sponsorships, and trade shows. Such costs are included in sales and marketing. Internet-based advertising is concentrated primarily with four providers. The amounts for online and related outside marketing activities were approximately $8.1 million, $3.8 million and $3.3 million for the years ended December 31, 2009, 2010 and 2011, respectively.

(l) Other Intangible Assets and Product Development

The Company capitalizes costs incurred to acquire domain names or URLs, which include the initial registration fees, and amortizes the costs over the expected useful life of the domain names on a straight-line basis. The expected useful lives range from 12 to 84 months. In order to maintain the rights to each domain name acquired, the Company pays periodic registration fees, which generally cover a minimum period of 12 months. The Company records registration renewal fees of domain name intangible assets as a prepaid expense and recognizes the cost over the renewal period. Product development costs consist primarily of expenses incurred by the Company in the research and development, creation, and enhancement of the Company's Internet sites and services. Research and development costs are expensed as incurred and include compensation and related expenses, costs of computer hardware and software, and costs incurred in developing features and functionality of the services. For the periods presented, substantially all of the product development expenses are research and development.

Product development costs are expensed as incurred or capitalized into property and equipment in accordance with FASB ASC 350. FASB ASC 350 requires that cost incurred in the preliminary project and post-implementation stages of an internal use software project be expensed as incurred and that certain costs incurred in the application development stage of a project be capitalized.

(m) Income Taxes

The Company utilizes the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax laws or rates is recognized in results of operations in the period that includes the enactment date. A valuation allowance is recorded for deferred tax assets when it is more likely than not that such deferred tax assets will not be realized.

(n) Stock-Based Compensation

The Company follows FASB ASC 718 and accounts for stock-based compensation for employees and non-employees under the fair value method. As a result, stock-based compensation consists of the following:

•

all share-based compensation arrangements granted after January 1, 2006 (adoption date of FASB ASC 718) and for any such arrangements that are modified, cancelled, or repurchased after that date; and

•

the portion of previous share-based awards for which the requisite service was not rendered as of January 1, 2006.

Stock-based compensation expense has been included in the same lines as compensation paid to the same employees in the consolidated statement of operations.

(o) Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company has used estimates related to several financial statement amounts, including revenues, allowance for doubtful accounts, allowance for advertiser credits, useful lives for property and equipment, intangible assets, the fair-value of the Company's common stock and stock option awards, the impairment of goodwill and intangible assets and a valuation allowance for deferred tax assets. Actual results could differ from those estimates.

(p) Concentrations

The Company maintains substantially all of their cash and cash equivalents with one financial institution.

A significant majority of the Company's revenue earned from advertisers is generated through arrangements with distribution partners. The Company may not be successful in renewing any of these agreements, or if they are renewed, they may not be on terms as favorable as current arrangements. The Company may not be successful in entering into agreements with new distribution partners or advertisers on commercially acceptable terms. In addition, several of these distribution partners or advertisers may be considered potential competitors. There were no distribution partners representing more than 10% of consolidated revenue for the years ended December 31, 2009, 2010 and 2011.

The advertisers representing more than 10% of consolidated revenue are as follows (in percentages):


	Years ended December 31,
	2009			2010			2011
Advertiser A		11	%		*			*
Advertiser B		22	%		23	%		31	%
Advertiser C		11	%		*			*

Advertiser A and B are also distribution partners.

*	Less than 10% of revenue.

The outstanding receivable balance for each advertiser representing more than 10% of consolidated accounts receivable is as follows (in percentages):


	At December 31,
	2010			2011
Advertiser B		40	%		37	%
Advertiser D		11	%		*

*	Less than 10% of accounts receivable.

(q) Segment Reporting and Geographic Information

Operating segments are revenue-producing components of the enterprise for which separate financial information is produced internally for the Company's management. For all periods presented the Company operated as a single segment. The Company operates in a single operating segment principally in domestic markets providing digital advertiser transaction services to enterprises.

Revenues from advertisers by geographical areas are tracked on the basis of the location of the advertiser. The vast majority of the Company's revenue and accounts receivable are derived from domestic sales to advertisers engaged in various mobile, online and other digital activities.

Revenues by geographic region are as follows (in percentages):


	Years ended December 31,
	2009			2010			2011
United States		98	%		96	%		94	%
Canada		1	%		4	%		6	%
Other countries		1	%		*			*

		100	%		100	%		100	%

*	Less than 1% of revenue

(r) Net Income (Loss) Per Share

The Company computes net income (loss) per share of Class A and Class B common stock using the two class method. Under the provisions of the two class method, basic net loss per share is computed by dividing net income (loss) applicable to common stockholders by the weighted average number of common shares outstanding during the year. Diluted net income (loss) per share is computed by dividing net income (loss) applicable to common stockholder by the weighted average number of common and dilutive common equivalent shares outstanding during the period. The computation of the diluted net income (loss) per share of Class B common stock assumes the conversion of Class A common stock to Class B common stock, while the diluted net income (loss) per share of Class A common stock does not assume the conversion of those shares.

In accordance with the two class method, the undistributed earnings (losses) for each year are allocated based on the contractual participation rights of the Class A and Class B common shares and the restricted shares as if the earnings for the year had been distributed. Considering the terms of the Company's charter which provides that, if and when dividends are declared on our common stock in accordance with Delaware General Corporation Law, equivalent dividends shall be and have been paid with respect to the shares of Class A common stock and Class B common stock and that both classes of common stock have identical dividend rights and would share equally in the Company's net assets in the event of liquidation, the Company has allocated undistributed earnings (losses) on a proportionate basis. Additionally, the Company has paid dividends equally to both classes of common stock and the restricted shares since it initiated a quarterly cash dividend in November 2006.

Instruments granted in unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are participating securities prior to vesting. As such, the Company's restricted stock awards are considered participating securities for purposes of calculating earnings per share. Under the two class method, dividends paid on unvested restricted stock are allocated to these participating securities and therefore impacts the calculation of amounts allocated to common stock. The following table calculates net loss to net loss applicable to common stockholders used to compute basic net loss per share for the periods ended (in thousands, except per share amounts):


	Twelve months ended December 31,
	2009						2010						2011
	Class A			Class B			Class A			Class B			Class A		Class B
Numerator:
Net income (loss)	$	(726	)	$	(1,336	)	$	(1,058	)	$	(1,985	)	$	799	$	2,160
Dividends paid to participating securities		—			(187	)		—			(199	)		—		(259	)

Net income (loss) applicable to common stockholders	$	(726	)	$	(1,523	)	$	(1,058	)	$	(2,184	)	$	799	$	1,901
Denominator:
Weighted average number of shares outstanding used to calculate basic net income (loss) per share		10,884			22,830			10,661			21,993			9,928		23,358

Basic net income (loss) per share applicable to common stockholders	$	(0.07	)	$	(0.07	)	$	(0.10	)	$	(0.10	)	$	0.08	$	0.08

The following table calculates net income (loss) to diluted net income (loss) applicable to common stockholders used to compute diluted net income (loss) per share for the periods ended (in thousands, except per share amounts):


	Twelve months ended December 31,
	2009						2010						2011
	Class A			Class B			Class A			Class B			Class A		Class B
Numerator:
Net income (loss)	$	(726	)	$	(1,336	)	$	(1,058	)	$	(1,985	)	$	799	$	2,160
Dividends paid to participating securities		—			(187	)		—			(199	)		—		(259	)
Reallocation of net income (loss) for Class A shares as a result of conversion of Class A to Class B shares					(726	)		—			(1,058	)		—		799

Net income (loss) applicable to common stockholders	$	(726	)	$	(2,249	)	$	(1,058	)	$	(3,242	)	$	799	$	2,700
Denominator:
Weighted average number of shares outstanding used to calculate basic net income (loss) per share		10,884			22,830			10,661			21,993			9,928		23,358
Weighted average stock options and common shares subject to repurchase or cancellation		—			—			—			—					2,032
Conversion of Class A to Class B common shares outstanding		—			10,884			—			10,661			—		9,928

Weighted average number of shares outstanding used to calculate diluted net income (loss) per share		10,884			33,714			10,661			32,654			9,928		35,318

Diluted net income (loss) per share applicable to common stockholders	$	(0.07	)	$	(0.07	)	$	(0.10	)	$	(0.10	)	$	0.08	$	0.08

The computation of diluted net income (loss) per share excludes the following because their effect would be anti-dilutive (in thousands):

•

For the years ended December 31, 2009 and 2010, outstanding options to acquire 4,701 and 6,411 shares, respectively, of Class B common stock. For the year ended December 31, 2011, outstanding options to acquire 4,792 shares of Class B common stock.

•

For the years ended December 31, 2009, 2010, and 2011, 2,542, 3,214 and 134 shares, respectively, of unvested Class B restricted common shares issued to employees and in connection with acquisitions. These shares were for future services that vest over periods ranging from two to six years.

•

For the year ended December 31, 2010 and 2011, 255 and 153 restricted stock units with vesting based on meeting certain service and market conditions.

•

For the year ended December 31, 2011, 5,987 shares of Class B common stock that may be issued in lieu of cash for the deferred payments related to the acquisition of Jingle using the "if converted" method. See Note 11 for further discussion.

(s) Guarantees

FASB ASC 460 provides accounting guidance surrounding liability recognition and disclosure requirements related to guarantees. In the ordinary course of business, the Company is not subject to potential obligations under guarantees that fall within the scope of FASB ASC 460 except for standard indemnification provisions that are contained within many of the Company's advertiser and distribution partner agreements, and give rise only to the disclosure requirements prescribed by FASB ASC 460.

In certain agreements, the Company has agreed to indemnification provisions of varying scope and terms with advertisers, vendors and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company's breach of agreements or representations and warranties made by the Company, services to be provided by the Company and intellectual property infringement claims made by third parties. As a result of these provisions, the Company may from time to time provide certain levels of financial support to contract parties to seek to minimize the impact of any associated litigation in which they may be involved. To date, there have been no known events or circumstances that have resulted in any material costs related to these indemnification provisions and no liabilities therefore have been recorded in the accompanying consolidated financial statements. However, the maximum potential amount of the future payments we could be required to make under these indemnification provisions could be material.

(t) Deferred Acquisition Payment

The Company's deferred acquisition payments represent consideration payable related to a business combination, which may be paid in either cash or shares of the Company's Series B common stock at the Company's discretion. Any deferred acquisition payments settled in common stock will be increased by 5%. The deferred acquisition payments were originally recognized at fair value at the date of the business combination and are recorded as liabilities on the balance sheet. Interest expense on the principal amounts due is accreted each period using the effective interest rate method.

(u) Recently Issued Accounting Standards

In May 2011, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs ("ASU 2011-04"). ASU 2011-04 amended Accounting Standards Codification Topic 820 ("ASC 820") to converge the fair value measurement guidance in U.S. GAAP and International Financial Reporting Standards ("IFRSs"). Some of the amendments clarify the application of existing fair value measurement requirements, while other amendments change a particular principle in ASC 820. In addition, ASU 2011-04 requires additional fair value disclosures. The amendments are to be applied prospectively and are effective for annual periods beginning after December 15, 2011. The Company will adopt these provisions in first quarter 2012 and the Company does not expect these provisions to have a material impact on the Company's consolidated financial statements.

In June 2011, the FASB issued Accounting Standards Update No. 2011-05, Comprehensive Income (Topic 220): Presentation of Comprehensive Income ("ASU 2011-05"), to require an entity to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. ASU 2011-05 eliminates the option to present the components of other comprehensive income as part of the statement of equity. The amendment is effective for fiscal years beginning after December 15, 2011, and interim periods within that year. In December 2011, the FASB issued an amendment to an existing accounting standard which defers the requirement to present components of the reclassifications of other comprehensive income on the face of the income statement. The Company does not expect these standards to have a material impact on the Company's consolidated financial statements.

In September 2011, the FASB issued Accounting Standards Update No. 2011-08, Testing Goodwill for Impairment ("ASU 2011-08"). ASU 2011-08 amended Accounting Standards Codification Topic 350 ("ASC 350") to allow companies to first assess qualitative factors to determine whether existence of events or circumstances leads to a conclusion that it is not more likely than not that the fair value of a reporting unit is less than the carrying value. If such a conclusion is reached, then the two-step impairment test is not required to be performed. ASU 2011-08 is effective for the Company in 2012 and earlier adoption is permitted. The Company will adopt this standard in the first quarter of 2012 and the Company does not expect the standard to have a material impact on the Company's consolidated financial statements.

- Definition

The entire disclosure for the organization, consolidation and basis of presentation of financial statements disclosure, and significant accounting policies of the reporting entity. May be provided in more than one note to the financial statements, as long as users are provided with an understanding of (1) the significant judgments and assumptions made by an enterprise in determining whether it must consolidate a VIE and/or disclose information about its involvement with a VIE, (2) the nature of restrictions on a consolidated VIE's assets reported by an enterprise in its statement of financial position, including the carrying amounts of such assets, (3) the nature of, and changes in, the risks associated with an enterprise's involvement with the VIE, and (4) how an enterprise's involvement with the VIE affects the enterprise's financial position, financial performance, and cash flows. Describes procedure if disclosures are provided in more than one note to the financial statements.

+ References + Details

Property And Equipment

12 Months Ended

Dec. 31, 2011

Property And Equipment [Abstract]

Property And Equipment

(2) Property and Equipment

Property and equipment consisted of the following (in thousands):


	Years ended December 31,
	2010 ⁽¹⁾			2011 ⁽¹⁾
Computer and other related equipment	$	10,710		$	13,671
Purchased and internally developed software		6,203			6,667
Furniture and fixtures		1,129			1,229
Leasehold improvements		1,665			1,805

	$	19,707		$	23,372
Less: accumulated depreciation and amortization		(14,997	)		(17,185	)

Property and equipment, net	$	4,710		$	6,187

(1)	Includes the original cost and accumulated depreciation of fully-depreciated fixed assets which were $10.8 million and $13.3 million at December 31, 2010 and 2011, respectively.

The Company has capitalized certain costs of internally developed software for internal use. The estimated useful life of costs capitalized is evaluated for each specific project. Amortization begins in the period in which the software is ready for its intended use. The Company had no internally developed software costs that had not commenced amortization as of December 31, 2010 and 2011, respectively.

Depreciation and amortization expense incurred by the Company was approximately $3.6 million, $3.0 million and $2.8 million for the years ended December 31, 2009, 2010 and 2011, respectively.

- Definition

The entire disclosure for long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software. This disclosure may include property plant and equipment accounting policies and methodology, a schedule of property, plant and equipment gross, additions, deletions, transfers and other changes, depreciation, depletion and amortization expense, net, accumulated depreciation, depletion and amortization expense and useful lives, income statement disclosures, assets held for sale and public utility disclosures.

+ References + Details

Credit Agreement	12 Months Ended
Credit Agreement	Dec. 31, 2011
Credit Agreement [Abstract]
Credit Agreement	(3) Credit Agreement In April 2008, the Company entered into a credit agreement providing for a senior secured $30 million revolving credit facility ("Credit Agreement"). The Credit Agreement, as amended, matures and all outstanding borrowings are due in April 2014. Interest on outstanding balances under the Credit Agreement will accrue at LIBOR plus an applicable margin rate, as determined under the agreement and has an unused commitment fee. The Credit Agreement contains certain customary representations and warranties, financial covenants, events of default and is secured by substantially all of the assets of the Company. During the years ended December 31, 2010 and 2011, the Company had no borrowings under the Credit Agreement.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References + Details

Commitments

12 Months Ended

Dec. 31, 2011

Commitments [Abstract]

Commitments

(4) Commitments

The Company has commitments for future payments related to office facilities leases and other contractual obligations. The Company leases its office facilities under operating lease agreements expiring through 2018. Certain of these lease agreements have free or escalating rent payment provisions or fund certain leasehold improvements which the Company accounts as a lease incentive. The Company recognizes rent expense under such agreements on a straight-line basis over the lease term with any lease incentive amortized as a reduction of rent expense over the lease term. The Company also has other contractual obligations expiring over varying time periods through 2016. Other contractual obligations primarily relate to minimum contractual payments due to distribution partners and other outside service providers.

Future minimum payments are approximately as follows (in thousands):


	Facilities operating leases		Other contractual obligations		Total
2012	$	2,124	$	3,401	$	5,525
2013		2,235		1,517		3,752
2014		2,287		1,127		3,414
2015		2,226		639		2,865
2016		2,267		447		2,714
2017 and after		2,910		—		2,910

Total minimum payments	$	14,049	$	7,131	$	21,180

In June 2009, the Company entered into a lease agreement for office facilities in Seattle, Washington which commenced in the fourth quarter of 2009 and expires on March 2018. In December 2010, the Company entered into an amendment to the lease agreement from June 2009 for additional office space in Seattle, Washington, which commenced in December 2010 and expires in March 2018. During 2010 and 2011, the lessor paid approximately $779,000 and $204,000, respectively, towards certain leasehold improvements which the Company accounted for as a lease incentive and is amortizing as a reduction of rent expense over the lease term.

In May 2010, the Company entered into a lease agreement for office facilities in New York, New York which commenced in the second quarter of 2010 and expires in March 2018.

Rent expense incurred by the Company was approximately $1.7 million, $1.7 million and $2.1 million for the years ended December 31, 2009, 2010 and 2011, respectively.

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.25)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14435-108349

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 460
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6398077&loc=d3e12565-110249

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 440
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

+ Details

Income Taxes

12 Months Ended

Dec. 31, 2011

Income Taxes [Abstract]

Income Taxes

(5) Income Taxes

The components of income (loss) before provision for income taxes consist of the following (in thousands):


	Years ended December 31,
	2009			2010			2011
United States	$	(3,449	)	$	(3,518	)	$	5,819
Foreign		(138	)		(142	)		(247	)

Income (loss) before provision for income taxes	$	(3,587	)	$	(3,660	)	$	5,572

The provision (benefit) for income taxes for the Company consists of the following (in thousands):


	Years ended December 31,
	2009			2010			2011
Current provision (benefit)
Federal	$	(3,980	)	$	(2,168	)	$	(249	)
State		10			46			16
Deferred provision (benefit)
Federal		4,198			2,004			1,895
State		—			—			—
Foreign		34			—			—
Tax expense (benefit) of equity adjustment for stock option exercises and restricted stock vesting		(1,888	)		(605	)		824
Other		101			106			127

Total income tax expense (benefit)	$	(1,525	)	$	(617	)	$	2,613

Income tax expense (benefit) differed from the amounts computed by applying the U.S. federal income tax rates of 34% for 2009, 2010, and 2011, respectively, to income (loss) before provision for income taxes as a result of the following:


	Years ended December 31,
	2009			2010			2011
Income tax expense (benefit) at U.S. statutory rate	$	(1,220	)	$	(1,244	)	$	1,895
State taxes, net of valuation allowance		(2	)		30			45
Non-deductible stock compensation		624			757			645
Effect of non-U.S. operations, net of valuation allowance		81			48			84
Research tax credits		(1,333	)		(240	)		(722	)
Other non-deductible expenses		325			32			666

Total income tax expense (benefit)	$	(1,525	)	$	(617	)	$	2,613

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below:


	As of December 31,
	2010			2011
Deferred tax assets:
Accrued liabilities not currently deductible	$	1,384		$	1,842
Intangible assets-excess of financial statement over tax amortization		20,093			16,461
Goodwill impairment recognized on financial statements not tax		24,940			21,282
Stock-based compensation		4,890			7,809
Federal net operating losses and AMT credit carryforwards		—			1,480
State and city net operating loss carryforwards		3,759			4,481
Research & experimental tax credit carryforwards		323			1,302
Other		127			285

Gross deferred tax assets		55,516			54,942
Valuation allowance		(3,826	)		(4,579	)

Net deferred tax assets		51,690			50,363
Deferred tax liabilities:
Excess of tax over financial statement depreciation		52			1,300

Total deferred tax liabilities		52			1,300

Net deferred tax assets	$	51,638		$	49,063

At December 31, 2010 and 2011, the Company has certain tax effected state, city, and foreign net operating loss (NOL) carryforwards of approximately $3.8 million and $4.6 million, respectively. The Company does not have a history of taxable income in the relevant jurisdictions and the state, city, and foreign net operating loss carryforwards will more likely than not expire unutilized. Therefore, the Company has recorded a 100% valuation allowance on the state, city, and foreign net operating loss carryforwards as of December 31, 2010 and 2011. The change in the valuation allowance in 2011 was approximately $753,000.

The Company has certain research and experimental tax credits which will begin to expire in 2029.

In connection with the purchase accounting for certain acquisitions, the Company has recorded approximately $152.9 million in goodwill and $77.4 million of intangible assets that are deductible over 15 years for federal tax purposes.

The Company has recorded a deferred tax asset for stock-based compensation recorded on unexercised non-qualified stock options and certain restricted shares. The ultimate realization of this asset is dependent upon the fair value of the Company's stock when the options are exercised, and generation of sufficient taxable income to realize the benefit of the related tax deduction.

Although realization is not assured, the Company believes it is more likely than not, based on its operating performance, existing deferred tax liabilities, projections of future taxable income and tax planning strategies, that the Company's net deferred tax assets, excluding certain state and foreign net operating loss carryforwards, will be realized. In determining that it was more likely than not that the Company would realize the deferred tax assets, factors considered included: historical taxable income, historical trends related to advertiser usage rates, projected revenues and expenses, macroeconomic conditions, issues facing our industry, existing contracts, our ability to project future results and any appreciation of our other assets. The majority of the deferred tax assets have arisen due to deductions taken in the financial statements related to the impairment of goodwill and the amortization of intangible assets recorded in connection with various acquisitions that are tax-deductible over 15 year periods. Based on projections of future taxable income and tax planning strategies, the Company expects to be able to recover these assets. The amount of the net deferred tax assets considered realizable, however, could be reduced in the near term if the Company's projections of future taxable income are reduced or if the Company does not perform at the levels it is projecting. This could result in increases to the valuation allowance for deferred tax assets and a corresponding increase to income tax expense of up to the entire net amount of deferred tax assets.

At December 31, 2010 and 2011, the Company had federal net operating loss carryforwards (excluding Jingle) of approximately $1.7 million which begin to expire in 2019. The Tax Reform Act of 1986 limits the use of net operating loss (NOL) and tax credit carryforwards in certain situations where changes occur in the stock ownership of a company. The Company believes that such a change has occurred, and that the utilization of the approximately $1.7 million in carryforwards is limited such that substantially all of these NOL carryforwards will never be utilized. Accordingly, the Company has not included these federal NOL carryforwards in its deferred tax assets.

In connection with the Jingle acquisition, the Company acquired federal net operating loss carryforwards (NOL). Where there is a "change in ownership" within the meaning of Section 382 of the Internal Revenue Code, the acquired federal net operating loss carryforwards are subject to an annual limitation. The Company believes that such an ownership change had occurred at Jingle, and that the utilization of the carryforwards is limited such that the majority of the NOL carryforwards will never be available. Accordingly, the Company has not recorded those amounts the Company believes it will not be able to utilize and has not included those NOL carryforwards in its deferred tax assets. The Company's preliminary estimate of NOL carryforwards that may be utilized is approximately $7.0 million, which will begin to expire in 2026. In 2011, the Company utilized approximately $2.8 million of the acquired NOL carryforwards.

During the years ended December 31, 2009, 2010 and 2011, the Company recognized excess tax benefits (shortfall) on stock option exercises, restricted stock vesting, and dividends paid on unvested restricted stock of approximately ($1.8) million, ($537,000), and $913,000, respectively, which were recorded to additional paid in capital.

From time to time, various state, federal and other jurisdictional tax authorities undertake audits of the Company and its filings. In evaluating the exposure associated with various tax filing positions, the Company on occasion accrues charges for uncertain positions. The Company adjusts these contingencies in light of changing facts and circumstances, such as the outcome of tax audits. Audits of the Company's federal tax returns for 2005 through 2009, comprising approximately $463,000 of uncertain tax positions, were settled in 2011. Resolution of uncertain tax positions will impact our effective tax rate when settled. The Company does not have any significant interest or penalty accruals. The provision for income taxes includes the impact of contingency provisions and changes to contingencies that are considered appropriate.

The reconciliation of our tax contingencies is as follows:


	December 31, 2011
Gross tax contingencies—January 1, 2010	$	463
Gross increases to tax positions associated with prior periods	$	—
Gross increases to current period tax positions	$	83
Settlements	$	—
Lapse of statute of limitations	$	—

Gross tax contingencies—December 31, 2010	$	546
Gross increases to tax positions associated with prior periods	$	66
Gross increases to current period tax positions	$	156
Gross decreases to tax positions associated with prior periods	$	(362	)
Settlements	$	(101	)
Lapse of statute of limitations	$	—

Gross tax contingencies—December 31, 2011	$	305

The Company files U.S. federal, certain U.S. states, and certain foreign tax returns. Generally, U.S. federal, U.S. state, and foreign tax returns filed for years after 2007 are within the statue of limitations and are under examination or may be subject to examination.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph h
-Article 4

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 136, 172
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 43, 44, 45, 46, 47, 48, 49
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32718-109319

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32639-109319

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32537-109319

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32559-109319

+ Details

Stockholders' Equity

12 Months Ended

Dec. 31, 2011

Stockholders' Equity [Abstract]

Stockholders' Equity

(6) Stockholders' Equity

(a) Common Stock and Authorized Capital

The authorized capital stock of the Company consisted of 1,000,000 shares of undesignated preferred stock and 125,000,000 shares of Class B common stock. The Company's board of directors has the authority to issue up to 1,000,000 shares of preferred stock, $0.01 par value in one or more series and has the authority to designate rights, privileges and restrictions of each such series, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption, redemption prices, liquidation preferences and the number of shares constituting any series.

The Company has two classes of authorized common stock: Class A common stock and Class B common stock. Except with respect to voting rights, the Class A and Class B shares have identical rights. Each share of Class A common stock is entitled to twenty-five votes per share, and each share of Class B common stock is entitled to one vote per share. Each share of Class A common stock is convertible at the holder's option into one share of Class B common stock.

In accordance with the stockholders' agreement signed by Class A and the founding Class B common stockholders, the following provisions survived the Company's initial public offering: Class A stockholders other than Russell C. Horowitz may only sell, assign or transfer their Class A stock to existing Class A stockholders or to the Company and in the event of transfers of Class A stock not expressly permitted by the stockholders' agreement, such shares of Class A stock shall be converted into shares of Class B common stock.

In November 2006, the Company's board of directors authorized a share repurchase program for the Company to repurchase up to 3 million shares of the Company's Class B common stock as well as the initiation of a quarterly cash dividend for the holders of the Class A and Class B common stock. In 2008 and 2009, the Company's board of directors authorized various increases in the share repurchase program for the Company to repurchase up to 11 million shares in the aggregate (less shares previously repurchased under the share repurchase program) of the Company's Class B common stock. In December 2011, the Company's board of directors authorized an increase in the share repurchase program for the Company to repurchase up to 12 million shares in the aggregate (less shares previously repurchased under the share repurchase program) of the Company's Class B common stock. Under the share repurchase program, repurchases may take place in the open market and in privately negotiated transactions and at times and in such amounts as the Company deems appropriate. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, capital availability, and other market conditions. This stock repurchase program does not have an expiration date and may be expanded, limited or terminated at any time without prior notice. During the year ended December 31, 2009, the Company repurchased approximately 2.8 million shares of Class B common stock for $10.7 million under this repurchase program. During the year ended December 31, 2010, the Company repurchased approximately 1.2 million shares of Class B common stock for $6.5 million under this repurchase program. During the year ended December 31, 2011, the Company repurchased approximately 883,000 shares of Class B common stock for $6.2 million under this repurchase program. In 2012, the Company has repurchased 136,000 shares of Class B common stock for a total cash expenditure of approximately $682,000.

During the years ended December 31, 2010 and 2011, the Company's board of directors authorized the retirement of 1.8 million and 1.0 million shares, respectively, of the Company's Class B common stock, all of which had been repurchased by the Company and had been classified as treasury stock on the consolidated balance sheet before retirement. During 2009, 2010 and 2011, the Company's board of directors declared the following quarterly dividends on the Company's Class A common stock and Class B common stock:


Approval Date	Per share dividend		Date of record	Total amount (in thousands)		Payment date
January 2009	$	0.02	February 6, 2009	$	741	February 17, 2009
April 2009	$	0.02	May 4, 2009	$	716	May 15, 2009
July 2009	$	0.02	August 7, 2009	$	724	August 17, 2009
October 2009	$	0.02	November 6, 2009	$	721	November 16, 2009
January 2010	$	0.02	February 4, 2010	$	706	February 15, 2010
April 2010	$	0.02	May 5, 2010	$	704	May 17, 2010
July 2010	$	0.02	August 6, 2010	$	705	August 16, 2010
October 2010	$	0.02	November 5, 2010	$	701	November 15, 2010
January 2011	$	0.02	February 4, 2011	$	712	February 15, 2011
April 2011	$	0.02	May 6, 2011	$	743	May 16, 2011
July 2011	$	0.02	August 5, 2011	$	738	August 15, 2011
October 2011	$	0.02	November 5, 2011	$	745	November 15, 2011

In January 2012, the Company's board of directors declared a quarterly dividend in the amount of $0.02 per share on its Class A common stock and Class B common stock which was paid on February 15, 2012 to the holders of record as of the close of business on February 3, 2012. This quarterly dividend totaled approximately $751,000.

(b) Stock Option Plan

The Company's stock incentive plan (the "Plan") allows for grants of both stock option and restricted stock awards to employees, officers, non-employee directors, and consultants and such options may be designated as incentive or non-qualified stock options at the discretion of the Plan's Administrative Committee. In May 2010, the Company's Board of Directors approved an amendment to the Company's 2003 Amended and Restated Stock Incentive Plan (the "Plan") which provides for the grant of restricted stock units to eligible participants under the Plan. The Plan authorizes grants of options to purchase up to 4,000,000 shares of authorized but unissued Class B common stock and provides for the total number of shares of Class B common stock for which options designated as incentive stock options may be granted shall not exceed 8,000,000 shares. Annual increases are to be added on the first day of each fiscal year beginning on January 1, 2004 equal to 5% of the outstanding common stock (including for this purpose any shares of common stock issuable upon conversion of any outstanding capital stock of the Company). As a result of this provision, the authorized number of shares available under this Plan was increased by 1,852,653 to 14,133,174 on January 1, 2009 and by 1,768,421 to 15,901,595 on January 1, 2010 and by 1,774,752 to 17,676,347 on January 1, 2011 and by 1,877,411 to 19,553,758 on January 1, 2012. The Company may issue new shares or reissue treasury shares for stock option exercises and restricted stock grants. Generally, stock options have 10-year terms and vest 25% each year either annually or quarterly, over a 4 year period.

The Company did not grant any options with exercise prices less than the then current market value during 2009, 2010 and 2011.

The Company follows FASB ASC 718 and accounts for stock-based compensation for employees and non-employees under the fair value method and over the requisite service periods for the individual awards, which generally equals the vesting period. The vesting period of the stock-based award grants may be based on time or combination of time and market conditions. As a result, stock-based compensation consists of the following:

•

all share-based compensation arrangements granted after January 1, 2006 (adoption date of FASB ASC 718) and for any such arrangements that are modified, cancelled, or repurchased after that date; and

•

the portion of previous share-based awards for which the requisite service was not rendered as of January 1, 2006.

Stock-based compensation expense has been included in the same lines as compensation paid to the same employees in the consolidated statement of operations in accordance with SEC Accounting Bulletin No. 107, Share-based Payment. Stock-based compensation expense was included in the following operating expense categories as follows (in thousands):


	Twelve months ended December 31,
	2009		2010		2011
Service costs	$	474	$	805	$	1,291
Sales and marketing		1,400		799		1,505
Product development		592		1,015		1,416
General and administrative		7,131		8,213		10,931

Total stock-based compensation	$	9,597	$	10,832	$	15,143

FASB ASC 718 requires the benefits of tax deductions in excess of the stock-based compensation cost to be classified as financing cash inflows rather than operating cash inflows. This amount is shown as "Excess tax benefit related to stock-based compensation" on the consolidated statement of cash flows.

During 2011, the Company's Compensation Committee of the Board of Directors (the "Compensation Committee") approved stock option grants of 213,000 and restricted stock grants of 326,000 to certain executive officers. The stock options vest 25% on the first annual anniversary of the grant date and 1/12^th of the remainder will vest quarterly thereafter for the following three years. The restricted shares will vest 25% on each of the first, second, third and fourth annual anniversaries of the grant date. The fair value of these awards is $2.9 million and is being recognized over their respective vesting periods.

During 2011, the Compensation Committee also approved equity awards with service and market vesting conditions to certain executive officers which included 270,000 stock option grants and grants of 90,000 restricted stock units. Each restricted stock unit represents the right to receive one share of the Company's Class B common stock upon satisfaction of certain vesting considerations. These equity awards were issued in three separate tranches and each successive tranche will vest on the later of (a) the 12, 21, or 30 month anniversary of the grant date, respectively, and (b) the Company's Class B common stock upon reaching certain average stock price targets for each tranche. The fair value of these equity awards is $1.1 million and is being recognized over their requisite service periods.

The Company uses the Black-Scholes option pricing model to estimate the per share fair value of stock option grants with time-based vesting. The Black-Scholes model relies on a number of key assumptions to calculate estimated fair values. For years ended December 31, 2009, 2010 and 2011, the expected life of each award granted was determined based on historical experience with similar awards, giving consideration to contractual terms, anticipated exercise patterns, vesting schedules and forfeitures. Expected volatility is based on historical volatility levels of the Company's Class B common stock and the expected volatility of companies in similar industries that have similar vesting and contractual terms. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury issues with terms approximately equal to the expected life of the option. The Company uses an expected annual dividend yield in consideration of the Company's common stock dividend payments which commenced in 2007.

The following weighted average assumptions were used in determining the fair value of time-vested stock option grants for the periods presented:


	Years ended December 31,
	2009	2010	2011
Expected life (in years)	3.5 – 4.0	3.5 – 6.25	4.0 – 6.25
Risk-free interest rate	1.41% to 2.20%	1.00% to 2.08%	0.60% to 1.77%
Expected volatility	64% to 66%	66% to 68%	68% to 71%
Weighted average expected volatility	65%	67%	70%
Expected dividend yield	1.10%	0.91% to 1.10%	0.91%

During 2011, the Company issued equity awards which include stock options and restricted stock units that have vesting based on a combination of certain service and market conditions. The compensation costs and derived service periods for stock option grants with vesting based on a combination of service and market conditions are estimated using the binomial lattice model to determine the fair value for each tranche and a Monte Carlo simulation to determine the derived service period for each tranche. The risk-free interest rate is based on the on 10 year bond rate as of the valuation date based on the contractual life of the option.

The following weighted average assumptions were used in determining the fair value for option grants with vesting based on a combination of certain service and market conditions for the periods presented:


	Years ended December 31,
	2010	2011
Expected life (in years)	1.2 – 5.9	1.97 – 4.54
Risk-free interest rate	3.36% to 3.56%	1.94%
Expected volatility	61%	57%
Weighted average expected volatility	61%	57%
Expected dividend yield	0.91% to 1.63%	1.26%

Stock option and restricted stock award activity during the period indicated is as follows:


	Options and Restricted Stock available for grant			Number of options outstanding			Weighted average exercise price of options and restricted stock outstanding		Weighted average remaining contractual term (in years)		Aggregate intrinsic value (in thousands)
Balance at December 31, 2008		2,866,863			4,517,154		$	12.21		6.79
Increase to option pool January 1, 2009		1,852,653			—
Options granted ⁽¹⁾		(1,533,300	)		1,533,300			4.39
Restricted stock granted		(1,178,100	)		—
Restricted stock forfeited		157,688			—
Options exercised		—			(36,600	)		2.23
Options expired		815,388			(815,388	)		13.96
Options forfeited		497,315			(497,315	)		10.69

Balance at December 31, 2009		3,478,507			4,701,151		$	9.59		5.61
Increase to option pool January 1, 2010		1,768,421
Options granted ⁽²⁾		(2,376,450	)		2,376,450			6.62
Restricted stock granted		(1,613,000	)		—
Restricted stock forfeited		82,250			—
Options exercised		—			(81,974	)		4.54
Options expired		296,214			(296,214	)		13.49
Options forfeited		288,824			(288,824	)		7.12

Balance at December 31, 2010		1,924,766			6,410,589		$	8.48		7.20
Increase to option pool January 1, 2011		1,774,752
Options granted ⁽²⁾		(1,735,950	)		1,735,950			7.28
Restricted stock granted		(1,603,899	)		—
Restricted stock forfeited		62,125			—
Options exercised		—			(410,662	)		4.28
Options expired		277,775			(277,775	)		14.47
Options forfeited		254,318			(254,318	)		6.70

Balance at December 31, 2011		953,887			7,203,784		$	8.24		6.81	$	5,971

Options exercisable at December 31, 2011⁽³ ⁾					3,771,796		$	9.42		5.28	$	2,715

(1)	Includes 880,000 stock options which vest over 2 years.

(2)	Includes 765,000 and 313,400 stock options issued in 2010 and 2011, respectively, which have vesting based on a combination of certain service and market conditions.

(3)	Includes 195,000 stock options which have vested based on meeting a combination of certain service and market conditions.

The following table summarizes information concerning currently outstanding and exercisable options at December 31, 2011:


Options Outstanding							Options Exercisable
Range of exercise prices per share	Number Outstanding		Average remaining contractual life (in years)		Weighted Average Exercise price per share		Number exercisable		Weighted average exercise price per share
$ 3.00 – $ 4.52		439,671		3.75	$	3.33		353,937		3.19
$ 4.53 – $ 4.63		714,056		7.59		4.63		706,743		4.63
$ 4.64 – $ 4.89		845,394		8.03		4.85		252,404		4.83
$ 4.90 – $ 5.63		416,335		7.47		5.41		156,538		5.44
$ 5.66 – $ 6.35		1,095,100		9.44		6.34		8,149		5.96
$ 6.38 – $ 8.76		608,175		5.43		7.21		299,611		6.73
$ 8.77 – $ 8.77		891,000		8.46		8.77		209,037		8.77
$ 8.81 – $11.01		744,067		6.39		9.89		346,963		10.20
$11.02 – $12.93		789,786		4.70		12.02		778,214		12.02
$12.94 – $24.54		660,200		3.62		18.57		660,200		18.57

		7,203,784		6.81	$	8.24		3,771,796	$	9.42

Information related to stock compensation activity during the period indicated is as follows:


	Years ended December 31,
	2009		2010		2011
Weighted average fair value of options granted	$	4.39	$	6.62	$	3.54
Intrinsic value of options exercised (in thousands)	$	79	$	293	$	1,885
Total grant date fair value of restricted stock vested (in thousands)	$	9,898	$	5,023	$	4,056

At December 31, 2011, there was $7.9 million of stock option compensation expense related to non-vested awards not yet recognized, which is expected to be recognized over a weighted average period of 2.6 years

During the years ended December 31, 2009, 2010 and 2011 gross proceeds recognized from the exercise of stock options was approximately $82,000, $372,000 and $1.8 million, respectively. The net excess tax benefit (shortfall) on stock option exercises, restricted stock vesting, and dividends paid on unvested restricted stock during the years ended December 31, 2009, 2010 and 2011, of approximately ($1.8) million, ($537,000) and $913,000, respectively, were recorded to additional paid in capital.

Restricted stock awards and restricted stock unit activity for the years ended December 31, 2009, 2010 and 2011 is summarized as follows:


	Shares/ Units			Weighted Average Grant Date Fair Value
Unvested at December 31, 2008		2,348,968		$	12.55
Granted		1,178,100			3.86
Vested		(827,578	)		11.96
Forfeited		(157,688	)		7.95

Unvested at December 31, 2009		2,541,802		$	8.99
Granted ⁽¹⁾		1,613,000			6.67
Vested		(603,802	)		8.32
Forfeited		(82,250	)		4.52

Unvested at December 31, 2010		3,468,750		$	8.13
Granted ⁽¹⁾		1,603,899			7.20
Vested		(721,500	)		5.63
Forfeited		(62,125	)		6.42

Unvested at December 31, 2011		4,289,024		$	8.23

(1)	Includes 255,000 and 104,100 restricted stock units issued in 2010 and 2011, respectively, which entitle the holder to receive one share of the Company's Class B common stock upon satisfaction of certain service and market conditions.

The Company issues restricted stock to employees for future services and in connection with acquisitions. Restricted stock awards grants are generally measured at fair value on the date of grant based on the number of awards granted and the quoted price of the Company's common stock. Restricted shares issued are accounted for under FASB ASC 718 using the straight-line method net of estimated forfeitures.

During the year ended December 31, 2011, the Company issued equity awards which include stock options and restricted stock units that have vesting based on a combination of certain service and market conditions. The compensation costs and derived service periods for restricted stock units with vesting based on a combination of service and market conditions are estimated using the binomial lattice model to determine the fair value for each tranche and a Monte Carlo simulation to determine the derived service period for each tranche. As of December 31, 2011, there was $19.5 million of total restricted stock compensation expense related to non-vested awards not yet recognized, which is expected to be recognized over a weighted average period of 2.2 years. The total grant date fair value of restricted stock awards vested during years ended December 31, 2009, 2010 and 2011 was $9.9 million, $5.0 million and $4.1 million, respectively. The Company realized a tax benefit in the years ended December 31, 2009, 2010 and 2011 related to the vesting of restricted shares of approximately $1.2 million, $640,000 and $544,000, respectively.

The following table summarizes stock-based compensation expense related to all stock-based awards (in thousands):


	Years ended December 31,
	2009		2010		2011
Stock-based compensation:
Total stock-based compensation included in net income (loss)	$	9,597	$	10,832	$	15,143
Income tax benefit related to stock-based compensation included in net income (loss)	$	2,723	$	3,012	$	5,048

In August 2009, vesting of approximately 118,000 restricted shares were fully accelerated in connection with separation agreements.

(c) Employee Stock Purchase Plan

On February 15, 2004, the Company's board of directors and stockholders approved the 2004 Employee Stock Purchase Plan, which became effective on March 30, 2004. The Company has authorized an aggregate of 300,000 shares of Class B common stock for issuance under the plan to participating employees.

The original plan provided eligible employees the opportunity to purchase the Company's Class B common stock for amounts up to 15% of their compensation during offering periods. Under the plan, no employee was permitted to purchase stock worth more than $25,000 in any calendar year, valued as of the first day of each offering period.

In December 2005, the compensation committee of the Company's board of directors amended the 2004 Employee Stock Purchase Plan to provide that effective January 1, 2006 eligible participants may purchase the Company's Class B common stock under the purchase plan at a price equal to 95% of the fair value on the last day of an offering period. During the year ended December 31, 2009, 10,638 shares were purchased at prices ranging from $3.22 to $4.83 per share. During the year ended December 31, 2010, 3,304 shares were purchased at prices ranging from $3.66 to $9.06 per share. During the year ended December 31, 2011, 3,637 shares were purchased at prices ranging from $5.94 to $8.44 per share. At December 31, 2011, approximately 224,000 shares were available under the purchase plan for future issuance.

- Definition

The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 12
-Paragraph 10
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Article 3

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Article 4
-Section 08
-Paragraph d

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 43
-Chapter 1
-Section B
-Paragraph 7, 11A
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 129
-Paragraph 2, 3, 4, 5, 6, 7, 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Article 4

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 29, 30, 31
-Article 5

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section E

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section C

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187085-122770

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644

Reference 17: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(d),(e))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 18: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 19: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 20: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB TOPIC 4.E)
-URI http://asc.fasb.org/extlink&oid=6228006&loc=d3e74512-122707

Reference 21: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 22: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.29-31)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 23: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB TOPIC 4.C)
-URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187143-122770

+ Details

Contingencies	12 Months Ended
Contingencies	Dec. 31, 2011
Contingencies [Abstract]
Contingencies	(7) Contingencies The Company is involved in legal and administrative proceedings and claims of various types from time to time. While any litigation contains an element of uncertainty, the Company is not aware of any legal proceedings or claims which are pending that the Company believes, based on current knowledge, will have, individually or taken together, a material adverse effect on the Company's financial condition or results of operations or liquidity. In some agreements to which we are a party, we have agreed to indemnification provisions of varying scope and terms with advertisers, vendors and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company's breach of agreements or representations and warranties made by the Company, services to be provided by the Company and intellectual property infringement claims made by third parties. As a result of these provisions, we may from time to time provide certain levels of financial support to our contract parties to seek to minimize the impact of any associated litigation in which they may be involved. To date, there have been no known events or circumstances that have resulted in any material costs related to these indemnification provisions and no liabilities therefore have been recorded in the accompanying unaudited condensed consolidated financial statements. However, the maximum potential amount of the future payments we could be required to make under these indemnification provisions could be material.

401(K) Savings Plan	12 Months Ended
401(K) Savings Plan	Dec. 31, 2011
401(K) Savings Plan [Abstract]
401(K) Savings Plan	(8) 401(k) Savings Plan The Company has a Retirement/Savings Plan (401(k) Plan) under Section 401(k) of the Internal Revenue Code which covers those employees that meet eligibility requirements. Eligible employees may contribute up to the Internal Revenue Code prescribed maximum amounts. During 2011, the Company elected to match a portion of the employee contributions up to a defined maximum. No cash matching contributions were made in 2011.

- Definition

The entire disclosure for pension and other postretirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph h
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph q
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 8
-Subparagraph m
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 106
-Paragraph 518
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 87
-Paragraph 264
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 03-2
-Paragraph 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 30
-Paragraph 26
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Staff Position (FSP)
-Number FAS106-2
-Paragraph 20, 21, 22
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 158
-Paragraph 7, 21, 22
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5, 6, 7, 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Implementation Guide (Q and A)
-Number FAS88
-Paragraph 63
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-URI http://asc.fasb.org/topic&trid=2235017

+ Details

Acquisition

12 Months Ended

Dec. 31, 2011

Acquisition [Abstract]

Acquisition

(9) Acquisition

On April 7, 2011, the Company acquired 100% of the stock of Jingle, a provider of mobile voice search performance advertising and technology solutions in North America for the following consideration:

•

Approximately $15.8 million in cash, net of cash acquired, and 1,019,103 shares of the Company's Class B common stock paid at closing; and

•

Future consideration of (i) $17.6 million, net of certain working capital adjustments, on the first annual anniversary of the closing, and (ii) $18.0 million on the 18th month anniversary of closing, with the future consideration payable in either cash or shares of the Company's Class B common stock or some combination to be determined by the Company. Any shares issued in payment of the future consideration will be increased by 5%. The future consideration is recorded as current deferred acquisition payments in the balance sheet.

•

Following the closing, the Company issued 462,247 shares of restricted stock at an aggregate value of approximately $3.3 million to employees of Jingle, subject to vesting for up to four years.

The Company accounted for the Jingle acquisition as a business combination. As a result of the acquisition, the Company added additional sources of mobile distribution to its call advertising network. The Company has progressed in its integration of Jingle's operations, including sales activities, and accordingly, revenues and earnings of the acquired operations are not readily separable.

The fair value of the shares of Class B common stock issued as part of the consideration paid was valued at $7.6 million using the Company's closing stock price of $7.46 per share at the acquisition date. The fair value of the future consideration payments of $34.7 million was discounted using a rate of approximately 2% based on the Company's incremental borrowing rate and is recorded on the balance sheet as deferred acquisition payments. Acquisition related costs of approximately $1.9 million for 2011 were primarily for professional fees to perform due diligence, historical audits and other procedures associated with the acquisition. Of the $1.9 million of acquisition related costs, we recognized approximately $372,000 for the future obligations of non-cancelable lease and other costs related to the Jingle office. The portion related to the non-cancelable lease is based on estimates of vacancy period and sublease income. The actual vacancy periods may differ from these estimates, and sublease income, if any, may not materialize. Accordingly, these estimates may be adjusted in future periods.

In connection with the acquisition, the Company acquired federal net operating loss carryforwards ("NOL"). Where there is a "change in ownership" within the meaning of Section 382 of the Internal Revenue Code, the acquired federal net operating loss carryforwards are subject to an annual limitation. The Company believes that such an ownership change had occurred at Jingle, and that the utilization of the carryforwards is limited such that the majority of the NOL carryforwards will never be utilized. Accordingly, the Company has not recorded those amounts the Company believes it will not be able to utilize and has not included those NOL carryforwards and research and development credit carryforwards in its deferred tax assets. The Company's preliminary estimate of NOL carryforwards that may be utilized is approximately $7.0 million. A preliminary deferred tax asset relating to these NOL carryforwards was recorded during the three months ended December 31, 2011 with a corresponding adjustment to goodwill of approximately $2.4 million. The Company has not completed its analysis of the limitations associated with these NOL carryfowards or the Company's ability to utilize them. The allocation of the purchase price is preliminary.

A summary of the consideration for the acquisition is as follows (in thousands):


Cash	$	16,563
Stock issued		7,603
Future consideration		34,695

Total	$	58,861

The following summarizes the preliminary allocation of the fair value of the assets acquired and the liabilities assumed at December 31, 2011 (in thousands):


Cash acquired	$	761
Accounts receivable		4,658
Deferred tax assets		2,567
Other current assets		62
Property and equipment		215
Other non-current assets		148
Intangible assets		11,966
Goodwill		47,334

Total assets acquired		67,711
Current liabilities		(5,512	)
Deferred tax liabilities		(3,246	)
Other non-current liabilities		(92	)

Total liabilities assumed		(8,850	)

Net assets acquired	$	58,861

The acquired intangible assets of approximately $12.0 million consist primarily of customer and partner relationships, technology, trademarks and patents which will be amortized over 12 to 36 months (weighted average of 2.4 years) using the straight line method. The goodwill and acquired intangible assets will not be deductible for federal tax purposes.

The following unaudited pro forma financial information summarizes the combined results of operations of the Company and Jingle and is based on the historical results of operations of the Company and Jingle. The pro forma information reflects the results of operations of the Company as if the acquisition of Jingle had taken place on January 1, 2010. The unaudited pro forma financial information for the year ended December 31, 2010 combine the historical results of operations for the Company and Jingle for the year ended December 31, 2010. The unaudited pro forma financial information for the year ended December 31, 2011 combine the historical results of operations for the Company for the year ended December 31, 2011 and Jingle's historical results of operations during the pre-acquisition period from January 1, 2011 to April 7, 2011. The pro forma information includes adjustments for amortization of intangible assets, intercompany activity and accretion of interest expense related to the future consideration. The unaudited pro forma financial information is provided for information purposes only and is not necessarily indicative of the combined results that would have occurred had the acquisition taken place on the dates indicated, nor is it necessarily indicative of results that may occur in the future.


(in thousands)	Years ended December 31,
	2010			2011
Revenue	$	113,628		$	152,517
Net income (loss)		(14,760	)		1,830
Net income (loss) applicable to common stockholders		(14,959	)		1,570

Intangible Assets From Acquisitions

12 Months Ended

Dec. 31, 2011

Intangible Assets From Acquisitions [Abstract]

Intangible Assets From Acquisitions

(10) Intangible Assets from Acquisitions

Intangible assets from acquisitions consisted of the following (in thousands):


	As of December 31, 2010
	Gross Carrying Amount ⁽¹⁾		Accumulated Amortization ⁽¹⁾			Net
Trademarks/domains	$	41,992	$	(40,415	)	$	1,577


	As of December 31, 2011
	Gross Carrying Amount ⁽¹⁾		Accumulated Amortization ⁽¹⁾			Net
Advertiser relationship	$	3,070	$	(897	)	$	2,173
Patents		318		(232	)		86
Distribution partner relationship		4,830		(1,177	)		3,653
Non-compete agreements		58		(43	)		15
Trademarks/domains		40,539		(40,130	)		409
Acquired technology		2,760		(1,008	)		1,752

	$	51,575	$	(43,487	)	$	8,088

⁽¹⁾	Excludes the original cost and accumulated amortization of fully-amortized intangible assets which were $41.7 million and $42.6 million at December 31, 2010 and 2011, respectively.

Amortizable intangible assets are amortized on a straight-line basis over their useful lives. Advertiser relationships, patents, distribution partner relationships, non-compete agreements, trademark/domains and acquired technology have weighted average useful life from date of purchase of 2.5 years, 1.0 year, 3.0 years, 1.0 year, 4.8 years and 2.0 years, respectively. Aggregate amortization expense incurred by the Company for the years ended December 31, 2009, 2010 and 2011, was approximately $5.5 million, $2.7 million and $5.5 million, respectively. Based upon the current amount of acquired intangible assets subject to amortization, the estimated amortization expense for the next five years is as follows: $4.7 million in 2012, $2.9 million in 2013, $433,000 in 2014, and $0 thereafter.

Goodwill

12 Months Ended

Dec. 31, 2011

Goodwill [Abstract]

Goodwill

(11) Goodwill

Changes in the carrying amount of goodwill for the years ended December 31, 2010 and 2011 are as follows (in thousands):


Balance as of December 31, 2009	$	35,438
Other		(101	)

Balance as of December 31, 2010		35,337
Jingle acquisition		47,344
Other		(37	)

Balance as of December 31, 2011	$	82,644

The testing of goodwill and other intangible assets for impairment requires the Company to make significant estimates about its future performance and cash flows, as well as other assumptions. These estimates can be affected by numerous factors, including changes in economic, industry or market conditions, changes in business operations, changes in competition or changes in the share price of the Company's common stock and market capitalization. Significant and sustained declines in the Company's stock price and market capitalization, a significant decline in its expected future cash flows or a significant adverse change in the Company's business climate, among other factors, could result in the need to perform an impairment analysis under FASB ASC 350 in future interim periods. The Company cannot accurately predict the amount and timing of any future impairment of goodwill or other intangible assets. Should the value of goodwill or other intangible assets become impaired, the Company would record an impairment charge, which could have an adverse effect on its financial condition and results of operations.

No impairment of the Company's goodwill and other intangible assets have been identified in 2011. The current business environment is subject to evolving market conditions and requires significant management judgment to interpret the potential impact to our assumptions. To the extent that changes in the current business environment impact the Company's ability to achieve levels of forecasted operating results and cash flows, or should other events occur indicating the remaining carrying value of its assets might be impaired, the Company would test its goodwill and intangible assets for impairment and may recognize an additional impairment loss.

- Definition

Tabular disclosure of goodwill by reportable segment and in total. Disclosure details may include, but are not limited to, the carrying amount of goodwill, goodwill acquired during the year, goodwill impairment losses recognized, goodwill written-off due to the sale of a business unit, goodwill not yet allocated, and any other changes to goodwill.

+ References + Details

Intangible And Other Assets, Net

12 Months Ended

Dec. 31, 2011

Intangible And Other Assets, Net [Abstract]

Intangible And Other Assets, Net

(12) Intangible and other assets, net

Intangible and other assets, net consisted of the following (in thousands):


	As of December 31,
	2010			2011
Internet domain names	$	15,683		$	15,256
Less accumulated amortization		(13,877	)		(14,535	)

Internet domain names, net		1,806			721
Other assets:
Registration fees, net		35			1,142
Other		229			328

Total intangibles and other assets, net	$	2,070		$	2,191

The Company capitalizes costs incurred to acquire domain names or URLs, which include the initial registration fees, to other intangible assets which excludes intangible assets acquired through business combinations. The capitalized costs are amortized over the expected useful life of the domain names on a straight-line basis. The Company also capitalizes costs incurred to renew or extend the term of the domain names or URLs to prepaid expenses and other current assets or registration fees, net. The capitalized costs are amortized over the renewal or extended period on a straight-line basis. The total amount of costs incurred for the year ended December 31, 2011 to renew or extend the term for domain names was $2.2 million. The weighted average renewal period for registration fees as of December 31, 2011 was approximately 1.0 year.

Amortization expense for Internet domain names for the years ended December 31, 2009, 2010 and 2011, was approximately $2.0 million, $1.6 million and $1.2 million, respectively.

Based upon the current amount of domains subject to amortization, the estimated expense for the next five years is as follows: $506,000 in 2012, $175,000 in 2013, $40,000 in 2014 and $0 thereafter.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2011
Subsequent Events [Abstract]
Subsequent Events	(13) Subsequent Events In January 2012, the Company's board of directors declared a regular quarterly dividend in the amount $0.02 per share on the Company's Class A and Class B common stock. The Company paid these dividends on February 15, 2012 to the holders of record as of the close of business on February 3, 2012. The Company paid approximately $751,000 for these quarterly dividends.