GNC 2009 Annual Report Download - page 128

Table of Contents
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
ITEM 9A. CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), has evaluated the
effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as
of the end of the period covered by this report. Disclosure controls and procedures are designed to provide reasonable assurance that the
information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act has been appropriately
recorded, processed, summarized and reported on a timely basis and are effective in ensuring that such information is accumulated and
communicated to the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, as appropriate to
allow timely decisions regarding required disclosure. Based on such evaluation, our CEO and CFO have concluded that, as of December 31,
2008, our disclosure controls and procedures are effective at the reasonable assurance level.
Management's Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in
Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable
assurance regarding the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. We have made no changes
during the most recent fiscal quarter that have materially affected or are reasonably likely to materially affect our internal control over financial
reporting.
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has assessed the effectiveness of our
internal control over financial reporting based on the framework and criteria established in Internal Control-Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, our management has concluded that, as of
December 31, 2008, our internal controls over financial reporting were effective based on that framework.
This annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control over
financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to
temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this annual
report.
ITEM 9B. OTHER INFORMATION.
None. 122