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Artisan Partners Holdings LP – ‘SC 13G/A’ on 2/13/08 re: 1 800 Contacts Inc

On: Wednesday, 2/13/08, at 6:24am ET · Accession #: 1193125-8-28302 · File #: 5-54695

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/13/08  Artisan Partners Holdings LP      SC 13G/A               1:23K  1 800 Contacts Inc                RR Donnelley/FA

Amendment to Statement of Beneficial Ownership — Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    1-800 Contacts, Inc.                                  14     48K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Address of Issuer's Principal Executive Offices: Address of Principal Business Office: Certification: Citizenship: CUSIP Number: Identification and Classification of Members of the Group: Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: Name of Issuer: Name of Person Filing: Notice of Dissolution of Group: Ownership (at December 31, 2007): Ownership of Five Percent or Less of a Class: Ownership of More than Five Percent on Behalf of Another Person: Title of Class of Securities: Type of Person:
1	1st Page - Filing Submission
7	Item 1(a). Name of Issuer:
"	Item 1(b). Address of Issuer's Principal Executive Offices:
"	Item 2(a). Name of Person Filing:
"	Item 2(b). Address of Principal Business Office:
"	Item 2(c). Citizenship:
"	Item 2(d). Title of Class of Securities:
"	Item 2(e). CUSIP Number:
"	Item 3. Type of Person:
8	Item 4. Ownership (at December 31, 2007):
"	Item 5. Ownership of Five Percent or Less of a Class:
"	Item 6. Ownership of More than Five Percent on Behalf of Another Person:
"	Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
"	Item 8. Identification and Classification of Members of the Group:
"	Item 9. Notice of Dissolution of Group:
"	Item 10. Certification:

SC 13G/A 1st Page of 14 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SCHEDULE 13G  
(Rule 13d-102)  

Information to be Included in Statements Filed Pursuant 
to Rule 13d-1(b), (c) and (d) and Amendments Thereto Filed  
Pursuant to Rule 13d-2. 

SECURITIES AND EXCHANGE COMMISSION  
WASHINGTON, D.C. 20549  

Under the Securities Exchange Act of 1934 

(Amendment No. 3)*  

1-800 Contacts, Inc.  
--------------------------------------------------------------------------------
(Name of Issuer)  

Common Stock  
--------------------------------------------------------------------------------
(Title of Class of Securities)  

681977104 
----------------------------- 
(CUSIP Number)  

December 31, 2007 
--------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement) 

Check the appropriate box to designate the rule pursuant to which this Schedule 
is filed:                                                                       

[X] Rule 13d-1(b) 

[ ] Rule 13d-1(c) 

[ ] Rule 13d-1(d) 

* The remainder of this cover page shall be filled out for a reporting person's 
initial filing on this form with respect to the subject class of securities,
 and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.                                 

The information required in the remainder of this cover page shall not be       
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange   
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of  
the Act but shall be subject to all other provisions of the Act (however, see   
the Notes).                                                                     

SC 13G/A 2nd Page of 14 TOC 1st Previous Next ↓Bottom Just 2nd
CUSIP No. 681977104                 13G                                       

------------------------------------------------------------------------------- 
1  NAME OF REPORTING PERSON                                                   

Artisan Partners Limited Partnership                                    
------------------------------------------------------------------------------- 
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           
   (see Instructions)                                                  (a) [ ]
                                                                       (b) [ ]

Not Applicable                                                          
------------------------------------------------------------------------------- 
3  SEC USE ONLY                                                               

------------------------------------------------------------------------------- 
4  CITIZENSHIP OR PLACE OF ORGANIZATION                                       

Delaware                                                                
------------------------------------------------------------------------------- 
5  SOLE VOTING POWER                              

None                                        
 NUMBER OF   -----------------------------------------------------------------
SHARES     6  SHARED VOTING POWER                                       
BENEFICIALLY                                                                  
OWNED BY                                                                  
EACH         0                                                        
 REPORTING   -----------------------------------------------------------------
PERSON     7  SOLE DISPOSITIVE POWER                                    
WITH                                                                  

None                                        
             -----------------------------------------------------------------
8  SHARED DISPOSITIVE POWER                       

0                                           
------------------------------------------------------------------------------- 
9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

0                                                                       
------------------------------------------------------------------------------- 
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES        
(see Instructions)                                                      

Not Applicable                                                          
------------------------------------------------------------------------------- 
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                           

0.0%                                                                    
------------------------------------------------------------------------------- 
12  TYPE OF REPORTING PERSON                                                    
(see Instructions)                                                      

IA                                                                      
------------------------------------------------------------------------------- 

Page 2 of 14  

SC 13G/A 3rd Page of 14 TOC 1st Previous Next ↓Bottom Just 3rd
CUSIP No. 681977104                 13G                                       

------------------------------------------------------------------------------- 
1  NAME OF REPORTING PERSON                                                   

Artisan Investment Corporation                                          
------------------------------------------------------------------------------- 
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           
   (see Instructions)                                                  (a) [ ]
                                                                       (b) [ ]

Not Applicable                                                          
------------------------------------------------------------------------------- 
3  SEC USE ONLY                                                               

------------------------------------------------------------------------------- 
4  CITIZENSHIP OR PLACE OF ORGANIZATION                                       

Wisconsin                                                               
------------------------------------------------------------------------------- 
5  SOLE VOTING POWER                              

None                                        
 NUMBER OF   -----------------------------------------------------------------
SHARES     6  SHARED VOTING POWER                                       
BENEFICIALLY                                                                  
OWNED BY                                                                  
EACH         0                                                        
 REPORTING   -----------------------------------------------------------------
PERSON     7  SOLE DISPOSITIVE POWER                                    
WITH                                                                  

None                                        
             -----------------------------------------------------------------
8  SHARED DISPOSITIVE POWER                       

0                                           
------------------------------------------------------------------------------- 
9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

0                                                                       
------------------------------------------------------------------------------- 
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES        
(see Instructions)                                                      

Not Applicable                                                          
------------------------------------------------------------------------------- 
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                           

0.0%                                                                    
------------------------------------------------------------------------------- 
12  TYPE OF REPORTING PERSON                                                    
(see Instructions)                                                      

CO                                                                      
------------------------------------------------------------------------------- 

Page 3 of 14  

SC 13G/A 4th Page of 14 TOC 1st Previous Next ↓Bottom Just 4th
CUSIP No. 681977104                 13G                                       

------------------------------------------------------------------------------- 
1  NAME OF REPORTING PERSON                                                   

ZFIC, Inc.                                                              
------------------------------------------------------------------------------- 
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           
   (see Instructions)                                                  (a) [ ]
                                                                       (b) [ ]

Not Applicable                                                          
------------------------------------------------------------------------------- 
3  SEC USE ONLY                                                               

------------------------------------------------------------------------------- 
4  CITIZENSHIP OR PLACE OF ORGANIZATION                                       

Wisconsin                                                               
------------------------------------------------------------------------------- 
5  SOLE VOTING POWER                              

None                                        
 NUMBER OF   -----------------------------------------------------------------
SHARES     6  SHARED VOTING POWER                                       
BENEFICIALLY                                                                  
OWNED BY                                                                  
EACH         0                                                        
 REPORTING   -----------------------------------------------------------------
PERSON     7  SOLE DISPOSITIVE POWER                                    
WITH                                                                  

None                                        
             -----------------------------------------------------------------
8  SHARED DISPOSITIVE POWER                       

0                                           
------------------------------------------------------------------------------- 
9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

0                                                                       
------------------------------------------------------------------------------- 
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES        
(see Instructions)                                                      

Not Applicable                                                          
------------------------------------------------------------------------------- 
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                           

0.0%                                                                    
------------------------------------------------------------------------------- 
12  TYPE OF REPORTING PERSON                                                    
(see Instructions)                                                      

CO                                                                      
------------------------------------------------------------------------------- 

Page 4 of 14  

SC 13G/A 5th Page of 14 TOC 1st Previous Next ↓Bottom Just 5th
CUSIP No. 681977104                 13G                                       

------------------------------------------------------------------------------- 
1  NAME OF REPORTING PERSON                                                   

Andrew A. Ziegler                                                       
------------------------------------------------------------------------------- 
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           
   (see Instructions)                                                  (a) [ ]
                                                                       (b) [ ]

Not Applicable                                                          
------------------------------------------------------------------------------- 
3  SEC USE ONLY                                                               

------------------------------------------------------------------------------- 
4  CITIZENSHIP OR PLACE OF ORGANIZATION                                       

U.S.A.                                                                  
------------------------------------------------------------------------------- 
5  SOLE VOTING POWER                              

None                                        
 NUMBER OF   -----------------------------------------------------------------
SHARES     6  SHARED VOTING POWER                                       
BENEFICIALLY                                                                  
OWNED BY                                                                  
EACH         0                                                        
 REPORTING   -----------------------------------------------------------------
PERSON     7  SOLE DISPOSITIVE POWER                                    
WITH                                                                  

None                                        
             -----------------------------------------------------------------
8  SHARED DISPOSITIVE POWER                       

0                                           
------------------------------------------------------------------------------- 
9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

0                                                                       
------------------------------------------------------------------------------- 
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES        
(see Instructions)                                                      

Not Applicable                                                          
------------------------------------------------------------------------------- 
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                           

0.0%                                                                    
------------------------------------------------------------------------------- 
12  TYPE OF REPORTING PERSON                                                    
(see Instructions)                                                      

IN                                                                      
------------------------------------------------------------------------------- 

Page 5 of 14  

SC 13G/A 6th Page of 14 TOC 1st Previous Next ↓Bottom Just 6th
CUSIP No. 681977104                 13G                                       

------------------------------------------------------------------------------- 
1  NAME OF REPORTING PERSON                                                   

Carlene M. Ziegler                                                      
------------------------------------------------------------------------------- 
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                           
   (see Instructions)                                                  (a) [ ]
                                                                       (b) [ ]

Not Applicable                                                          
------------------------------------------------------------------------------- 
3  SEC USE ONLY                                                               

------------------------------------------------------------------------------- 
4  CITIZENSHIP OR PLACE OF ORGANIZATION                                       

U.S.A.                                                                  
------------------------------------------------------------------------------- 
5  SOLE VOTING POWER                              

None                                        
 NUMBER OF   -----------------------------------------------------------------
SHARES     6  SHARED VOTING POWER                                       
BENEFICIALLY                                                                  
OWNED BY                                                                  
EACH         0                                                        
 REPORTING   -----------------------------------------------------------------
PERSON     7  SOLE DISPOSITIVE POWER                                    
WITH                                                                  

None                                        
             -----------------------------------------------------------------
8  SHARED DISPOSITIVE POWER                       

0                                           
------------------------------------------------------------------------------- 
9  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON               

0                                                                       
------------------------------------------------------------------------------- 
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES        
(see Instructions)                                                      

Not Applicable                                                          
------------------------------------------------------------------------------- 
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)                           

0.0%                                                                    
------------------------------------------------------------------------------- 
12  TYPE OF REPORTING PERSON                                                    
(see Instructions)                                                      

IN                                                                      
------------------------------------------------------------------------------- 

Page 6 of 14  

SC 13G/A 7th Page of 14 TOC 1st Previous Next ↓Bottom Just 7th
Item 1(a)   Name of Issuer:                                                     

1-800 Contacts, Inc.                            

Item 1(b)   Address of Issuer's Principal Executive Offices:                    

66 E. Wadsworth Park Drive                      
Draper, Utah 84020                              

Item 2(a)   Name of Person Filing:                                              

         Artisan Partners Limited Partnership ("Artisan Partners")
              Artisan Investment Corporation, the general partner of Artisan
Partners ("Artisan Corp.")                  
          ZFIC, Inc., the sole stockholder of Artisan Corp. ("ZFIC")
Andrew A. Ziegler                               
Carlene M. Ziegler                              

Item 2(b)   Address of Principal Business Office:                               

      Artisan Partners, Artisan Corp., ZFIC, Mr. Ziegler and
Ms. Ziegler are all located at:                 

875 East Wisconsin Avenue, Suite 800            
Milwaukee, WI 53202                             

Item 2(c)   Citizenship:                                                        

  Artisan Partners is a Delaware limited partnership
Artisan Corp. is a Wisconsin corporation        
ZFIC is a Wisconsin corporation                 
Mr. Ziegler and Ms. Ziegler are U.S. citizens   

Item 2(d)   Title of Class of Securities:                                       

Common Stock                                    

Item 2(e)   CUSIP Number:                                                       

681977104                                       

Item 3      Type of Person:                                                     

              (e) Artisan Partners is an investment adviser registered under
           section 203 of the Investment Advisers Act of 1940; Artisan
             Corp. is the general partner of Artisan Partners; ZFIC is the
              sole stockholder of Artisan Corp.; Mr. Ziegler and Ms. Ziegler
are the principal stockholders of ZFIC.         

Page 7 of 14  

SC 13G/A 8th Page of 14 TOC 1st Previous Next ↓Bottom Just 8th
Item 4      Ownership (at December 31, 2007):                                   

      (a)  Amount owned "beneficially" within the meaning of
rule 13d-3:                           

0                                     

(b)  Percent of class:                          

            0.0% (based on 14,082,594 shares outstanding as of
August 6, 2007)                       

  (c)  Number of shares as to which such person has:

               (i)    sole power to vote or to direct the vote: None

              (ii)   shared power to vote or to direct the vote: 0

                   (iii)  sole power to dispose or to direct the disposition
of: None                

                 (iv)   shared power to dispose or to direct disposition
of: 0                   

Item 5      Ownership of Five Percent or Less of a Class:                       

              If this statement is being filed to report the fact that as of
         the date hereof the reporting person has ceased to be the
          beneficial owner of more than five percent of the class of
securities, check the following [X].            

Item 6      Ownership of More than Five Percent on Behalf of Another Person:    

Not Applicable                                  

Item 7      Identification and Classification of the Subsidiary Which Acquired  
       the Security Being Reported on by the Parent Holding Company or
Control Person:                                         

Not Applicable                                  

Item 8      Identification and Classification of Members of the Group:          

Not Applicable                                  

Item 9      Notice of Dissolution of Group:                                     

Not Applicable                                  

Item 10     Certification:                                                      

            By signing below I certify that, to the best of my knowledge
              and belief, the securities referred to above were acquired and
        are held in the ordinary course of business and were not
               acquired and are not held for the purpose of or with the effect
           of changing or influencing the control of the issuer of the
               securities and were not acquired and are not held in connection
               with or as a participant in any transaction having that purpose
or effect.                                      

Page 8 of 14  

SC 13G/A 9th Page of 14 TOC 1st Previous Next ↓Bottom Just 9th
Signature 

After reasonable inquiry and to the best of my knowledge and belief, I    
certify that the information set forth in this statement is true, complete and  
correct.                                                                        

Date: February 13, 2008                                                   

                           ARTISAN INVESTMENT CORPORATION,
                                    for itself and as the general partner of
                                ARTISAN PARTNERS LIMITED PARTNERSHIP

                By:  Janet D. Olsen*
                                         -----------------------------------

      ZFIC, INC.

                By:  Janet D. Olsen*
                                         -----------------------------------

             ANDREW A. ZIEGLER

              Andrew A. Ziegler*
                                  --------------------------------------

              CARLENE M. ZIEGLER

               Carlene M. Ziegler*
                                  --------------------------------------

                   *By: /s/ Janet D. Olsen
                                         -----------------------------------
                    Janet D. Olsen
                                          Vice President of Artisan Investment
                     Corporation
                                     Attorney-in-Fact for ZFIC, Inc.
                                    Attorney-in-Fact for Andrew A.
                 Ziegler
                                     Attorney-in-Fact for Carlene M.
                 Ziegler

Page 9 of 14  

SC 13G/A 10th Page of 14 TOC 1st Previous Next ↓Bottom Just 10th
Exhibit Index 

Exhibit 1   Joint Filing Agreement dated February 13, 2008 by and among         
Artisan Partners Limited Partnership, Artisan Investment
         Corporation, ZFIC, Inc., Andrew A. Ziegler and Carlene M. Ziegler

Exhibit 2   Power of Attorney of ZFIC, Inc., dated March 19, 2007               

Exhibit 3   Power of Attorney of Andrew A. Ziegler dated March 19, 2007         

Exhibit 4   Power of Attorney of Carlene M. Ziegler dated March 19, 2007        

Page 10 of 14 

SC 13G/A 11th Page of 14 TOC 1st Previous Next ↓Bottom Just 11th
                                                                     EXHIBIT 1

JOINT FILING AGREEMENT  

The undersigned hereby agree to the joint filing of the Schedule 13G to   
which this Agreement is attached.                                               

Dated: February 13, 2008                                                  

                           ARTISAN INVESTMENT CORPORATION,
                                    for itself and as the general partner of
                                ARTISAN PARTNERS LIMITED PARTNERSHIP

                By:  Janet D. Olsen*
                                         -----------------------------------

      ZFIC, INC.

                By:  Janet D. Olsen*
                                         -----------------------------------

             ANDREW A. ZIEGLER

              Andrew A. Ziegler*
                                  --------------------------------------

              CARLENE M. ZIEGLER

               Carlene M. Ziegler*
                                  --------------------------------------

                   *By: /s/ Janet D. Olsen
                                         -----------------------------------
                    Janet D. Olsen
                                          Vice President of Artisan Investment
                     Corporation
                                     Attorney-in-Fact for ZFIC, Inc.
                                    Attorney-in-Fact for Andrew A.
                 Ziegler
                                     Attorney-in-Fact for Carlene M.
                 Ziegler

Page 11 of 14 

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                                                                     EXHIBIT 2

POWER OF ATTORNEY 

The undersigned, ZFIC, Inc., hereby appoints Lawrence A. Totsky, Janet D. 
Olsen, and Sarah A. Johnson, and each of them individually, its true and lawful 
attorney-in-fact and agent, with full power to execute and file with the United 
States Securities and Exchange Commission and any stock exchange or similar     
authority, for and on its behalf in any and all capacities, any and all reports 
required to be filed pursuant to Section 13 of the Securities Exchange Act of   
1934 and the rules thereunder, including but not limited to reports on Schedule 
13D or 13G, any and all amendments to such reports, with all exhibits, and any  
other forms or documents as may be necessary in connection with the filing of   
such reports with the United States Securities and Exchange Commission and any  
stock exchange or similar authority, granting unto said attorney full power and 
authority to do and perform any and all acts for and on behalf of the           
undersigned which may be necessary or desirable to complete, as fully as the    
undersigned might or could do in person.                                        

This Power of Attorney shall remain in full force and effect until revoked
by the undersigned in a signed writing delivered to the foregoing               
attorneys-in-fact and agents.                                                   

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be
executed this 19th day of March, 2007.                                          

        ZFIC, INC.

                       By: /s/ Andrew A. Ziegler
                                           -------------------------------------
                       Andrew A. Ziegler
                    Vice President

STATE OF WISCONSIN    )                                                         
) SS.                               
COUNTY OF MILWAUKEE   )                                                         

I, Timothy K. Weston, a Notary Public in and for the County of Milwaukee, 
State of Wisconsin, DO HEREBY CERTIFY that Andrew A. Ziegler, who is personally 
known to me to be the same person whose name is subscribed to the foregoing     
instrument, appeared before me this day in person and acknowledged that he      
signed and delivered the said instrument as his own free and voluntary act, for 
the uses and purposes therein set forth.                                        

Given under my hand and notarial seal, this 19th day of March, 2007.      

                     /s/ Timothy K. Weston
                                      --------------------------------------
             Notary Public

Page 12 of 14 

SC 13G/A 13th Page of 14 TOC 1st Previous Next ↓Bottom Just 13th
                                                                     EXHIBIT 3

POWER OF ATTORNEY 

The undersigned, Andrew A. Ziegler, hereby appoints Lawrence A. Totsky,   
Janet D. Olsen, and Sarah A. Johnson, and each of them individually, his true   
and lawful attorney-in-fact and agent, with full power to execute and file with 
the United States Securities and Exchange Commission and any stock exchange or  
similar authority, for and on his behalf in any and all capacities, any and all 
reports required to be filed pursuant to Section 13 of the Securities Exchange  
Act of 1934 and the rules thereunder, including but not limited to reports on   
Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, 
and any other forms or documents as may be necessary in connection with the     
filing of such reports with the United States Securities and Exchange           
Commission and any stock exchange or similar authority, granting unto said      
attorney full power and authority to do and perform any and all acts for and on 
behalf of the undersigned which may be necessary or desirable to complete, as   
fully as the undersigned might or could do in person.                           

This Power of Attorney shall remain in full force and effect until revoked
by the undersigned in a signed writing delivered to the foregoing               
attorneys-in-fact and agents.                                                   

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be
executed this 19th day of March, 2007.                                          

                     /s/ Andrew A. Ziegler
                                      --------------------------------------
                 Andrew A. Ziegler

STATE OF WISCONSIN    )                                                         
) SS.                               
COUNTY OF MILWAUKEE   )                                                         

I, Timothy K. Weston, a Notary Public in and for the County of Milwaukee, 
State of Wisconsin, DO HEREBY CERTIFY that Andrew A. Ziegler, who is personally 
known to me to be the same person whose name is subscribed to the foregoing     
instrument, appeared before me this day in person and acknowledged that he      
signed and delivered the said instrument as his own free and voluntary act, for 
the uses and purposes therein set forth.                                        

Given under my hand and notarial seal, this 19th day of March, 2007.      

                     /s/ Timothy K. Weston
                                      --------------------------------------
             Notary Public

Page 13 of 14 

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                                                                     EXHIBIT 4

POWER OF ATTORNEY 

The undersigned, Carlene M. Ziegler, hereby appoints Lawrence A. Totsky,  
Janet D. Olsen, and Sarah A. Johnson, and each of them individually, her true   
and lawful attorney-in-fact and agent, with full power to execute and file with 
the United States Securities and Exchange Commission and any stock exchange or  
similar authority, for and on her behalf in any and all capacities, any and all 
reports required to be filed pursuant to Section 13 of the Securities Exchange  
Act of 1934 and the rules thereunder, including but not limited to reports on   
Schedule 13D or 13G, any and all amendments to such reports, with all exhibits, 
and any other forms or documents as may be necessary in connection with the     
filing of such reports with the United States Securities and Exchange           
Commission and any stock exchange or similar authority, granting unto said      
attorney full power and authority to do and perform any and all acts for and on 
behalf of the undersigned which may be necessary or desirable to complete, as   
fully as the undersigned might or could do in person.                           

This Power of Attorney shall remain in full force and effect until revoked
by the undersigned in a signed writing delivered to the foregoing               
attorneys-in-fact and agents.                                                   

IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be
executed this 19th day of March, 2007.                                          

                      /s/ Carlene M. Ziegler
                                      --------------------------------------
                  Carlene M. Ziegler

STATE OF WISCONSIN    )                                                         
) SS.                               
COUNTY OF MILWAUKEE   )                                                         

I, Timothy K. Weston, a Notary Public in and for the County of Milwaukee, 
State of Wisconsin, DO HEREBY CERTIFY that Carlene M. Ziegler, who is           
personally known to me to be the same person whose name is subscribed to the    
foregoing instrument, appeared before me this day in person and acknowledged    
that she signed and delivered the said instrument as her own free and voluntary 
act, for the uses and purposes therein set forth.                               

Given under my hand and notarial seal, this 19th day of March, 2007.      

                     /s/ Timothy K. Weston
                                      --------------------------------------
             Notary Public

Page 14 of 14

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13G/A’ Filing	Date	First	Last	Other Filings

Filed on:	2/13/08	9	11	13F-HR, SC 13G, SC 13G/A
	12/31/07	1	8	13F-HR
	8/6/07	8
	3/19/07	10
				List all Filings

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Filing Submission 0001193125-08-028302 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Artisan Partners Holdings LP – ‘SC 13G/A’ on 2/13/08 re: 1 800 Contacts Inc

On: Wednesday, 2/13/08, at 6:24am ET · Accession #: 1193125-8-28302 · File #: 5-54695

Previous ‘SC 13G’: ‘SC 13G’ on 2/13/08 · Next: ‘SC 13G’ on 2/13/08 · Latest: ‘SC 13G/A’ on 3/7/13

Amendment to Statement of Beneficial Ownership — Schedule 13GFiling Table of Contents

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to Statement of Beneficial Ownership — Schedule 13G
Filing Table of Contents