AFFILIATED COMPUTER SERVICES, INC. AND SUBSIDIARIES 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 

On October 10, 2001, we completed our offering of 18.4 million shares of our Class A common stock.  The shares were issued 

at $40.50 per share.  Net proceeds of $714.3 million (net of underwriters' fees and other costs) were used to repay the $550 

million 18 month interim credit facility incurred to fund the IMS acquisition and a portion of the amount outstanding under our 

then existing revolving credit facility.   

10.  Employee Benefit Plans  

Under our 1997 Employee Stock Option Plan (the  1997 Plan ), we have reserved approximately 7.4 million shares of Class A 

common stock for issuance to key employees at exercise prices determined by the Board of Directors.    In May 2000, 

February 2001 and October 2001, the Board of Directors approved the additional allotment of approximately 1.7 million, 1.6 

million, and 4.1 million shares, respectively, to the 1997 Plan in accordance with the terms and conditions of the November 14, 

1997 Proxy Statement under which the 1997 Plan was authorized.  Options granted under the 1997 Plan to our current 

employees cannot exceed 12.8% of our issued and outstanding shares. Our 1988 Employee Stock Option Plan (the  1988 

Plan ), which originally reserved 12 million shares of Class A common stock for issuance, was discontinued for new grants 

during fiscal 1998 and terminated (except for the exercise of then existing option grants in September 1997) and subsequently, 

3.2 million unissued shares expired.  Generally, the options under each plan vest in varying increments over a five year period, 

expire ten years from the date of grant and are issued at exercise prices no less than 100% of the fair market value of Class A 

common stock at the time of the grant.  Substantially all options are exercisable 5 years after the date of grant, regardless of 

vesting status. As reported in Note 1, we have elected to adopt the disclosure only provisions of SFAS 148 and we account for 

stock based employee compensation plans in accordance with APB 25.  As a result, no compensation cost has been recognized 

in the periods presented for stock option or employee stock purchase plans. 

The Long Term Incentive Plan approved in 1991 (the  1991 Plan ) provides for the granting of options to various employees, 

officers, and directors of ACS Government Solutions.  This plan was discontinued for new grants effective with the December 

1997 Government Solutions merger.  All options issued under the 1991 Plan were fully vested as of the effective date of the 

merger.  Exercise prices of options awarded in all years were equal to the market price of the stock on the date of the grant; 

therefore, no compensation costs have been recognized for awards under this plan. 

Option activity for the years ended June 30, 2003, 2002, and 2001 is summarized as follows: 

Weighted 

Average 

Options  

Option Price 

Outstanding at June 30, 2000 

11,211,340 

$          13.31 

Granted 2,648,000 

23.85 

Exercised 

  (2,388,016)

7.46 

Canceled 

     (759,234)

18.18 

Outstanding at June 30, 2001 

10,712,090 

16.87 

Granted 2,543,000 

39.82 

Exercised (1,679,390)

10.66 

Canceled 

(445,200)

21.11 

Outstanding at June 30, 2002 

11,130,500 

22.88 

Granted 3,439,500 

37.45 

Exercised (1,182,800)

12.04 

Canceled (427,400)

32.34 

Outstanding as of June 30, 2003 

12,959,800 

27.42 

Vested and exercisable at June 30, 2003 

878,700 

$          12.98 

Vested and unexercisable at June 30, 2003 

3,143,620 

$          18.18 

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