Comcast 2009 Annual Report Download - page 108

Except as authorized by the Committee and agreed to by an Optionee, with respect to Options granted before February 28, 2007, the
payment methods described in Paragraph 7(d)(i), (ii) and (iii) shall, to the extent so provided in an Option document, be the exclusive payment
methods, provided that the Committee may, in its sole discretion, and subject to the Optionee’s written consent on a form provided by the
Committee, authorize Option documents covering Options granted before February 28, 2007 to be amended to provide that the payment method
described in Paragraph 7(d)(iv) shall be an additional or the exclusive payment method.
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payment is made in whole or in part by surrendering Shares, the Optionee shall deliver to the Sponsor certificates registered in the
name of such Optionee representing Shares legally and beneficially owned by such Optionee, free of all liens, claims and
encumbrances of every kind and having a Fair Market Value on the date of delivery that is equal to or greater than the aggregate
option price for the Option Shares subject to payment by the surrender of Shares, accompanied by stock powers duly endorsed in
blank by the record holder of the Shares represented by such certificates; and if payment is made in whole or in part by attestation of
ownership, the Optionee shall attest to ownership of Shares representing Shares legally and beneficially owned by such Optionee,
free of all liens, claims and encumbrances of every kind and having a Fair Market Value on the date of attestation that is equal to or
greater than the aggregate option price for the Option Shares subject to payment by attestation of Share ownership. The Committee
may impose such limitations and prohibitions on attestation or ownership of Shares and the use of Shares to exercise an Option as it
deems appropriate; or
(iv) Via cashless exercise, such that subject to the other terms and conditions of the Plan, following the date of exercise, the Company
shall deliver to the Optionee Shares having a Fair Market Value, as of the date of exercise, equal to the excess, if any, of (A) the Fair
Market Value of such Shares on the date of exercise of the Option over (B) the sum of (1) the aggregate Option Price for such
Shares, plus (2) the applicable tax withholding amounts (as determined pursuant to Paragraph 15) for such exercise; provided that in
connection with such cashless exercise that would not result in the issuance of a whole number of Shares, the Company shall
withhold cash that would otherwise be payable to the Optionee from its regular payroll or the Optionee shall deliver cash or a
certified check payable to the order of the Company for the balance of the option price for a whole Share to the extent necessary to
avoid the issuance of a fractional Share or the payment of cash by the Company (as provided in Paragraph 7(e)).