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CA 2004 FORM 10-K | PAGE 40
Regulation S-K
Exhibit Number
10.12 Note Purchase Agreement dated as of April 1,
1996.
Previously filed as Exhibit D to the Company’s Annual
Report on Form 10-K for the fiscal year ended March 31,
1996, and incorporated herein by reference.
10.13 Amendment No. 1 to Note Purchase Agreement
dated as of April 1, 1996.
Previously filed as Exhibit 10.18 to the Company’s Annual
Report on Form 10-K for the fiscal year ended March 31,
2001, and incorporated herein by reference.
10.14* 2001 Stock Option Plan. Previously filed as Exhibit B to the Company’s Proxy
Statement dated July 18, 2001, and incorporated herein
by reference.
10.15 Credit Agreement dated as of December 31,
2002, among the Company, the Banks, which
are parties thereto, and Bank of America, N.A.,
Citicorp North America, Inc., and JP Morgan
Chase Bank, as agents, with respect to a $400
million Revolving Loan.
Previously filed as Exhibit 10.1 to the Company’s Form
10-Q for the fiscal quarter ended December 31, 2002,
and incorporated herein by reference.
10.16* Computer Associates International, Inc. 2002
Incentive Plan (amended and restated effective
as of March 31, 2004).
Filed herewith.
10.17* 2002 Compensation Plan for Non-Employee
Directors.
Previously filed as Exhibit C to the Company’s Proxy
Statement dated July 26, 2002, and incorporated herein
by reference.
10.18* 2003 Compensation Plan for Non-Employee
Directors.
Previously filed as Exhibit A to the Company’s Proxy
Statement dated July 17, 2003, and incorporated herein
by reference.
10.19* Offer letter to Jeff Clarke. Filed herewith.
21 Subsidiaries of the Registrant. Filed herewith.
23 Consent of Independent Registered Public
Accounting Firm.
Filed herewith.
31.1 Certification of the CEO pursuant to §302 of the
Sarbanes-Oxley Act of 2002.
Filed herewith.
31.2 Certification of the CFO pursuant to §302 of the
Sarbanes-Oxley Act of 2002.
Filed herewith.
32.1 Certification of the CEO pursuant to §906 of the
Sarbanes-Oxley Act of 2002.
Filed herewith.
32.2 Certification of the CFO pursuant to §906 of the
Sarbanes-Oxley Act of 2002.
Filed herewith.
* Management contract or compensatory plan or arrangement.
(b) Reports on Form 8-K:
We filed a report on Form 8-K dated January 12, 2004, to report an event under Items 5 and 7.
We filed a report on Form 8-K dated January 21, 2004, to report an event under Items 7 and 12.
We filed a report on Form 8-K dated March 17, 2004, to report an event under Items 5 and 7.
(c) Exhibits: See Index to Exhibits.
(d) Financial Statement Schedules: The response to this portion of Item 15 is submitted as a separate section of this Report.