1999 SUPPLEMENTAL STOCK OPTION PLAN
I. PURPOSE OF THE PLAN
A. This 1999 Supplemental Stock Option Plan is intended to promote the interests of QuadraMed Corporation,
a Delaware corporation, by authorizing an additional reserve of shares of the Corporation's common stock for
issuance through long-term option grants to be made from time to time to individuals in the employ or service of
the Corporation (or any Parent or Subsidiary) who are neither officers of the Corporation nor members of the
Board and who are not otherwise Section 16 Insiders.
B. The Plan shall become effective immediately upon adoption by the Board on March 22, 1999.
C. This Plan shall supplement the authorized share reserve under the Corporation's 1996 Stock Incentive Plan,
and share issuances under this Plan shall not reduce or otherwise affect the number of shares of the Corporation's
common stock available for issuance under the 1996 Stock Incentive Plan. In addition, share issuances under the
1996 Stock Incentive Plan shall not reduce or otherwise affect the number of shares of the Corporation's
common stock available for issuance under this Plan.
D. Capitalized terms shall have the meanings assigned to such terms in the attached Appendix.
II. ADMINISTRATION OF THE PLAN
A. The Plan Administrator shall have full power and discretion (subject to the express provisions of the Plan) to
establish such rules and regulations as it may deem appropriate for the proper administration of the Plan and to
make such determinations under, and issue such interpretations of, the provisions of the Plan and any outstanding
option grants thereunder as it may deem necessary or advisable. Decisions of the Plan Administrator shall be final
and binding on all parties who have an interest in the Plan or any outstanding option thereunder.
B. The individuals serving as Plan Administrator shall serve for such period as the Board may determine and shall
be subject to removal by