BRISTOL-MYERS SQUIBB COMPANY
1983 STOCK OPTION PLAN
(as amended effective as of November 3, 1998)
1. Purpose: The purpose of the 1983 Stock Option Plan (as amended effective as of November 3, 1998) (the
"Plan") is to secure for the Company and its stockholders the benefits of the incentive inherent in common stock
ownership by the officers and key employees of the Company and its Subsidiaries and Affiliates who will be
largely responsible for the Company's future growth and continued financial success and by providing long-term
incentives in addition to current compensation to certain key executives of the Company and its Subsidiaries and
Affiliates who contribute significantly to the long-term performance and growth of the Company and such
Subsidiaries and Affiliates. It is intended that the former purpose will be effected through the grant of stock
options and stock appreciation rights under the Plan and that the latter purpose will be effected through an award
conditionally granting performance units under the Plan, either independently or in conjunction with and related to
a nonqualified stock option grant under the Plan. The Bristol-Myers Squibb Company Long-Term Performance
Award Plan (as amended to January 17, 1983 and in effect as of December 31, 1992) ("LTPAP") has been
merged into and consolidated with the Plan as of January 1, 1993. As used herein, the term "Prior Plan" shall
mean the Bristol-Myers Squibb Company 1983 Stock Option Plan (as amended through May 1, 1991 and in
effect as of December 31, 1992) prior to its amendment and restatement as of January 1, 1993.
2. Definitions: For purposes of this Plan:
(a) "Affiliate" shall mean any entity in which the Company has an ownership interest of at least 20%.
(b) "Code" shall mean the Internal Revenue Code of 1986, as amended.
(c) "Common Stock" shall mean the Company's common stock (par value $.10 per share).
(d) "Company" shall mean Bristol-Myers Squibb Company.
(e) "Disability" or "Disabled" shall mean qualifying for an