Stock Option Exchange Program - Extended Until Thursday, April 19, 2001; Additional Options Eligible for
As a result of the significant decrease in our stock price, we have decided to eliminate the requirement that
options eligible for the Stock Option Exchange Program have an exercise price in excess of $5.00 per share.
Therefore, options eligible for exchange shall now include all outstanding options regardless of exercise price,
except for the 100-share options (as defined in the Offer to Exchange). The other terms and conditions of the
offer remain in effect. In particular, you are still required to surrender all of your "Special" options and tender all
of your eligible options granted after August 1, 2000 if you choose to accept the offer with respect to any
In order to allow everyone the opportunity to review and evaluate whether or not to participate in the Stock
Option Exchange Program in light of the expansion of the Program described above, we have extended the
expiration of the Program until 5:00 p.m., Pacific Time, Thursday, April 19, 2001. If you wish to participate or
withdraw, you must do so by such time. However, if we have not accepted your tendered options for exchange
before 12:00 midnight Eastern Time, on April 25, 2001, you may withdraw your tendered options at any time
after April 25, 2001 until they are accepted and cancelled.
In connection with the expansion and extension of the Offer, we have amended the Offer to Exchange previously
distributed to you to update some of the information contained therein. Please note the following changes to the
Offer to Exchange:
The seventh paragraph on the introductory pages of the Offer to Exchange has been amended to add the
following sentence as the last sentence of that paragraph:
As of March 30, 2001, options to purchase 18,970,364 shares of our common stock, not including the 100-
share options, were issued and outstanding under the option plans.
The second paragraph of Section 8 of t