2002 STOCK OPTION PLAN
(AS AMENDED AND RESTATED EFFECTIVE FEBRUARY 28, 2007)
transaction or series of transactions owns then-outstanding securities of the Sponsor such that such Person
has the ability to direct the management of the Sponsor, as determined by the Board in its discretion. The
Board may also determine that a Change of Control shall occur upon the completion of one or more proposed
transactions. The Board’s determination shall be final and binding.
1. Background and Purpose of Plan
Background . COMCAST CORPORATION, a Pennsylvania corporation, hereby amends and restates the
Comcast Corporation 2002 Stock Option Plan (the “Plan”), effective February 28, 2007.
Purpose . The purpose of the Plan is to assist the Sponsor and its Affiliates in retaining valued employees,
officers and directors by offering them a greater stake in the Sponsor’s success and a closer identity with it,
and to aid in attracting individuals whose services would be helpful to the Sponsor and would contribute to its
“ Affiliate ” means, with respect to any Person, any other Person that, directly or indirectly, is in control of, is
controlled by, or is under common control with, such Person. For purposes of this definition, the term
“control,” including its correlative terms “controlled by” and “under common control with,” mean, with respect
to any Person, the possession, directly or indirectly, of the power to direct or cause the direction of the
management and policies of such Person, whether through the ownership of voting securities, by contract or
“ AT&T Broadband Transaction ” means the acquisition of AT&T Broadband Corp. (now known as Comcast
Cable Communications Holdings, Inc.) by the Sponsor.
“ Board ” means the board of directors of the Sponsor.
“ Cash Right ” means any right to receive cash in lieu