STOCK OPTION AGREEMENT
THIS AGREEMENT (this "Agreement"), effective as of November 4, 2002, is made and entered into by and
between Citadel Security Software Inc., a Delaware corporation (the "Company"), and Marc Still (the
WHEREAS, the Company has awarded the non-qualified stock option described in this Agreement (the
"Option") to the Optionee;
WHEREAS, the parties hereto desire to evidence in writing the terms and conditions of the Option.
NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements herein
contained, and as an inducement to the Optionee to promote the success of the business of the Company and its
subsidiaries, the parties hereby agree as follows:
1. Grant of Option. The Company hereby grants to the Optionee, upon the terms and subject to the conditions,
limitations and restrictions set forth in this Agreement, and effective as of the date of this Agreement (the "Date of
Grant"), an Option to acquire up to 40,000 shares of Common Stock, at an exercise price per share of $0.34.
The Optionee hereby accepts the Option from the Company.
2. Vesting. The shares of Common Stock underlying the Option shall vest immediately.
3. Exercise. In order to exercise the Option with respect to any vested portion, the Optionee shall provide written
notice to the Company at its principal executive office. At the time of exercise, the Optionee shall pay to the
Company the exercise price per share set forth in Section 1 times the number of vested shares as to which the
Option is being exercised. The Optionee shall make such payment in cash, check or at the Company's option in
its sole discretion, by the delivery of shares of Common Stock having a fair market value on the date immediately
preceding the exercise date equal to the aggregate exercise price. If the Option is exercised in full, the Optionee
shall surrender this Agreement to the Company for cancellation. If the Option is exercised in part, the Optionee
shall surrender this Agreem