SPORT SUPPLY GROUP, INC.
AMENDED AND RESTATED
STOCK OPTION PLAN
The purpose of the Sport Supply Group, Inc. Amended and Restated Stock Option Plan (hereinafter called
the “Plan”) is to advance the interests of Sport Supply Group, Inc. (hereinafter called the “Company”) by
strengthening the ability of the Company to attract and retain key personnel of high caliber through encouraging a
sense of proprietorship by means of stock ownership.
Certain options granted under this Plan are intended to qualify as “incentive stock options” pursuant to
Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), while certain other options
granted under the Plan will constitute nonqualified options.
As used in this Plan, and in any Option Agreement, as hereinafter defined, the following terms shall have the
following meanings, unless the context otherwise requires:
(a) “Common Stock” shall mean the Common Stock of the Company, par value $.01 per share.
(b) “Date of Grant” shall mean the date on which a stock option is granted pursuant to this Plan.
(c) “Non-Employee Director” shall mean an individual who is a “non-employee director” within the meaning
set forth in Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and also
an “outside director” within the meaning of Treasury Regulation Section 1.162-27 (e)(3).
(d) “Fair Market Value” shall mean the closing sale price (or average of the quoted closing bid and asked
prices if there is no closing sale price reported) of the Common Stock on the date specified as reported by
NASDAQ or by the principal national stock exchange on which the Common Stock is then listed. If there is no
reported price information for such date, the Fair Market Value will be determined by the reported price
information for Common Stock on the day nearest preceding such date.
(e) “Optionee” shall mean the person to whom an option is granted under the Plan or who has