STOCK OPTION AGREEMENT FOR
1997 INCENTIVE STOCK OPTION PLAN FOR
EMPLOYEES AND EMPLOYEE DIRECTORS
DYNACQ INTERNATIONAL, INC.
The parties to this Agreement are DYNACQ INTERNATIONAL, INC., a Nevada Corporation (the
"Company") and GLENN RODRIGUEZ (the "Participant").
GRANT OF OPTION
The Company hereby grants to Participant the right, privilege, and option to purchase up to 90,000 (NINETY
THOUSAND) shares of common stock of the Company at a purchase (grant) price of $11/32 per share, in
accordance with the terms and conditions of the 1995 Incentive Stock Option Plan for Employees and Employee
Directors approved by the Company's Board of Directors on August 31, 1995 (the "Plan"). The Plan, a copy of
which is attached hereto, is incorporated herein by this reference.
1. Notice of Exercise. Subject to the provisions set forth in Paragraph 8 of the Plan, any option granted under this
Agreement may be exercised at any time and from time to time in whole or in part by written notice delivered to
the Company. Such notice shall state the number of shares being exercised and shall specify a date, not more
than (10) days from the date of such notice, as the date on which full payment for the option price for the number
of shares specified shall be made thereof at the principal office of the Company. Upon receipt of payment, the
Company shall instruct its transfer agent to issue such shares provided that if any law or regulation requires the
Company to take action with respect to the shares specified in the notice, before the issuance thereof, then the
date of delivery of such shares shall be extended for the period necessary to take such action which may include
registration of the stock under applicable law.
2. No Shareholder Rights. The Participant acknowledges that he has no rights as a shareholder with respect to
shares for which the option has not been exercised, and the Participant shall have no rights with respect to such
shares unless otherwise conferred hereby.