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Exhibit 99
AMENDMENT DATED MAY 10, 2000 TO
ANSWERTHINK CONSULTING GROUP, INC.
1998 STOCK OPTION AND INCENTIVE PLAN
The AnswerThink Consulting Group, Inc. 1998 Stock Option and Incentive Plan is
amended as follows:
4.2 Common Stock
AnswerThink Consulting Group, Inc. 1998 Stock Option and
Incentive Plan (the "Plan") is hereby amended as set forth below:
1. Section 4 of the Plan is hereby amended by deleting the
first two sentences thereof and substituting the following therefor:
"Subject to adjustment as provided in Section 16 hereof, the number of
shares of Stock available for issuance under the Plan shall be (i) 15,000,000,
no more than 5,000,000 of which may be issued pursuant to awards of Restricted
Stock or Restricted Stock Units and (ii) any shares of Stock that are
represented by awards previously granted by the Company, including awards
granted under the AnswerThink Consulting Group, Inc. 1997 Stock Option Plan and
the AnswerThink Consulting Group, Inc. Restricted Stock Plan as of the Effective
Date (the "Prior Plans"). Notwithstanding the foregoing, subject to Section 16
hereof, the maximum aggregate number of shares of Stock available for grants of
Incentive Stock Options shall be 15,000,000."
2. In all other respects, the Plan shall remain in full force
and effect.
Adopted by the Board of Directors on February 17, 2000.
Approved by the Shareholders on May 10, 2000.
