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EXHIBIT 10.1.1
AMENDMENT NO. 4 TO
IXIA COMMUNICATIONS
1997 STOCK OPTION PLAN
Section 3 of the Ixia Communications 1997 Stock Option Plan is
hereby amended to read in its entirety as follows:
"3. SHARES RESERVED.
The maximum aggregate number of Shares reserved for
issuance pursuant to the Plan shall be 17,000,000 Shares or the
number of shares of stock to which such Shares shall be adjusted
as provided in Section 12 of the Plan; provided, however, that at
no time shall the total number of shares issuable upon exercise
of all outstanding options and the total number of shares
provided for under any stock bonus or similar plan of the Company
exceed the applicable percentage as calculated in accordance with
the conditions and exclusions set forth in Section 260.140.45 of
the California Code of Regulations, based on the shares of the
Company which are outstanding at the time the calculation is
made. Such number of Shares may be set aside out of authorized
but unissued Shares not reserved for any other purpose, or out of
issued Shares acquired for and held in the treasury of the
Company from time to time.
Shares subject to, but not sold or issued under, any
Option terminating, expiring or canceled for any reason prior to
its exercise in full shall again become available for Options
thereafter granted under the Plan and the same shall not be
deemed an increase in the number of Shares reserved for issuance
under the Plan."
Dated: September 1, 2000
