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Technology Stocks : WDC/Sandisk Corporation -- Ignore unavailable to you. Want to Upgrade?

To: Michael A. Gottesman who wrote (5269)	4/8/1999 1:42:00 PM
From: Art Bechhoefer	Respond to of 60323

The proposed additional shares for stock options are reasonable because (1) without them, it would be difficult to attract and retain top quality employees, and (2) the alternative of higher salaries and percs would cut into current earnings more than stock options. The only adverse part of stock options comes from offering the options at below market prices (forcing the company to report the difference between option price and market price as an expense). That does not appear to be the case here. In short, this is standard operating procedure, and it is used liberally by companies that anticipate higher than average growth.