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This excerpt taken from the AAPL 10-Q filed May 4, 2005. Granted in Connection with Options.
At the sole discretion of the Administrator, SARs may be granted in connection
with all or any part of an Option, either concurrently with the grant of the
Option or at any time thereafter during the term of the Option. The following
provisions apply to SARs that are granted in connection with Options:
(i) The SAR shall entitle the Participant to exercise the SAR by surrendering to the Company unexercised a portion of the related Option. The Participant shall receive in exchange from the Company an amount equal to the excess of (x) the Fair Market Value on the date of exercise of the SAR of the Common Stock covered by the surrendered portion of the related Option over (y) the exercise price of the Common Stock covered by the surrendered portion of the related Option. Notwithstanding the foregoing, the Administrator may place limits on the amount that may be paid upon exercise of a SAR; provided, however, that such limit shall not restrict the exercisability of the related Option;
(ii) When a SAR is exercised, the related Option, to the extent surrendered, shall no longer be exercisable;
(iii) A SAR shall be exercisable only when and to the extent that the related Option is exercisable and shall expire no later than the date on which the related Option expires; and
(iv) A SAR may only be exercised at a time when the Fair Market Value of the Common Stock covered by the related Option exceeds the exercise price of the Common Stock covered by the related Option.
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