Exhibit 10.2


 


SABRE COMMUNICATIONS HOLDINGS, INC.


STOCK OPTION


 


A.             A STOCK OPTION for a total
of                 
shares of Common Stock, par value $0.01, of Sabre Communications Holdings, Inc.,
a Delaware corporation (herein the “Corporation”) is hereby granted to                                                           
(herein the “Optionee”), subject in all respects to the terms and provisions of
the Stock Option Plan (herein the “Plan”), dated May 10, 2006, which has
been adopted by the Corporation and which is incorporated herein by reference.


 


B.               The option price is                     
per share.


 


C.               The shares available under
this Stock Option shall vest pursuant to the terms of the Plan. Twenty percent
(20%) of the options vest as of the date of this grant and the remaining shares
vest at 20% per year.


 


D.              The Common Stock to be
issued upon exercise of this Option shall be restricted stock, subject to all
provisions, including those pertaining to prohibition on transferability and
repurchase as set forth in the Plan.


 


E.                This Option may not be
exercised if the issuance of shares of Common Stock of the Corporation upon
such exercise would constitute a violation of any applicable Federal or State
securities or other law or valid regulation. 
As a condition to the exercise of this Option, Optionee shall represent
to the Corporation that the shares of Common Stock of the Corporation that are
acquired under this Option are being acquired by Optionee for investment and
not with a present view to distribution or resale, unless counsel for the
Corporation is then of the opinion that such a representation is not required
under the Securities Act of 1933 or any other applicable law, regulation, or rule of
any governmental agency.


 


F.                This Option may not be transferred
in any manner otherwise than by will or the laws of descent and distribution,
and may be exercised during the lifetime of the Optionee only by him.  The terms of this Option shall be binding
upon the executors, administrators, heirs, successors, and assigns of the
Optionee.


 


G.               This Option may not be
exercised more than ten (10) years form the date of its grant, and may be
exercised during such term only in accordance with the terms of the Plan.


 


Date
of Option Grant:                                  ,
200      SABRE COMMUNICATIONS HOLDINGS, INC.


 


	
  ATTEST:

  	
  By

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Title

  	
   

  



 


The
Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed
hereto, and represents that he is familiar with the terms and provisions
thereof.  The Optionee hereby accepts
this Option subject to all the terms and provisions of the Plan.  The Optionee hereby agrees to accept as
binding, conclusive, and final all decisions and interpretations of the Board
of Directors and, where applicable, the Stock Option Plan Committee, upon any
questions arising under the Plan.  As a
condition to the issuance of shares of Common Stock of the Corporation under
this Option, the Optionee authorizes the Corporation to withhold in accordance
with applicable law from any regular cash compensation payable to him any taxes
required to be withheld by the company under Federal, State, or Local law as a
result of his exercise of this Option.


 


	
   

  	
   

  	
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  Optionee
  Signature

  	
   

  	
  Date