Page 1 of 3

 
If, prior to the Termination Date, Optionee shall cease to be employed by the Company or asubsidiary thereof by reason of a Retirement, the Option shall not be forfeited, but shall remainoutstanding until the Termination Date (except as otherwise limited under the Plan or thisAgreement); provided, however, that any portion of the Option that had not vested and becomeexercisable prior to the date of Retirement shall thereafter become exercisable only at such timeas a portion of the Option would have become both vested and exercisable had the Optionee’semployment not terminated. For purposes of this Agreement, “Retirement” or “Retired” shall mean atermination of Optionee’s employment with the Company or a subsidiary after Optionee has attainedage 65 or has attained age 55 and five years of service with the Company and its subsidiaries,excluding a termination by the Company or a subsidiary for cause (as determined by the Committee).If, prior to the Termination Date, Optionee shall cease to be employed by the Company or asubsidiary thereof by reason of a disability, the Option shall remain exercisable until theTermination Date or until the date one year after the date of cessation of employment, whicheveroccurs first, to the extent it was exercisable at the time of cessation of employment, whereuponthe Option shall terminate together with all of Optionee’s rights hereunder.In the event of the death of Optionee prior to the Termination Date while employed by theCompany or any subsidiary thereof, or thereafter in the case of an Option exercisable after hiscessation of employment, each Option held by Optionee may be exercised at any time or from time totime until the earliest of (i) the Termination Date, (ii), if Optionee had previously Retired orcould have Retired at the time he died while still employed, until the date three years after thedate of his death, or (iii), if Optionee had not previously Retired and could not have Retired atthe time of his death while still employed, one year after the date of his death. Such optionshall be exercisable during the applicable periods, by the person or persons to whom Optionee’srights under each Option shall pass by will or by the applicable laws of descent and distributionor pursuant to a valid designation of beneficiary filed by Optionee with the Committee, but suchOption shall be exercisable only to the extent, if any, that Optionee was entitled to exercise iton the date of his death. At the end of such exercisability period, such Option shall terminatetogether with all of the rights of the person entitled to exercise it hereunder.*Forfeiture.*Subject to the specific provisions of the Plan, the unexercised Option may be forfeitedin certain events. Among such events are Optionee’s engaging in a business directly in competitionwith a business conducted by the Company; Optionee’s inducement of a customer or supplier of theCompany not to continue to do business with the Company; Optionee’s influencing an employee of theCompany or a subsidiary to terminate employment; and Optionee’s disclosure or use of informationproprietary to the Company, except as authorized by the Company in the course of his or heremployment, all as determined by the Committee in each particular case.*How to Exercise Option*. Subject to the provisions of the Plan, this Option may be exercised bywritten notice to the Company stating the number of shares with respect to which it is beingexercised and (i) accompanied by payment of the Exercise Price by a check payable to the order ofthe Company in New York Clearing House funds, or (ii) if acceptable to the Committee, by surrenderor delivery to the Company of shares of its Stock with a Fair Market Value equal to or less thanthe Exercise Price or through a written election of Optionee to have shares of Stock with a FairMarket Value equal to or less than the Exercise Price withheld from the shares Optionee wouldotherwise receive, plus delivery of a check for any difference. As soon as practicable afterreceipt of such notice and payment, the Company shall, without transfer or issue tax or otherincidental expense to Optionee, deliver to Optionee at the offices of the Company or such otherplace as may be mutually acceptable or, at the election of the Company, by first-class insured mailaddressed to Optionee at his or her address shown in the employment records of the Company or atthe location at which Optionee is employed by
Page 2 of 3

 
the Company or a subsidiary, a certificate or certificates for previously unissued shares orreacquired shares of its Stock, as the Company may elect.*Legal Compliance.*The Company may postpone the time of issuance or delivery of certificates of itsStock or payment of other benefits pursuant to this Option if the Company reasonably anticipatesthat the delivery of such Stock or payment of other benefits would violate any federal or statelaw, rule or regulation and may require any Optionee to make such representations, furnish suchinformation and comply with or be subject to such other conditions as it may consider appropriatein connection with the issuance or delivery of Stock or payment of other benefits in compliancewith applicable laws, rules, and regulations, provided however that delivery of certificates ofStock or payment of other benefits shall be made at the earliest date at which the Companyreasonably anticipates that such delivery of Stock or payment of other benefits will not cause aviolation of the applicable laws, rules and regulations.If Optionee fails to accept delivery of the shares of Stock of the Company upon tender of deliverythereof, his or her right to exercise this Option with respect to such undelivered shares may beterminated.IN WITNESS WHEREOF, BOWNE & CO., INC. has caused this Agreement to be executed by an officer of theCompany thereunto duly authorized and Optionee has executed this Agreement, as of the«Date_of_Grant»**.**       BOWNE & CO., INC.         By:          Susan W. Cummiskey    SVP, Human Resources         OPTIONEE:          **«Name»**  
Page 3 of 3