SEITEL, INC.
                             2000 STOCK OPTION PLAN
                              Adopted July 26, 2000


         1. Purpose.  The Plan is established as a compensatory plan to attract,
retain and  provide  equity  incentives  to  selected  persons  to  promote  the
financial success of the Company.

         2. Definitions.  As used herein, unless the context requires otherwise,
the following terms shall have the meanings indicated below:

         (a) "Affiliate", means (i) any corporation, partnership or other entity
which owns,  directly or indirectly,  a majority of the voting equity securities
of the Company,  (ii) any  corporation,  partnership  or other entity of which a
majority of the voting equity  securities or equity interest is owned,  directly
or indirectly,  by the Company,  and (iii) any other entity that is consolidated
in the Company's financial statements.

         (b)  "Board" means the Board of Directors of the Company.

         (c)  "Code"  means  the  Internal  Revenue  Code of 1986,  as  amended.
Reference  in the Plan to any section of the Code shall be deemed to include any
amendments  or successor  provisions to such section and any  regulations  under
such section.

         (d) "Common Stock" means the Common Stock, $.01 par value per share, of
the Company or the common stock that the Company may in the future be authorized
to issue (as long as the common stock varies from that currently authorized,  if
at all, only in amount of par value).

         (e)  "Company" means Seitel, Inc., a Delaware corporation.

         (f)  "Consultant"  means  any  person  (other  than  an  Employee  or a
Director, solely with respect to rendering services in such person's capacity as
a Director) who is engaged by the Company or any Affiliate to render  consulting
or advisory services to the Company or such Affiliate.

         (g)  "Continuous  Service"  means that the provision of services to the
Company or an Affiliate in the capacity of Employee,  Director or  Consultant is
not  interrupted  or  terminated.  Except as  otherwise  provided  in the Option
Agreement,  service shall not be considered  interrupted  or terminated for this
purpose in the case of (i) any approved leave of absence,  (ii) transfers  among
the  Company,  any  Affiliate,  or any  successor,  in the capacity of Employee,
Director or Consultant,  or (iii) any change in status as long as the individual
remains  in the  service of the  Company  or an  Affiliate  in any  capacity  of
Employee,  Director or  Consultant.  An approved  leave of absence shall include
sick leave,  military leave, or any other authorized  personal leave. Solely for
purposes of  determining  the  exercise  period  during  which an  Optionee  may
exercise an option following  termination of the Optionee's  Continuous Service,
service shall not be considered interrupted or terminated during the period that
the Optionee continues as a Director immediately following his termination as an
Employee,  or during the  period  that the  Optionee  continues  as an  Employee
immediately following his termination as a Director.

         (h)  "Director" means a  member of  the Board or the board of directors
of an Affiliate.

         (i)  "Disability"  means the permanent and total disability of a person
within the meaning of Section 22(e)(3) of the Code.

         (j) "Employee" means any person,  including an Officer or Director, who
is an employee,  whether full-time or part-time, of the Company or an Affiliate.
The Company's or an Affiliate's providing compensation to a Director solely with
respect to rendering services in the capacity of a Director,  however, shall not
be sufficient to constitute "employment" by the Company.

         (k)  "Exchange  Act"  means the  Securities  Exchange  Act of 1934,  as
amended.  Reference  in the Plan to any  section  of the  Exchange  Act shall be
deemed to include any amendments or successor provisions to such section and any
rules and regulations relating to such section.

         (l) "Fair Market Value" means,  as of any date, the value of the Common
Stock determined as follows:

         (i) If the Common Stock is listed on any established  stock exchange or
traded on the Nasdaq  National Market or the Nasdaq  SmallCap  Market,  the Fair
Market  Value of a share of Common  Stock shall be the  closing  sales price for
such stock (or the  closing  bid, if no sales were  reported)  as quoted on such
exchange  or market  (or the  exchange  or market  with the  greatest  volume of
trading in the Common  Stock) on the day of  determination,  as  reported in The
Wall Street Journal or such other source as the Board deems reliable.

         (ii) In the  absence  of any such  established  markets  for the Common
Stock, the Fair Market Value shall be determined in good faith by the Board.

         (m)  "Non-Qualified Stock Option"  means an Option not intended to meet
the  requirements of Section 422 of theCode.

         (n) "Officer"  means a person who is an "officer" of the Company within
the  meaning of Section 16 of the  Exchange  Act  (whether or not the Company is
subject to the requirements of the Exchange Act).

         (o) "Option" means a Non-Qualified Stock Option granted pursuant to the
Plan to purchase a specified number of shares of Common Stock.

         (p) "Option Agreement" means the written agreement evidencing the grant
of an Option executed by the Company and the Optionee,  including any amendments
thereto.

         (q)   "Optionee" means an individual to whom an Option has been granted
under the Plan.

         (r) "Plan" means this  Seitel,  Inc.  2000 Stock  Option  Plan,  as set
forth herein and as it may be amended from time to time.

         (s) "Rule 16b-3" means Rule 16b-3  promulgated  under the Exchange Act,
as it may be amended from time to time, and any successor to Rule 16b-3.

         (t) "Section"  means a Section of the Plan unless  otherwise  stated or
the context otherwise requires.

         (u)  "Securities  Act" means the  Securities  Act of 1933,  as amended.
Reference  in the Plan to any section of the  Securities  Act shall be deemed to
include any amendments or successor provisions to such section and any rules and
regulations relating to such section.

         3. Types of Options and Shares.  Options  granted under this Plan shall
be Non-Qualified  Stock Options.  The shares of stock that may be purchased upon
exercise of Options granted under this Plan are shares of Common Stock.

         4. Shares Subject to Plan.  The aggregate  number of shares that may be
issued  pursuant to Options  granted  under this Plan is 750,000  shares and the
maximum  number of shares of Common  Stock that may be granted to any one person
under Options granted under this Plan may not exceed 200,000 shares,  subject in
each case to adjustment as provided in Section  11(a).  If any Option expires or
is terminated  without being  exercised in whole or in part, the  unexercised or
released  shares of Common Stock from such Options will be available  for future
grant and purchase  under this Plan.  At all times during the term of this Plan,
the  Company  will  reserve and keep  available  such number of shares of Common
Stock as will be required to satisfy the  requirements  of  outstanding  Options
under this Plan.

         5. Broadly-Based  Plan;  Eligibility.  The Plan will be administered by
the Board as a  "broadly-based"  plan pursuant to the  requirements  of New York
Stock Exchange Rule 312.03. As such, all of the Company's full time employees in
the United States,  who are "exempt  employees," as defined under the Fair Labor
Standards Act of 1938,  are eligible to receive  Options under this Plan, and at
least a majority of the shares of Common Stock underlying  Options granted under
this  Plan,  during the three year  period  commencing  on the date this Plan is
adopted by the Company,  shall be awarded to  Employees  who are not Officers or
Directors  of the  Company.  Options  may be  granted  hereunder  to  Employees,
Officers,  Directors,  and  Consultants.  Subject  to  the  requirements  of the
preceding sentences, the Board in its sole discretion will select the recipients
of Options. An Optionee may be granted more than one Option under this Plan.

         6.  Terms and  Conditions  of  Options.  The Board will  determine  the
provisions,  terms and conditions of each Option including,  but not limited to,
the  vesting  schedule,  the  number of shares of Common  Stock  subject  to the
Option, the exercise price of the Option, the period during which the Option may
be  exercised,  repurchase  provisions,  rights  of  first  refusal,  forfeiture
provisions,  methods  of  payment,  and all other  terms and  conditions  of the
Option, subject to the following:

         (a) Form of Option  Grant.  Each Option  granted under the Plan will be
evidenced by a written Option Agreement in such form (which need not be the same
for each Optionee) as the Board from time to time approves.

         (b) Date of Grant.  The date of grant of an Option  will be the date on
which the Board makes the  determination  to grant such Option unless  otherwise
specified  by the Board.  The Option  Agreement  evidencing  the Option  will be
delivered  to the  Optionee  with a copy of the Plan and other  relevant  Option
documents, within a reasonable time after the date of grant.

         (c) Exercise Price. The exercise price of a Non-Qualified  Stock Option
will be not less  than  100% of the Fair  Market  Value of the  shares of Common
Stock on the date of grant of the Option.

         (d) Exercise  Period.  Options will be  exercisable  within the time or
times or upon the event or events  determined  by the Board and set forth in the
Option Agreement;  provided,  however,  that no Option will be exercisable after
the expiration of ten (10) years from the date of grant of the Option.

         (e) Transferability of Options. Options granted under the Plan, and any
interest  therein,  will not be transferable or assignable by the Optionee,  and
may not be made subject to execution,  attachment or similar process,  otherwise
than by will or by the laws of descent and distribution, and will be exercisable
during the lifetime of the Optionee only by the Optionee,  or by the  Optionee's
guardian  or  legal  representative  if the  Optionee  is  legally  incompetent;
provided,  that the Optionee may,  however,  designate  persons who or which may
exercise the Optionee's Options following the Optionee's death.  Notwithstanding
the preceding  sentence,  Options held by an Optionee may be transferred to such
family members,  family trusts and family partnerships as the Board, in its sole
discretion,  may approve at the time of the grant of such Option and as provided
for in the Optionee's Option Agreement.

         (f)  Acquisitions and Other  Transactions.  The Board may, from time to
time,  assume  outstanding  options  granted  by  another  company,  whether  in
connection with an acquisition of such other company or otherwise, by either (i)
granting an Option under the Plan in  replacement  of the option  assumed by the
Company, or (ii) treating the assumed option as if it had been granted under the
Plan if the terms of such assumed  option could be applied to an Option  granted
under the Plan. Such assumption will be permissible if the holder of the assumed
option would have been  eligible to be granted an Option  hereunder if the other
company had  applied  the rules of this Plan to such  grant.  The Board also may
grant Options under the Plan in settlement of or substitution  for,  outstanding
options or obligations to grant future options in connection with the Company or
an  Affiliate  acquiring  another  entity,  an interest in another  entity or an
additional  interest in an Affiliate  whether by merger,  stock purchase,  asset
purchase or other form of transaction.  Notwithstanding the foregoing provisions
of Section  6(c),  in the case of an Option  issued or assumed  pursuant to this
Section  6(g),  the  exercise  price  for the  Option  shall  be  determined  in
accordance with the principles of Section 424(a) of the Code.

         7.  Exercise of Options.
             --------------------

         (a) Notice. Options may be exercised only by delivery to the Company of
a written exercise  agreement  approved by the Board (which need not be the same
for each  Optionee),  stating  the  number  of  shares  of  Common  Stock  being
purchased,  the restrictions  imposed on the shares of Common Stock, if any, and
such representations and agreements  regarding the Optionee's  investment intent
and access to information  and other matters,  if any, as may be required by the
Company  to  comply  with  applicable  securities  laws,  or as  may  be  deemed
appropriate  by the Company in connection  with the issuance of shares of Common
Stock upon exercise of the Option, together with payment in full of the exercise
price for the number of shares of Common Stock being purchased.

         (b)  Payment.  Payment for the shares of Common  Stock to be  exercised
under an Option may be made in cash (by check) or,  where  approved by the Board
in its sole discretion at the time of grant and where permitted by law: (i) if a
public market for the Common Stock exists,  through a "same day sale" commitment
from  the  Optionee  and a  broker-dealer  that  is a  member  of  the  National
Association of Securities Dealers,  Inc. (an "NASD Dealer") whereby the Optionee
irrevocably elects to exercise the Option and to sell a portion of the shares of
Common Stock so  purchased  to pay for the  exercise  price and whereby the NASD
Dealer  irrevocably  commits  upon  receipt  of such  shares of Common  Stock to
forward the exercise price directly to the Company;  (ii) if a public market for
the Common Stock exists,  through a "margin" commitment from the Optionee and an
NASD Dealer whereby the Optionee  irrevocably  elects to exercise the Option and
to pledge the shares of Common  Stock so purchase to the NASD Dealer in a margin
account  as  security  for a loan  from the NASD  Dealer  in the  amount  of the
exercise price, and whereby the NASD Dealer irrevocably  commits upon receipt of
such  shares of Common  Stock to forward  the  exercise  price  directly  to the
Company; or (iii) by any combination of the foregoing.

         (c) Withholding  Taxes. Prior to issuance of the shares of Common Stock
upon exercise of an Option,  the Optionee  will pay or make  adequate  provision
acceptable to the Board for the satisfaction of the statutory minimum prescribed
amount of any federal or state income or other tax  withholding  obligations  of
the  Company,  if  applicable.  Upon  exercise of an Option,  the Company  shall
withhold or collect from the Optionee an amount  sufficient  to satisfy such tax
withholding obligations.

         (d)  Exercise of Option Following Termination of Continuous Service.

         (i) An Option may not be exercised  after the  expiration  date of such
Option set forth in the Option  Agreement  and may be  exercised  following  the
termination of an Optionee's  Continuous  Service only to the extent provided in
the Option Agreement.

         (ii) Where the Option  Agreement  permits an  Optionee  to  exercise an
Option  following the  termination  of the Optionee's  Continuous  Service for a
specified period,  the Option shall terminate to the extent not exercised on the
last day of the  specified  period or the last day of the  original  term of the
Option, whichever occurs first.

         (iii)  The  Board  will  have  discretion  to  determine   whether  the
Continuous Service of an Optionee has terminated and the effective date on which
such Continuous Service terminates and whether the Optionee's Continuous Service
terminated as a result of the Disability of the Optionee.

         (e) Limitations on Exercise.

         (i) The Board  may  specify a  reasonable  minimum  number of shares of
Common  Stock or a  percentage  of the shares  subject to an Option  that may be
purchased on any exercise of an Option;  provided, that such minimum number will
not prevent  Optionee from  exercising the full number of shares of Common Stock
as to which the Option is then exercisable.

         (ii) The  obligation of the Company to issue any shares of Common Stock
pursuant to the  exercise of any Option  will be subject to the  condition  that
such  exercise and the issuance  and  delivery of such shares  pursuant  thereto
comply with the Securities  Act, all applicable  state  securities  laws and the
requirements  of any stock  exchange  or national  market  system upon which the
shares of Common Stock may then be listed or quoted, as in effect on the date of
exercise.  The Company  will be under no  obligation  to register  any resale of
shares of Common Stock with the Securities and Exchange  Commission or to effect
compliance with the registration,  qualification or listing  requirements of any
state  securities  laws or stock exchange or national market system with respect
to any such resale of the shares of Common  Stock,  and the Company will have no
liability for any inability or failure to do so.

         8. Modification, Extension And Renewal of Options . The Board will have
the power to modify,  extend or renew  outstanding  Options and to authorize the
grant of new Options in substitution therefor, provided that any such action may
not,  without the written  consent of any Optionee,  impair any rights under any
Option previously granted to such Optionee.

         9.  Privileges  of Stock  Ownership.  No Optionee  will have any of the
rights of a stockholder with respect to any shares of Common Stock subject to an
Option  until such  Option is properly  exercised  and the shares are issued and
delivered to the Optionee,  as evidenced by an appropriate entry on the books of
the Company or of a duly authorized transfer agent of the Company. No adjustment
will be made for dividends or distributions or other rights for which the record
date is prior to such date of issuance and  delivery,  except as provided in the
Plan.

         10.  Adjustment Upon Changes in Capitalization and Corporate Events.

         (a) Capital  Adjustments.  The number of shares of Common Stock covered
by each  outstanding  Option  granted under the Plan and the Option price may be
adjusted  to  reflect,  as deemed  appropriate  by the Board,  any  increase  or
decrease  in the  number  of  shares  of  Common  Stock  resulting  from a stock
dividend,  stock split,  reverse stock split,  combination,  reclassification or
similar  change in the  capital  structure  of the  Company  without  receipt of
consideration,  subject to any required action by the Board or the  stockholders
of the  Company  and  compliance  with  applicable  securities  laws;  provided,
however, that a fractional share will not be issued upon exercise of any Option,
and either any fraction of a share of Common Stock that would have resulted will
be cashed  out at Fair  Market  Value or the  number  of shares of Common  Stock
issuable  under the Option will be rounded up to the nearest  whole  number,  as
determined by the Board.

         (b) Dissolution or Liquidation.  The Board shall notify the Optionee at
least twenty (20) days prior to any proposed  dissolution  or liquidation of the
Company.  Unless provided  otherwise in an individual Option  Agreement,  to the
extent  that an Option has not been  previously  exercised,  such  Option  shall
terminate immediately prior to consummation of such dissolution or liquidation.

         (c)  Merger,   Asset  Sale  and  Change  in  Control.  If,  during  the
effectiveness of the Plan (i) the Company  consummates a merger,  consolidation,
share exchange, or reorganization with another corporation or other legal entity
and,  as  a  result  of  such  merger,   consolidation,   share   exchange,   or
reorganization,  less  than a  majority  of the  combined  voting  power  of the
outstanding  securities of the surviving  entity (whether the Company or another
entity)  immediately  after such  transaction  is held in the  aggregate  by the
holders of securities of the Company that were entitled to vote generally in the
election  of  directors  of the  Company  (or its  successor)  ("Voting  Stock")
immediately before such transaction,  or (ii) when pursuant to a tender offer or
exchange offer for securities of the Company, or in any other manner, any person
or group  within the  meaning of the  Exchange  Act, as amended  (excluding  any
employee benefit plan, or related trust,  sponsored or maintained by the Company
or any of its affiliates),  acquires beneficial ownership (within the meaning of
Rule 13d-3  promulgated  under the Exchange  Act) of more than 50% of the Voting
Stock (the surviving  corporation or purchaser  described in this Section 10(c),
the "Purchaser", and any such event described in this Section 10(c) a "Change in
Control"),  the  Purchaser  shall either assume the  obligations  of the Company
under the outstanding Options or convert the outstanding Options into options of
at least equal value as to stock of the Purchaser.

         In the event such Purchaser refuses to assume or substitute Options, as
provided above,  pursuant to a Change in Control event,  each Option which is at
the time outstanding  under the Plan shall, (i) except as provided  otherwise in
an  individual   Option  Agreement,   automatically   become  fully  vested  and
exercisable  immediately prior to the specified effective date of such Change in
Control,  for all of the shares of Common Stock at the time  represented by such
Option,  and (ii)  notwithstanding  any contrary terms in the Option  Agreement,
expire on a date at least twenty (20) days after the Board gives written  notice
to Optionees specifying the terms and conditions of such termination.

         11.  Administration.  This Plan shall be  administered by the Board. As
such,  grants of Options  hereunder  are  intended to qualify for the  treatment
afforded  by Rule  16b-3.  The Board  shall  interpret  the Plan and any Options
granted  pursuant to the Plan and shall  prescribe such rules and regulations in
connection  with the  operation of the Plan as it determines to be advisable for
the  administration  of the Plan.  The Board may rescind and amend its rules and
regulations  from time to time.  The  interpretation  by the Board of any of the
provisions of this Plan or any Option  granted under this Plan will be final and
binding upon the Company and all persons having an interest in any Option or any
shares of Common Stock purchased pursuant to an Option.

         12. Effect of Plan.  Neither the adoption of the Plan nor any action of
the Board shall be deemed to give any Employee any right to be granted an Option
to purchase  Common Stock or any other rights  except as may be evidenced by the
Option  Agreement,  or any amendment  thereto,  duly authorized by the Board and
executed on behalf of the Company,  and then only to the extent and on the terms
and conditions  expressly set forth  therein.  The existence of the Plan and the
Options granted  hereunder shall not affect in any way the right of the Board or
the   stockholders   of  the  Company  to  make  or  authorize  any  adjustment,
recapitalization,  reorganization  or  other  change  in the  Company's  capital
structure or its business, any merger or consolidation of the Company, any issue
of bonds,  debentures,  or shares of preferred  stock ahead of or affecting  the
Common  Stock or the rights  thereof,  the  dissolution  or  liquidation  of the
Company or any sale or  transfer of all or any part of the  Company's  assets or
business,  or any  other  corporate  act or  proceeding  by or for the  Company.
Nothing  contained  in  the  Plan  or  in  any  Option  Agreement  or  in  other
Option-related  documents shall confer upon any Employee,  Officer,  Director or
Consultant  any right  with  respect  to such  person's  Continuous  Service  or
interfere  or affect in any way with the right of the Company or an Affiliate to
terminate such person's Continuous Service at any time, with or without cause.

         13.  No  Effect  on  Retirement  and  Other  Benefit  Plans.  Except as
specifically provided in a retirement or other benefit plan of the Company or an
Affiliate,  Options shall not be deemed  compensation  for purposes of computing
benefits  or  contributions  under  any  retirement  plan of the  Company  or an
Affiliate, and shall not affect any benefits under any other benefit plan of any
kind or any benefit plan subsequently instituted under which the availability or
amount  of  benefits  is  related  to level of  compensation.  The Plan is not a
"Retirement  Plan" or  "Welfare  Plan"  under  the  Employee  Retirement  Income
Security Act of 1974, as amended.

         14.  Amendment or  Termination of Plan. The Board in its discretion may
at any time terminate or amend the Plan in any respect,  including  amendment of
any form of Option  Agreement,  exercise  agreement or instrument to be executed
pursuant to the Plan.  No Option may be granted after  termination  of the Plan.
Any amendment or  termination  of the Plan shall not affect  Options  previously
granted,  and such Options  shall remain in full force and effect as if the Plan
had not been  amended or  terminated,  unless  mutually  agreed  otherwise  in a
writing signed by the Optionee and the Company.

         15.  Effective Date and Term of Plan.  The Plan shall become  effective
upon its  adoption by the Board.  It shall  continue in effect for a term of ten
(10) years from its adoption  date,  unless  sooner  terminated by action of the
Board.  Subject to the terms and  conditions of this Plan and  applicable  laws,
Options may be granted under the Plan upon its becoming effective.

         16. Severability and Reformation. The Company intends all provisions of
the Plan to be enforced to the fullest  extent  permitted  by law.  Accordingly,
should  a court  of  competent  jurisdiction  determine  that  the  scope of any
provision  of the Plan is too broad to be enforced as written,  the court should
reform the provision to such narrower scope as it determines to be  enforceable.
If, however, any provision of the Plan is held to be wholly illegal, invalid, or
unenforceable  under  present  or  future  law,  such  provision  shall be fully
severable  and severed,  and the Plan shall be construed and enforced as if such
illegal,  invalid, or unenforceable  provision were never a part hereof, and the
remaining provisions of the Plan shall remain in full force and effect and shall
not be affected by the illegal,  invalid,  or unenforceable  provision or by its
severance.

         17.  Governing  Law. The Plan shall be  construed  and  interpreted  in
accordance  with the laws of the State of Delaware.

         18. Interpretive  Matters.  Whenever required by the context,  pronouns
and any variation  thereof shall be deemed to refer to the masculine,  feminine,
or neuter,  and the singular  shall include the plural and visa versa.  The term
"including"  does not denote or imply any limitation.  The captions and headings
used in the Plan are inserted for  convenience and shall not be deemed a part of
the Plan for construction or interpretation.



<PAGE>









                                                           Award Number:
                                                                        --------



                       SEITEL, INC. 2000 STOCK OPTION PLAN

                             STOCK OPTION AGREEMENT


Optionee:

Address:

Total Shares Subject to Option:

Exercise Price Per Share:

Date of Grant:


Post-Termination Exercise Period:

Expiration Date:


         1.  Grant  of  Option.   Seitel,  Inc.,  a  Delaware  corporation  (the
"Company"),  hereby grants to the Optionee  named above an option (the "Option")
to  purchase  the total  number of shares of Common  Stock set forth  above (the
"Shares")  at the  exercise  price  per share set  forth  above  (the  "Exercise
Price"),  in accordance with this Option  Agreement and subject to the terms and
conditions  of the Seitel,  Inc. 2000 Stock Option Plan, as amended from time to
time (the "Plan"), which are incorporated herein by reference. The Option is not
intended to qualify as an "incentive stock option" within the meaning of Section
422 of the Code. Unless otherwise defined herein,  capitalized terms used herein
shall have the same meanings ascribed to them in the Plan.

         2.  Vesting;  Time of Exercise.  Subject to the terms and conditions of
the Plan and this Option Agreement, the Option shall vest and become exercisable
in the following cumulative installments, as follows:

                  [(a)  Up  to  one-third  (1/3)  of  the  Shares  shall  become
exercisable  at any time on or after the first  anniversary of the date of grant
set forth above (the "Date of Grant");

                  (b) Up to an  additional  one-third  (1/3) of the Shares shall
become exercisable at any time on or after the second anniversary of the Date of
Grant; and

                  (c) The remaining Shares shall become  exercisable at any time
on or after the third anniversary of the Date of Grant.]

If an installment covers a fractional Share, such installment will be rounded to
the next  highest  Share,  except the final  installment,  which will be for the
balance of the total Shares;  provided,  that the Optionee  shall in no event be
entitled  under the Option to  purchase  a number of shares of the Common  Stock
greater   than  the  "Total   Shares   Subject  to  Option"   indicated   above.
Notwithstanding  anything herein to the contrary, the Option shall expire on the
Expiration  Date set forth above and must be exercised,  if at all, on or before
the Expiration  Date. If the Optionee's  Continuous  Service is terminated,  the
Option  will be  exercisable  only to the extent  that the  Optionee  could have
exercised  it on the  date  of his or her  termination  of  Continuous  Service.
Notwithstanding   anything  to  the  contrary  herein,  the  Shares  may  become
exercisable  earlier than the time stated above in  connection  with a Change in
Control. In addition,  the Optionee may forfeit his or her right to exercise the
Option if Optionee's  Continuous  Service is terminated for Cause (as defined in
Section 6 of this Option Agreement).

         3.  Exercise of Option.

         (a) Right to Exercise.  The Option shall be  exercisable  in accordance
with the vesting provisions  contained in Section 2 of this Option Agreement and
with the other applicable provisions of the Plan and this Option Agreement.  The
Option shall be subject to the  provisions of Section 10 of the Plan relating to
the  exercisability  or  termination  of the  Option in the event of a Change in
Control or in the event of a dissolution or liquidation of the Company.

         (b)  Method  of  Exercise.  The  Option  shall be  exercisable  only by
delivery to the Company of an executed  Stock  Option  Exercise  Agreement  (the
"Exercise Agreement") in the form attached hereto as Exhibit A, or in such other
form  approved  by the Board,  which  shall  state the  Optionee's  election  to
exercise  the Option,  the whole number of Shares in respect of which the Option
is being  exercised,  and such other provisions as may be required by the Board.
The Exercise Agreement shall be signed by the Optionee and shall be delivered to
the Company in person or by courier,  by certified mail, or by such other method
as may be  permitted by the Board,  accompanied  (in any case) by payment of the
Exercise Price for each Share covered by the Exercise Agreement, as described in
Section 4 of this Option  Agreement.  The Option shall be deemed to be exercised
upon receipt by the Company of such written  Exercise  Agreement  accompanied by
the Exercise Price.

         (c) Issuance of Shares.  If the Exercise  Agreement  and payment are in
form and substance  satisfactory  to counsel for the Company and Optionee or any
other person  permitted  to exercise  the Option has complied  with Section 5 of
this Option Agreement,  the Company shall issue or cause the issuance of, in the
name of the Optionee or Optionee's legal representative, the Shares purchased by
such exercise of the Option.

         4. Method of Payment.  The Optionee's  delivery of the signed  Exercise
Agreement to exercise the Option (in whole or in part) shall be  accompanied  by
full payment of the Exercise Price for the Shares being  purchased.  Payment for
the Shares may be made in cash (by check) or, at the  election  of the  Optionee
and where  permitted  by law:  (i) if a public  market for the  Company's  stock
exists,   through  a  "same  day  sale"  commitment  from  the  Optionee  and  a
broker-dealer that is a member of the National Association of Securities Dealers
(an "NASD  Dealer")  whereby the  Optionee  irrevocably  elects to exercise  the
Option and to sell a portion of the Shares so  purchased to pay for the exercise
price and whereby  the NASD  Dealer  irrevocably  commits  upon  receipt of such
Shares to forward the exercise price  directly to the Company;  (ii) if a public
market for the Company's  stock exists,  through a "margin"  commitment from the
Optionee and an NASD Dealer whereby the Optionee  irrevocably elects to exercise
the Option and to pledge the Shares so  purchased to the NASD Dealer in a margin
account  as  security  for a loan  from the NASD  Dealer  in the  amount  of the
exercise price, and whereby the NASD Dealer irrevocably  commits upon receipt of
such Shares to forward the exercise price  directly to the Company;  or (iii) by
any combination of the foregoing.

         5. Tax  Withholding  Obligations.  No Shares will be  delivered  to the
Optionee or any other person  permitted  to exercise the Option  pursuant to the
exercise  of the  Option  until  the  Optionee  or such  other  person  has made
arrangements  acceptable  to the  Board  for  the  satisfaction  of the  minimum
prescribed  applicable  income tax,  employment  tax,  and social  security  tax
withholding  obligations,  including  obligations  incident  to the  receipt  of
Shares.  Upon exercise of the Option, the Company or the Optionee's employer may
offset or  withhold  (from any  amount  owed by the  Company  or the  Optionee's
employer to the Optionee) or collect from the Optionee or obligations such other
person  an  amount  sufficient  to  satisfy  such  tax  obligations  and/or  the
employer's withholding obligations.

         6.  Termination or Change of Continuous Service.

         (a) Post-Termination  Exercise. Subject to the provisions of Sections 7
and 8 of this Option Agreement, if the Optionee's Continuous Service terminates,
other than as described in Section 6(b) of this Option  Agreement,  the Optionee
may, to the extent  otherwise so entitled at the date of such  termination  (the
"Termination Date"),  exercise the Option during the  Post-Termination  Exercise
Period.  Upon termination of the Optionee's  Continuous  Service as described in
Section  6(b) of this Option  Agreement,  the  Optionee's  right to exercise the
Option  shall,   except  as  otherwise   determined  by  the  Board,   terminate
concurrently with the termination of the Optionee's  Continuous  Service.  In no
event may the Option be exercised  later than the  Expiration  Date set forth in
the  Exercise  Agreement.  Except as provided in Sections 7 and 8 of this Option
Agreement,  to the extent  that the  Optionee is not  entitled  to exercise  the
Option on the Termination  Date, or if the Optionee does not exercise the Option
within the Post-Termination Exercise Period, the Option shall terminate.

         (b)  No   Post-Termination   Exercise.   Unless  the  Board   otherwise
determines, if the Optionee's Continuous Service is terminated either (i) by the
Company or an Affiliate for Cause,  or (ii) by the Optionee  without  compliance
with,  or  without  having  any  right  to  do  so  under,   the  terms  of  any
then-effective written employment agreement between the Optionee and the Company
or such  Affiliate,  then the  Optionee's  right to  exercise  the Option  shall
immediately terminate.  For purposes of this Option Agreement,  the term "Cause"
for  termination  by the Company or an  Affiliate of the  Optionee's  Continuous
Service shall have the meaning set forth in a then-effective  written employment
agreement  between the  Optionee  and the Company or such  Affiliate  or, in the
absence of such a definition in a then-effective  written  employment  agreement
(in the  determination of the Board),  shall mean the Optionee's (i) willful and
continued  failure to  substantially  perform his or her duties (other than as a
result of a total or partial incapacity due to physical or mental illness); (ii)
proven dishonesty in the performance of his or her duties; (iii) conviction or a
plea of guilty or nolo  contendere to a felony or crime of moral  turpitude;  or
(iv) alcohol or drug abuse.  The Board shall have discretion for the purposes of
this Option Agreement to determine whether any termination of Continuous Service
by the Optionee is in compliance  with,  or is in  accordance  with any right to
terminate, under the terms of a then-effective written employment agreement.

         7.  Disability  of  Optionee.  If  the  Optionee's  Continuous  Service
terminates  as a result of his or her  Disability,  the  Optionee  may, but only
within  twenty-four (24) months from the Termination Date (and in no event later
than the  Expiration  Date),  exercise  the  Option to the  extent he or she was
otherwise  entitled to exercise it on the  Termination  Date. To the extent that
the Optionee is not entitled to exercise the Option on the Termination  Date, or
if the Optionee  does not  exercise the Option to the extent so entitled  within
the time specified in this Section 7, the Option shall terminate.

         8. Death of Optionee. In the event of the termination of the Optionee's
Continuous  Service  as a result  of his or her  death,  or in the  event of the
Optionee's  death  during  the  Post-Termination  Exercise  Period or during the
twenty-four (24)-month period following the Optionee's termination of Continuous
Service as a result of his or her Disability, the Optionee's estate, or a person
who  acquired the right to exercise  the Option by bequest or  inheritance,  may
exercise  the Option,  but only to the extent the  Optionee  could  exercise the
Option at the date of his or her death,  within twenty-four (24) months from the
date of death (but in no event later than the  Expiration  Date).  To the extent
that the  Optionee is not  entitled to exercise the Option on the date of death,
or if the  Option is not  exercised  to the extent so  entitled  within the time
specified in this Section 8, the Option shall terminate.

         9.  Nontransferability  of Option. The Option may not be transferred in
any manner other than by will or by the law of descent and  distribution and may
be exercised during the lifetime of the Optionee only by the Optionee, or by the
Optionee's  guardian  or  legal   representative  if  the  Optionee  is  legally
incompetent;  provided, that the Optionee may, however, designate persons who or
which may  exercise  the Option  following  the  Optionee's  death.  [Insert for
Employees  and  Directors:  In  addition,  the  Optionee may transfer the Option
without  consideration to a member or members of the Optionee's immediate family
and/or to a trust or  partnership  established  for the benefit of an  immediate
family member or members.  For this purpose,  the term "immediate family member"
means the Optionee's spouse, parents, children, stepchildren and grandchildren.]

         10. Tax  Consequences.  Set forth below is a brief  summary,  as of the
date of the  Option  Agreement,  of  some of the  federal  tax  consequences  of
exercise  of  the  Option  and  disposition  of  the  Shares.  THIS  SUMMARY  IS
NECESSARILY INCOMPLETE,  AND THE TAX LAWS AND REGULATIONS ARE SUBJECT TO CHANGE.
THE  OPTIONEE  SHOULD  CONSULT A TAX  ADVISER  BEFORE  EXERCISING  THE OPTION OR
DISPOSING OF THE SHARES.

         (a)  Exercise of  Non-Qualified  Stock  Option.  There may be a regular
federal income tax liability upon the exercise of the Option.  The Optionee will
be treated as having  received  compensation  income (taxable at ordinary income
tax rates)  equal to the excess,  if any, of the Fair Market Value of the Shares
on the date of exercise over the Exercise  Price. If the Optionee is an Employee
or former Employee, the Company will be required to withhold from the Optionee's
compensation  or collect  from the  Optionee  and pay to the  applicable  taxing
authorities an amount equal to a percentage of this  compensation  income at the
time of exercise.

         (b) Disposition of Shares. In the case of a Non-Qualified Stock Option,
if the Shares  are held for at least one year  before  disposition,  any gain on
disposition of the Shares will be treated as long-term  capital gain for federal
income tax purposes.

         11.  Term of Option.  The  Option  may be  exercised  no later than the
Expiration  Date or such  earlier  date as  otherwise  provided  in this  Option
Agreement.

         12. Entire Agreement;  Governing Law. The Plan and the Option Agreement
(with the exercise Agreement,  if the Option is exercised) constitute the entire
agreement  of the Company and the Optionee  (collectively  the  "Parties")  with
respect to the subject  matter hereof and supersede in their  entirety all prior
undertakings  and  agreements of the Parties with respect to the subject  matter
hereof, and may not be modified  adversely to the Optionee's  interest except by
means of a writing  signed by the  Parties.  Nothing  in the Plan and the Option
Agreement (except as expressly provided therein or herein) is intended to confer
any rights or remedies on any person  other than the  Parties.  The Plan and the
Option  Agreement  are to be  construed in  accordance  with and governed by the
internal  laws of the State of Delaware  without  giving effect to any choice of
law rule that would cause the application of the laws of any jurisdiction  other
than the internal laws of the State of Delaware, to the rights and duties of the
Parties.  Should any provision of the Plan or the Option Agreement be determined
by a court  of law to be  illegal  or  unenforceable,  such  provision  shall be
enforced to the fullest  extent  allowed by law and the other  provisions  shall
nevertheless remain effective and shall remain enforceable.

         13. Interpretive  Matters.  Whenever required by the context,  pronouns
and any variation  thereof shall be deemed to refer to the masculine,  feminine,
or neuter,  and the singular shall include the plural,  and vice versa. The term
"include"  or  "including"  does not  denote or imply any  limitation.  The term
"business  day" means any Monday  through  Friday other than such a day on which
banks are  authorized  to be closed in the  State of  Texas.  The  captions  and
headings used in this Option  Agreement are inserted for  convenience  and shall
not be deemed a part of the Option or this Option  Agreement for construction or
interpretation.

         14. Dispute Resolution.  The provisions of this Section 14 shall be the
exclusive  means of  resolving  disputes  of the  Parties  (including  any other
persons claiming any rights or having any obligations through the Company or the
Optionee)  arising  out of or  relating  to the Plan and this  Option  Agreement
(including  the Exercise  Agreement,  if the Option is  exercised).  The Parties
shall  attempt in good faith to resolve any disputes  arising out of or relating
to the Plan and this Option Agreement (including the Exercise Agreement,  if the
Option is exercised) by negotiation  between  individuals  who have authority to
settle the  controversy.  Negotiations  shall be  commenced by either Party by a
written  statement  of the  Party's  position  and the  name  and  title  of the
individual who will represent the Party.  Within thirty (30) days of the written
notification,  the Parties shall meet at a mutually  acceptable  time and place,
and  thereafter  as often as they  reasonably  deem  necessary,  to resolve  the
dispute. If the dispute has not been resolved by negotiation,  the Parties agree
that any suit,  action, or proceeding  arising out of or relating to the Plan or
this Option  Agreement  shall be brought in the United States District Court for
the Southern  District of Texas located in Houston,  Texas (or should such court
lack  jurisdiction  to hear such action,  suit or  proceeding,  in a Texas state
court in  Harris  County,  Texas)  and  that the  Parties  shall  submit  to the
jurisdiction of such court. The Parties irrevocably waive, to the fullest extent
permitted by law, any  objection a Party may have to the laying of venue for any
such  suit,  action or  proceeding  brought  in such  court.  THE  PARTIES  ALSO
EXPRESSLY  WAIVE  ANY RIGHT  THEY  HAVE OR MAY HAVE TO A JURY  TRIAL OF ANY SUCH
SUIT,  ACTION OR  PROCEEDING.  If any one or more  provisions of this Section 14
shall for any reason be held invalid or unenforceable, it is the specific intent
of the Parties  that such  provisions  shall be  modified to the minimum  extent
necessary to make it or its application valid and enforceable.

         15.  Notice.  Any notice or other  communication  required or permitted
hereunder  shall be given in writing and shall be deemed given,  effective,  and
received  upon prepaid  delivery in person or by courier or upon the earliest of
delivery or the third  business day after  deposit in the United  States mail if
sent by certified  mail,  with postage and fees prepaid,  addressed to the other
Party at its address as shown beneath its signature in this Option Agreement, or
to such other  address as such Party may  designate in writing from time to time
by notice to the other Party in accordance with this Section 15.

                                            SEITEL, INC.


                                            By:

                                            Title:

                                            Address:


THE OPTIONEE ACKNOWLEDGES AND AGREES THAT THE SHARES SUBJECT TO THE OPTION SHALL
VEST, IF AT ALL,  ONLY DURING THE PERIOD OF THE  OPTIONEE'S  CONTINUOUS  SERVICE
(NOT  THROUGH THE ACT OF BEING  HIRED,  BEING  GRANTED  THE OPTION OR  ACQUIRING
SHARES HEREUNDER).  THE OPTIONEE FURTHER ACKNOWLEDGES AND AGREES THAT NOTHING IN
THIS OPTION  AGREEMENT OR THE PLAN SHALL CONFER UPON THE OPTIONEE ANY RIGHT WITH
RESPECT TO FUTURE AWARDS OR CONTINUATION OF THE OPTIONEE'S  CONTINUOUS  SERVICE,
NOR SHALL IT INTERFERE IN ANY WAY WITH THE OPTIONEE'S  RIGHT OR THE RIGHT OF THE
OPTIONEE'S EMPLOYER TO TERMINATE OPTIONEE'S  CONTINUOUS SERVICE, WITH OR WITHOUT
CAUSE,  AND WITH OR WITHOUT NOTICE.  THE OPTIONEE  ACKNOWLEDGES  THAT UNLESS THE
OPTIONEE HAS A WRITTEN  EMPLOYMENT  AGREEMENT  WITH THE COMPANY TO THE CONTRARY,
THE OPTIONEE'S STATUS IS AT WILL.

The Optionee  acknowledges receipt of a copy of the Plan, and represents that he
or she is familiar with the terms and  provisions  thereof,  and hereby  accepts
this Option subject to all of the terms and provisions  hereof and thereof.  The
Optionee  has  reviewed  this  Option  Agreement,  the  Plan,  and the  Exercise
Agreement  in their  entirety,  has had an  opportunity  to obtain the advice of
counsel prior to executing  this Option  Agreement,  and fully  understands  all
provisions of this Option Agreement,  the Plan and the Exercise  Agreement.  The
Optionee  hereby  agrees  that all  disputes  arising out of or relating to this
Option  Agreement,  the Plan and the  Exercise  Agreement  shall be  resolved in
accordance with Section 14 of this Option Agreement. The Optionee further agrees
to notify the Company upon any change in the residence  address indicated in the
Option Agreement.  If the Optionee is married, the Optionee understands that his
or her spouse must execute a consent in the form attached hereto as Exhibit B.


Dated:
      -----------------------------------------------
Signed:
       ----------------------------------------------

Optionee

Address:
        ---------------------------------------------






<PAGE>

                                    EXHIBIT A

                       SEITEL, INC. 2000 STOCK OPTION PLAN

                         STOCK OPTION EXERCISE AGREEMENT


         This Exercise  Agreement is made this day of , 20 between Seitel,  Inc.
(the  "Company"),  and the  optionee  named below  ("Optionee")  pursuant to the
Seitel,  Inc.  2000 Stock Option Plan (the  "Plan").  Unless  otherwise  defined
herein,  the  capitalized  terms used in this Exercise  Agreement shall have the
meaning  ascribed to them in the Plan and in the Option  Agreement to which this
Exercise Agreement relates.

                                    Award Number:

                                    Optionee:

                                    Social Security Number:

                                    Address:

                                    Number of Shares Purchased:

                                    Price Per Share:

                                    Aggregate Purchase Price:

                                    Date of Grant:


         Optionee  hereby  delivers to the Company the Aggregate  Purchase Price
set forth above, to the extent permitted in the Option Agreement, as follows (as
applicable, check and complete):

                  in cash in the amount of $                        , receipt of
         -------                            ------------------------
                  which is acknowledged by the Company;


                  through  a  "same-day-sale"  commitment,  delivered  herewith,
         -------  from  Optionee  and  the  NASD  Dealer  named  therein  in the
                  amount of $                                      ;
                             --------------------------------------

                  through  a  "margin"  commitment,  delivered   herewith,  from
         -------  Optionee and  the  NASD  Dealer  named  therein  in the amount
                  of $                                    .
                      ------------------------------------

The Company and Optionee hereby agree as follows:

         1.  Purchase  of  Shares.  On this  date and  subject  to the terms and
conditions  of this Exercise  Agreement,  Optionee  hereby  exercises the Option
granted in the Option Agreement between the Company and Optionee dated as of the
Date of Grant set forth above,  with  respect to the Number of Shares  Purchased
set forth above of the Common  Stock (the  "Shares") at the  Aggregate  Purchase
Price set forth above (the  "Aggregate  Purchase  Price") equal to the Price Per
Share set forth above (the "Purchase Price Per Share")  multiplied by the Number
of Shares  Purchased  set forth above.  The term  "Shares"  refers to the Shares
purchased  under this  Agreement  and  includes all  securities  received (a) in
replacement  of the  Shares,  and (b) as a result  of stock  dividends  or stock
splits in respect of the Shares.

         2. Representations of the Optionee. Optionee represents and warrants to
the Company that Optionee has received, read and understood the Plan, the Option
Agreement  and this  Exercise  Agreement  and agrees to abide by and be bound by
their terms and conditions.

         3. Federal Restrictions on  Transfer.  Optionee  understands  that  the
Company is under no  obligation to register any resale of the Shares and that an
exemption may not be available or may not permit  Optionee to resell or transfer
any of the Shares in the amounts or at the times proposed by Optionee.

         4. Rights as Stockholder.  Until the stock  certificate  evidencing the
Shares is issued  (as  evidenced  by the  appropriate  entry on the books of the
Company or of a duly authorized transfer agent of the Company), no right to vote
or receive  dividends  or any other  rights as a  stockholder  shall  exist with
respect to the Shares,  notwithstanding  the exercise of the Option. The Company
shall issue (or cause to be issued) such stock  certificate  promptly  after the
Option is exercised.  No  adjustment  will be made for a dividend or other right
for which the record date is prior to the date the stock certificate is issued.

         5. Tax  Withholding  Obligations.  The  Optionee  agrees to satisfy all
applicable federal, state and local income, employment and other tax withholding
obligations and herewith  delivers to the Company the amount  necessary,  or has
made  arrangements  acceptable to the Company,  to satisfy such  obligations  as
provided in the Plan and the Option Agreement.

         6.       Tax Consequences.  Optionee   understands  that  optionee  may
suffer  adverse  tax  consequences  as  a  result  of  Optionee's   purchase  or
disposition of the shares.  Optionee represents that Optionee has consulted with
any tax  consultant(s) he or she deems advisable in connection with the purchase
or disposition of the shares and that Optionee is not relying on the Company for
any tax advice.

         7.  Successors  and  Assigns.  The Company may assign any of its rights
under this Exercise  Agreement,  and this Exercise  Agreement shall inure to the
benefit  of  the  successors  and  assigns  of  the  Company.   Subject  to  the
restrictions  on transfer  herein set forth,  this Exercise  Agreement  shall be
binding  upon the  Optionee  and his or her  heirs,  executors,  administrators,
successors and permitted assigns.

         8. Interpretive Matters. Whenever required by the context, pronouns and
any variation  thereof shall be deemed to refer to the masculine,  feminine,  or
neuter,  and the singular  shall  include the plural,  and vice versa.  The term
"include" or "including"  does not denote or imply any limitation.  The captions
and headings used in this Exercise  Agreement are inserted for  convenience  and
shall  not be  deemed a part of this  Exercise  Agreement  for  construction  or
interpretation.

         9. Dispute   Resolution.  The   provisions  of Section 14 of the Option
Agreement shall be the exclusive means of resolving  disputes  arising out of or
relating to this Exercise Agreement.

         10. Entire Agreement;  Governing Law. This Exercise Agreement, with the
Plan and the Option  Agreement,  constitute the entire  agreement of the Parties
with respect to the subject  matter hereof and  supersede in their  entirety all
prior  undertakings  and  agreements  of the Parties with respect to the subject
matter  hereof,  and may not be modified  adversely to the  Optionee's  interest
except by means of a writing  signed by the  Parties.  Nothing in this  Exercise
Agreement or in the Plan or the Option Agreement  (except as expressly  provided
herein or  therein)  is  intended to confer any rights or remedies on any person
other than the Parties.  This Exercise  Agreement  (like the Plan and the Option
Agreement)  is to be construed in  accordance  with and governed by the internal
laws of the State of Delaware,  without giving effect to any choice-of-law  rule
that would cause the application of the laws of any jurisdiction  other than the
internal  laws of the State of Delaware to the rights and duties of the Parties.
Should  any  provision  of the Plan,  the  Option  Agreement,  or this  Exercise
Agreement be determined by a court of law to be illegal or  unenforceable,  such
provision  shall be enforced to the fullest extent allowed by law, and the other
provisions shall nevertheless remain effective and shall remain enforceable.

         11.  Notice.  Any notice or other  communication  required or permitted
hereunder  shall be given in writing and shall be deemed given,  effective,  and
received  upon  prepaid  delivery in person or by courier or upon the earlier of
delivery or the third  business day after  deposit in the United  States mail if
sent by certified  mail,  with postage and fees prepaid,  addressed to the other
Party at its address as shown beneath its signature in the Option Agreement,  or
to such other  address as such Party may  designate in writing from time to time
by notice to the other Party in accordance with this Section 11.

         12. Further  Instruments.  Each  Party  agrees to  execute such further
instruments  and to take such further  action as may be necessary or  reasonably
appropriate to carry out the purposes and intent of this Exercise Agreement.

                        Submitted by:
                                 Accepted by:

                        OPTIONEE:
                                 -----------------------------------------------
                                 SEITEL, INC.
                                    (print name)


                                 By:
                                    --------------------------------------------
                                    (signature)
                                 Its:
                                    --------------------------------------------


                        Dated:
                              --------------------------------------------------


<PAGE>


2000ESOP.wpd
                                    EXHIBIT B




                                CONSENT OF SPOUSE


I,                , spouse of , have read and approve the foregoing Stock Option
Agreement  (the  "Agreement").  In  consideration  of the Company's  grant to my
spouse of the right to  purchase  shares of  Seitel,  Inc.,  as set forth in the
Agreement,  I hereby appoint my spouse as my  attorney-in-fact in respect to the
exercise  of any  rights  under  the  Agreement  and  agree  to be  bound by the
provisions of the Agreement  insofar as I may have any rights in said  Agreement
or any shares  issued  pursuant  thereto  under the  community  property laws or
similar  laws  relating  to  marital  property  in  effect  in the  state of our
residence as of the date of the signing of the foregoing Agreement.

Dated:             , 2000




Signature of Spouse




(Please print name)