2002 Executive Officer Compensation Plan - VERITAS Software Corp.


                VERITAS 2002 EXECUTIVE OFFICER COMPENSATION PLAN

                                  - Name, Title

The 2002 Executive Officer Annual Compensation Plan shall consist of the
following components:

COMPONENT AMOUNT PAID --------- ------- --------------- Base Salary $0,000 Regular payroll EPS Bonus $0,000 Annually Revenue Bonus $0,000 Annually TOTAL $0,000
BASE SALARY The Base Salary will be paid on a semi-monthly basis. EPS BONUS Achieving the earnings per share specified in the approved operating plan shall fund the EPS Bonus pool. The pool shall be funded in accordance with the following plan:
PERFORMANCE PAYOUT ----------- ------ <90% 0 90% 75% 95% 90% 100% 100% 105% 115% 110% 150% 115% 200% 120% 250% >120% 250%
Any intermediate achievement between levels will earn a proportional amount of bonus. REVENUE GROWTH BONUS Achieving the revenue growth specified in the approved operating plan shall fund the Revenue Growth Bonus pool. The pool shall be funded in accordance with the following plan: PERFORMANCE PAYOUT PERFORMANCE PAYOUT ----------- ------ ----------- ------ <80% 0% 120% 145% 80% 50% 130% 160% 90% 75% 140% 175% 95% 90% 150% 190% 100% 100% 160% 205% 110% 115% 167% 250% 115% 130% >167% 250%
Any intermediate achievement between levels will earn a proportional amount of bonus. PAYMENTS Actual bonus payments will be determined by measurement of individual performance. The CEO shall be responsible for setting recommendations and presenting to the Compensation Committee for approval. ELIGIBILITY In order to be eligible to receive a bonus, the individual must be employed by Veritas at the time of payment. DISCRETION OF THE CEO AND BOARD OF DIRECTORS Notwithstanding the above, the Company's CEO and/or board of directors, at his/its sole discretion, may, for reasonable cause, modify or change this Plan or its implementation at any time. ------------------------ -------- --------------------------- -------- VERITAS Date Mr./Ms. Date