X0202 3 2004-10-12 0 0001097313 GRANT PRIDECO INC GRP 0001306093 Breihan James W 400 NO SAM HOUSTON PKWY EAST SUITE 900 HOUSTON TX 77060 0 1 0 0 President, Tubular Tech & Svcs Restricted stock 15000 D Phantom Stock Units Common stock 11692.9936 D Stock options 6.5099 2001-09-18 2011-09-18 Common stock 26411 D Stock options 19.500 2003-06-05 2013-06-05 Common stock 25000 D Stock options 13.60 2014-02-11 Common stock 10000 D Stock options 7.14 2005-10-18 2015-10-18 Common stock 50000 D Restricted shares are subject to vesting upon the earlier of a)Feb 12, 2013 or b)attaining certain defined performance measures beginning in 2007. Represents units credited to the participant's account pursuant to the terms of the Company's Executive Deferred Compensation Plan. All phantom stock units credited under the Plan with respect to deferral of compensation by participants are 100% vested at all times. All units credited under the Plan with respect to the Company's 7.5% allocation and matching allocation vest at 20% per year for each year of service with the Company. Distributions under the Plan are made upon termination of employment, retirement or death of the participant. Units are allocated at month-end based on the fair market value of the common stock at month-end. One-third on 02/11/2005; one-third on 02/11/2006 and one-third on 02/11/2007. Philip A. Choyce, Attorney-in-Fact 2004-10-15