X0202 4 2003-10-09 1 0000931702 ORTHODONTIC CENTERS OF AMERICA INC /DE/ OCA 0001225942 SANDEMAN THOMAS J 5041 TARTAN DRIVE METAIRIE LA 70002 0 0 0 1 Former Chief Financial Officer Option to buy common stock 8.1000 2003-10-09 4 A 0 18692.0000 0 A 2005-10-09 2004-06-22 Common Stock 18692.0000 37384.0000 D These options were granted to Mr. Sandeman pursuant to the terms of his employment agreement before his resignation from Orthodontic Centers of America, Inc. ("OCA") in March 2004 and are not yet exercisable. Pursuant to the terms of OCA's 1994 Incentive Stock Plan, as Amended and Restated, under which these options were granted, these options expire and terminate three months following termination of Mr. Sandeman's employment. Under the terms of Mr. Sandeman's separation agreement with OCA, the options expire and terminate on December 31, 2004 if they are not terminated prior to this date in accordance with their terms. Accordingly, none of these options will be exercisable before their expiration. /s/ Thomas J. Sandeman 2004-04-30