X0303 4 2011-05-10 1 0001002531 TOLLGRADE COMMUNICATIONS INC \PA\ TLGD 0001476501 Reinke Jennifer Marie C/O TOLLGRADE COMMUNICATIONS, INC. 493 NIXON RD. CHESWICK PA 15024 0 1 0 0 General Counsel and Secretary Common stock 2011-05-10 4 D 0 1111 10.1 D 0 D Nonstatutory stock option 12.55 2011-05-10 4 D 0 150 0 D 2003-03-20 2013-03-20 Common stock 150 0 D Nonstatutory stock option 8.49 2011-05-10 4 D 0 6666 1.61 D 2005-10-10 2015-10-10 Common stock 6666 0 D Nonstatutory stock option 6.57 2011-05-10 4 D 0 6500 3.53 D 2009-01-28 2018-01-28 Common stock 6500 0 D Nonstatutory stock option 5.38 2011-05-10 4 D 0 2000 4.72 D 2010-01-26 2019-01-26 Common stock 2000 0 D Nonstatutory stock option 6.03 2011-05-10 4 D 0 25000 4.07 D 2010-12-10 2019-12-10 Common stock 25000 0 D Nonstatutory stock option 6.48 2011-05-10 4 D 0 20000 3.62 D 2011-06-17 2020-06-17 Common stock 20000 0 D Pursuant to the Agreement and Plan of Merger, dated February 21, 2011, among Tollgrade Communications, Inc. ("Tollgrade"), Talon Holdings, Inc. and Talon Merger Sub, Inc. (the "Merger Agreement"), effective as of May 10, 2011, shares of Tollgrade common stock were automatically canceled and converted into the right to receive $10.10 per share in cash. Options were exercisable in three equal installments on 3/23/03, 3/23/04 and 3/23/05. Pursuant to the Merger Agreement, effective as of May 10, 2011, each stock option was canceled and converted into the right to receive an amount in cash equal to the product of (a) the excess, if any, of $10.10 over the exercise price of such stock option, multiplied by (b) the number of shares which otherwise could have been purchased upon the exercise of such stock option, without regard to whether such stock option was then vested. Any stock option with an exercise price equal to or greater than $10.10 was canceled without the right to payment. Options were exercisable in three equal installments on 10/10/05, 10/10/06 and 10/10/07. Options were exercisable in three equal installments on 1/28/09, 1/28/10, 1/28/11. Options were exercisable in three equal installments on 1/26/10, 1/26/11 and 1/26/12. Options were exercisable in three equal installments on 12/10/10, 12/10/11 and 12/10/12. Options were scheduled to vest in three equal installments on 6/17/11, 6/17/12 and 6/17/13. /s/Jennifer M. Reinke 2011-05-12