SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DEASON DARWIN
(Last) (First) (Middle)
2828 N. HASKELL AVENUE
(Street)
DALLAS TX 75204
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AFFILIATED COMPUTER SERVICES INC [ ACS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) X Other (specify below)
Chairman of the Board See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock $0.01 par value 10/02/2008 M 150,000 A $11.5312(1) 2,132,894 D
Class B Common Stock $0.01 par value 6,599,372 D
Class A Common Stock $0.01 par value 7,470 I ESP Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $44.1 (2) 08/11/2013 Class A Common Stock 300,000 300,000 D
Employee Stock Option (Right to Buy) $37.57 (3) 07/23/2012 Class A Common 360,000 360,000(4) D
Employee Stock Option (Right to Buy) $35.75 (3) 07/23/2012 Class A Common Stock 240,000 240,000 D
Employee Stock Option (Right to Buy) $11.5312(1) 10/02/2008 M 150,000 (2) 10/08/2008 Class A Common Stock 150,000 $0 0 D
Explanation of Responses:
1. The Exercise Price of this stock option grant is $11.53125.
2. This stock option grant is related to Reporting Person's Supplemental Executive Retirement Agreement, as amended ("SERP"). This option is currently exercisable on Reporting Person's normal retirement date under the terms of the SERP, but subject to change based on the occurrence of certain designated events.
3. These options vest and become exercisable as follows: on each anniversary date of the grant, commencing with the first such anniversary date and continuing on each such anniversary thereafter through and including the fifth anniversary of the date of the grant, 20% of such options shall vest and become exercisable. The date of grant is 10 years prior to the stated expiration date.
4. As a result of an internal investigation of the Issuer's stock option grant practices, it was determined the accounting measurement date for certain stock option grants were incorrect. A part of this stock option grant has been repriced to reflect the fair market value on the correct measurement date. The Reporting Person received a Grant of Employee Stock Option (Right to Buy) on July 23, 2002 for 600,000 shares of ACS Class A Common Stock $0.01 par value at an Exercise Price of $35.75 per share expiring on July 23, 2012. The Exercise Price for the 240,000 shares will remain at $35.75 per share, which was the Exercise Price on the date of grant. The Exercise Price for the 360,000 shares has been repriced at $37.57 per share.
Remarks:
Remarks: The reporting person owns less than 10% of the registered shares of the Issuer, but owns more than 10% of the total voting power.
/s/ Darwin Deason 10/02/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.