X0202 4 2005-01-24 0000874501 AMBAC FINANCIAL GROUP INC ABK 0001194137 BIENSTOCK GREGG L AMBAC FINANCIAL GROUP, INC. ONE STATE STREET PLAZA NEW YORK NY 10004 0 1 0 0 Senior Vice President, HR Common Stock 2005-01-24 4 A 0 137 49.48 A 23744 D Common Stock 2005-01-24 4 A 0 410 79.30 A 24154 D Common Stock 2005-01-24 4 A 0 4099 79.30 A 28253 D Common Stock 1525 I Savings Plan Trust Employee Stock Option (Right to Buy) 79.30 2005-01-24 4 A 0 17500 0 A 2011-01-24 2012-01-24 Common Stock 17500 17500 D Restricted Stock Units ("RSUs") were granted under the Issuer's 1997 Equity Plan, as amended, in lieu of cash bonus compensation of equal value; the number of units was determined based on 75% of the average of the high and low selling price of the Issuer's common stock on January 24, 2005. Restricted Stock Units ("RSUs") were granted under the Issuer's 1997 Equity Plan, as amended, in lieu of cash bonus compensation of equal value; the number of units was determined based on of the average of the high and low selling price of the Issuer's common stock on January 24, 2005. Restricted Stock Units ("RSUs") were granted under the Issuer's 1997 Equity Plan as amended. Based on a plan statement as of December 31, 2004. Exercisable as follows: 8,750 shares after the per share price of the Issuer's common stock is or exceeds $100.00 for 20 consecutive trading days on the New York Stock Exchange (NYSE). The remaining 8,750 shares will be exercisable after the per share price of the Issuer's common stock is or exceeds $120.00 for 20 consecutive trading days on the NYSE. If all or a portion of the shares have not become exercisable by January 24, 2011, then such unexercisable amount shall become exercisable on January 24, 2011. Anne G. Gill, Attorney-in-fact for Gregg L. Bienstock 2005-01-26