-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LQfiwRRqDXKAbLgmMUWl6bPn7MQfII4CEEbW6DI1wOm27BdybSOIeTyTS37xpyFX pdQjiko0fYTtHC1fKK1O1Q== 0000794170-08-000017.txt : 20080910 0000794170-08-000017.hdr.sgml : 20080910 20080910163725 ACCESSION NUMBER: 0000794170-08-000017 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080908 FILED AS OF DATE: 20080910 DATE AS OF CHANGE: 20080910 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TOLL BROTHERS INC CENTRAL INDEX KEY: 0000794170 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 232416878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 250 GIBRALTAR ROAD CITY: HORSHAM STATE: PA ZIP: 19044 BUSINESS PHONE: 2159388000 MAIL ADDRESS: STREET 1: 250 GIBRALTAR ROAD CITY: HORSHAM STATE: PA ZIP: 19044 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BARZILAY ZVI CENTRAL INDEX KEY: 0001211063 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09186 FILM NUMBER: 081065530 MAIL ADDRESS: STREET 1: 1900 DEER RUN CITY: MEADOWBROOK STATE: PA ZIP: 19046 4 1 doc.xml PRIMARY DOCUMENT X0303 4 2008-09-08 0000794170 TOLL BROTHERS INC TOL 0001211063 BARZILAY ZVI 250 GIBRALTAR ROAD HORSHAM PA 19044 1 1 0 0 President Common Stock 2008-09-08 4 M 0 382516 5.7188 A 489908 D Common Stock 2008-09-08 4 F 0 204330 26.47 D 285578 D Common Stock 2706 I 401(k) Plan Common Stock 7900 I By GRAT-Expires February, 2009 Stock Options (Right to buy) 4.375 2000-12-20 2009-12-20 Common Stock 619944 619944 D Stock Options (Right to buy) 9.6563 2001-12-20 2010-12-20 Common Stock 240000 240000 D Stock Options (Right to buy) 10.525 2003-12-20 2012-12-20 Common Stock 250000 250000 D Stock Options (Right to buy) 10.88 2002-12-20 2011-12-20 Common Stock 480000 480000 D Stock Options (Right to buy) 20.135 2004-12-20 2013-12-20 Common Stock 254000 254000 D Stock Options (Right to buy) 20.76 2008-12-20 2017-12-20 Common Stock 120000 120000 D Stock Options (Right to buy) 31.82 2007-12-20 2016-12-20 Common Stock 150000 150000 D Stock Options (Right to buy) 32.55 2005-12-20 2014-12-20 Common Stock 240000 240000 D Stock Options (Right to buy) 35.97 2006-12-20 2015-12-20 Common Stock 120000 120000 D Stock Options (Right to buy) 5.7188 2008-09-08 4 M 0 382516 0 D 1999-12-20 2008-12-20 Common Stock 382516 0 D The Reporting Person exercised an option to purchase 382,516 shares at an exercise price of $5.7188 per share. The option was granted on December 20, 1998 as compensation and was scheduled to expire on December 20, 2008. The Company withheld 204,330 shares to cover payment of the exercise price and applicable tax withholding, and the Reporting Person received a net issuance of 178,186 shares, of which he will retain beneficial ownership following the exercise. Kathryn G. Flanagan, Attorney-in-Fact 2008-09-10 EX-24 2 powerofattorney.txt POWER OF ATTORNEY LETTER POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Kathryn G. Flanagan, Mark K. Kessler and Joseph R. Sicree, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Toll Brothers, Inc, (the ?Company?), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys- in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall replace and supersede any prior power of attorney executed by the undersigned relating to the matters contemplated herein and shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd day of September, 2008. /s/Zvi Barzilay -----END PRIVACY-ENHANCED MESSAGE-----