1. Name and Address of Reporting Person
PRESTON, STEVEN C.
3250 Lacey Road, Suite 600
Downers Grove, IL 60515-1700
USA
2. Issuer Name and Ticker or Trading Symbol
ServiceMaster Company (SVM)
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Statement for Month/Year
2002
5. If Amendment, Date of Original (Month/Day/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
( ) Director ( ) 10% Owner
(X) Officer (give title below) ( ) Other (specify below)
Ex. VP & CFO
7. 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 |2. Trans- |3. Trans- |4. Securities Acquired (A) |5. Amount of |6. Owner- |7. Nature |
| | action | action | or Disposed of (D) | Securities | ship | of In- |
| | Date | Code | | Beneficially | Form: | direct |
| | | | | Owned at | Direct | Bene- |
| | (Month/ | | | End of | (D) or | ficial |
| | Day/ | +-----------+------+----------+ Year | Indirect| Owner- |
| | Year) | |Amount |A/D |Price | | (I) | ship |
+---------------------------------+----------+-------------+-----------+------+----------+----------------+-----------+------------+
Common stock $.01 par value 13000 D
Common stock $.01 par value 482 I by 401(k)
plan
Common stock $.01 par value 40567 I Deferred Comp
TABLE II -- Derivative Securities Acquired, Disposed of, or Beneficially Owned
+-------------+--------+----------+---------+-----------+---------------------+----------------+----------+--------+-------+-------+
|1. |2. |3. |4. |5. |6. |7. |8. |9. |10. |11. |
| | | | | | | | |Number |Owner- | |
| | | | | | | | |of |ship | |
| | | | | | | | |Deriv- |Form of| |
| | | | | | |Title and Amount| |ative |Deriv- | |
| | | | | | |of Underlying | |Secur- |ative |Nature |
| |Conver- | | |Number of | |Securities | |ities |Secur- |of |
| |sion or | | |Derivative |Date Exercisable +-------+--------+ |Benefi- |ity: |In- |
| |Exercise| | |Securities |and Expiration Date | |Amount | |cially |Direct |direct |
| |Price of|Transac- |Transac- |Acquired(A)|(Month/Day/Year) | |or | |Owned |(D) or |Bene- |
|Title of |Deriv- |tion Date |tion Code|Disposed(D)+----------+----------+ |Number |Price of |at End |In- |ficial |
|Derivative |ative |(Month/ | +-----+-----+Date Exer-|Expira- | |of |Derivative|of |direct |Owner- |
|Security |Security|Day/Year) | |(A) |(D) |cisable |tion Date |Title |Shares |Security |Year |(I) |ship |
+-------------+--------+----------+---------+-----+-----+----------+----------+-------+--------+----------+--------+-------+-------+
Stock Options $13.4667 02/12/2007 Common 22500 D
(Right to buy) stock
$.01
par
value
Stock Options $13.83 02/08/2002 A 10000 02/08/2003 02/07/2009 Common 100000 $0.0000 100000 D
(Right to buy) 0 Stock
1997 Option $11.2222 02/12/2007 Common 225000 D
Plan (Right to stock
Buy) $.01
par
value
1997 Option $12.3467 02/12/2007 Common 22500 D
Plan (Right to stock
Buy) $.01
par
value
1997 Option $14.5911 02/12/2007 Common 22500 D
Plan (Right to stock
Buy) $.01
par
value
1997 Option $15.7111 02/12/2007 Common 22500 D
Plan (Right to stock
Buy) $.01
par
value
1997 Option $16.8355 02/12/2007 Common 22500 D
Plan (Right to stock
Buy) $.01
par
value
Non-Qual. $18.075 01/28/2009 Common 90000 D
Stock Option stock
(Right to Buy) $.01
par
value
1998 $11.5 12/31/2009 Common 235158 D
Non-Qual.Stock stock
Option (Right $.01
to Buy) par
value
1998 $18.2583 02/15/2008 Common 45000 D
Non-Qual.Stock Stock
Option (Right
to Buy)
Senior Ex. $8.75 08/07/2007 Common 200000 D
Ownership stock
Elec. Plan $.01
(Right to Buy) par
value
2000 Emplee $10.52 03/15/2008 Common 250000 D
Stock Option stock
(Right to Buy) $.01
par
value
WSH Emplee $13.87 05/03/2006 Common 2523 D
Stock Option stock
(Right to Buy) $.01
par
value
Explanation of Responses:
Includes 13 shares acquired through the ServiceMaster Profit Sharing and
Retirement Plan during the period January through December 2002 at prices
ranging from $8.89 to $15.50.
The deferred shares represent phantom stock units accrued under the dividend
reinvestment feature of the ServiceMaster Deferred Compensation Plan, including
1,365 shares acquired during the period January through December 2002 at prices
ranging from $8.89 to $15.50.
Exercise Vesting/Exercise Prices - 1st annivresary 20% exercisable at 110%
FMV:$12.3467 per share - 2nd anniversary 20% exercisable at 120% FMV - $15.7111
per share - 3rd anniversary - 20% exercisable - at 130% FMV $14.5911 per share -
4th anniversary 20% exercisable at 140% FMV $13.4667 - 5th anniversary 20%
exercisable at 150% of FMV - $16.8355 per share FMV - Fair Market Value on Grant
Date.
The option is exercisable in five equal annual installments beginning on the
first anniversary of the date of the grant.
Option becomes exercisable 10% per year on anniversary date of the grant for a
period of 8 years, the 9th anniversary the remaining 20% becomes exercisable..
In 1999, ServiceMaster entered into a joint venture with Kleiner, Perkins,
Caufield & Byers to develop an Internet company, We Serve Homes.com ("WSH"). A
WSH option was granted in 2000. On January 11, 2002, the WSH option was
converted into a ServiceMaster option at a ratio of 55.48 to 1, pursuant to a
merger with a subsidiary of ServiceMaster in a transaction exempt under Rule
16b-7.
SIGNATURE OF REPORTING PERSON
/s/ Sandra L. Groman
DATE
02/14/2003