1. Name and Address of Reporting Person
ROONEY, PHILLIP B.
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. Vice President
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 414281 D
Common stock $.01 par value 408 I 401(k) plan
Common stock $.01 par value 2850 I by son
Common stock $.01 par value 13500 I by spouse
Common stock $.01 par value 193877 I Deferred Comp
Common stock $.01 par value 35485 I Dir.Def.Fee
Trust
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 $8.75 08/07/2007 Common 175000 D
(Right to buy) Stock
Stock Options $9.2593 02/15/2006 Common 8100 D
(Right to buy) Stock
Stock Options $10.52 03/15/2008 Common 150000 D
(Right to buy) Stock
Stock Options $11.2222 02/12/2007 Common 11250 D
(Right to buy) Stock
Stock Options $11.5 12/31/2009 Common 308980 D
(Right to buy) Stock
Stock Options $12.524 12/06/2008 Common 250000 D
(Right to buy) Stock
Stock Options $13.4311 04/30/2007 Common 225000 D
(Right to buy) Stock
Stock Options $13.87 05/03/2006 Common 1442 D
(Right to buy) Stock
Stock Options $14.7733 04/30/2007 Common 22500 D
(Right to buy) Stock
Stock Options $16.1155 04/30/2007 Common 22500 D
(Right to buy) Stock
Stock Options $17.4622 04/30/2007 Common 22500 D
(Right to buy) Stock
Stock Options $18.075 01/28/2009 Common 200000 D
(Right to buy) Stock
Stock Options $18.2583 02/15/2008 Common 75000 D
(Right to buy) Stock
Stock Options $18.8045 04/30/2007 Common 22500 D
(Right to buy) Stock
Stock Options $20.1467 04/30/2007 Common 22500 D
(Right to buy) Stock
Explanation of Responses:
Directors Deferred Fee Trust includes 616 shares acquired through the dividend
reinvestment feature of the plan for the period October through December 2002
at prices ranging from 10.81 to 11.10.
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.
Exercise Vesting/Exercise Prices - 1st anniversary 20% exercisable at 110% FMV:
$14.7733 per share - 2nd anniversary 20% exercisable at 120% FMV: $16.1155 per
share - 3rd anniversary - 20% exercisable at 130% FMV: $17.462 per share - 4th
anniversary 20% exercisable at 140% FMV: $18.8045 - 5th anniversary 20%
exercisable at 150% FMV: $20.1467 per share FMV - Fair Market Value on Grant
Date
SIGNATURE OF REPORTING PERSON
/s/ Sandra L. Groman
DATE
02/14/2003