AIMCO gave CEO Terry Considine 615,044 of the options.

The company, using one method approved by the SEC, values the options at a total of $2.97 million, with Considine's options at $1.39 million of that.

But using another method approved by the SEC, the options have a potential value of $76.2 million over the next 10 years, if AIMCO's stock appreciates 10% annually. Considine's stock options would be worth $35.6 million a decade from now, under that scenario.

"Although there were a number of significant accomplishments by the company during 2002, the company's financial performance was not considered superior by the (AIMCO board's) Compensation and Human Resources Committee," according to the SEC filing.

The committee says the top five executives' total compensation of $8.6 million in cash, options and restricted stock "is below the average amount paid in 2001 to the CEO and four most highly compensated executive officers of REITs having market capitalization rates of $4 billion or greater."

Since 1997, AIMCO stock has risen by 44.8%, outperforming four different comparison indexes: the Standard & Poor's 500 and the NASDAQ, which have lost money, and REIT indexes from SNL Securities and Morgan Stanley.

In 2002, AIMCO stock lost 11.5%, better than the losses in the S&P and NADAQ, but not as good as the 5.6% loss in the SNL index. The Morgan Stanley index gained 3.6%.

AIMCO paid each of its five top executives, including Considine, salaries of $200,000. AIMCO gave him a $510,000 bonus, down from a 2001 bonus of $857,500.

AIMCO paid president Peter Kompaniez a bonus of $485,000, down from $507,500 in 2001.