Stock Based Compensation

The Company iMergent issued the disclosure provisions of Statement of Financial

Accounting Standards No.148, which amends the disclosure provisions of SFAS
No.123 to provide:

Alternative methods of transition for a voluntary change to the fair value

based method of accounting for stock-based compensation.
Prominent disclosures in both annual and interim financial statements about
the method of accounting for stock based employee compensation and the
effect of the method used on the reported results.
The Company continues to account for stock options under APB Option
No.25, under which no compensation has been recognized.

Net earnings as Reported:

Stock based compensation
expense
Net earnings-proforma
Net earnings per share as
reported:
Basic
Diluted
Net earnings per shareproforma
Basic
Diluted

2004
$218931
49
(468642
)
$214245
07

2003
$5034072

2002
$2198769

(106042)

(359760)

$4928030

$1839009

$1.93
$1.8

$0.46
$0.44

$0.37
$0.37

$1.89
$1.76

$0.45
$0.43

$0.31
$0.31

The Companys employee stock options have characteristics different from

those of traded options including long-vesting schedules and changes in the
subjective input assumptions that can materially affect the fair value
estimate. The expected volatility of the Company was estimated using the
historical volatility of common stock, as well as other factors in accordance
with SFAS 123.

Stock Option Plan

As of June 30, 2004 iMergent authorized and reserved 1,000,000 shares of common
stock for issuance under each of the plans respectively. The purchase price for the
shares under the 1998 Stock Compensation Plan for Senior Executives, the 1999
Stock Option Plan for Non-Executives, and the 2003 Equity Incentive Plan is equal to

the fair value of the common stock at the date the options are granted as
determined by the closing price on the American Stock Exchange.
The following table summarizes stock option activity under the Companys stock
incentive plans:
Number of Shares
Balance at July 1, 2001
Granted
Exercised
Canceled or expired
Balance at June 30, 2002
Granted
Exercised
Canceled or expired
Balance at June 30, 2003
Granted
Exercised
Canceled or expired
Balanced at June 30, 2014

374,038
6000
(691)
(66,082)
313,265
913,000
(25375)
(7362)
1,193,528
363,000
(97,755)
(227,160)
1,231,613

Weighted Average
Exercise
$21.1
5.20
2.50
8.70
23.30
1.70
2.04
52.87
7.04
5.14
2.41
3.15
$7.57

Options exercisable at June 30, 2004, 2003 and 2002 were 689,586, 415,476 and
219,052 respectively. Options vest over a one to ten year period and are generally
exercisable over ten years.
The weighted average fair value per share of options outstanding on the date of
grant using the Black-Scholes options-pricing model during the years ended June
30, 2004, 2003, and 2002 were $7.57, $7.04 and $23.26 respectively. The weighted
average fair value per share of options exercisable during the years ended June 30,
2004, 2003 and 2002 were $10.78, $16.37 and $27.74 respectively.

Stockholders Equity
iMergent issued 464,115 shares of common stock as of June 30, 2004 upon the
exercise of options and warrants for $327,497. iMergent also issued 9,853 shares as
payment of $61,282 of interest due King William LLC, a note holder. iMergent also
recorded an expense totaling $336,546 related to options granted to consultants
that became exercisable during 2004. iMergent issued 26,675 shares of common
stock as of December 6, 2002 at a price of $1.75 per share, in settlement of a
finders fee earned in connection with our private placement of common stock that
closed in May 2002. As of February 14, 2003 the Company issued 9,472 shares of
common stock in exchange for 9,472 Exchangeable Shares of StoresOnline.com.
The shares of common stock were issued pursuant to the provisions of Stock

Purchase Agreement dated November 1, 1998, which was entered into in

connection with iMergents acquisition of StoresOnline.com Ltd.