ARRIS GROUP INC
FORM OF DIRECTOR STOCK OPTION GRANT
<DOCUMENT>
<TYPE>EX-10.4(J)
<SEQUENCE>6
<FILENAME>g72728ex10-4j.txt
<DESCRIPTION>FORM OF DIRECTOR STOCK OPTION GRANT
<TEXT>
<PAGE>
                                                                EXHIBIT 10.4 (J)
                    Form of stock option grant for directors



                     THIS DOCUMENT CONSTITUTES IS PART OF A
                 PROSPECTUS COVERING SECURITIES THAT HAVE BEEN
                  REGISTERED UNDER THE SECURITIES ACT OF 1933

                               STOCK OPTION GRANT


                  THIS GRANT is made as of the ___ day of ________, 20__, by
ARRIS GROUP, INC., a Delaware corporation (the "Corporation) to ______________
("Optionee").


         1.       INCORPORATION OF TERMS

                  This Grant shall be governed by the attached Arris Group, Inc.
Stock Option Terms (the "Terms"), all of the provisions of which are hereby
incorporated herein.


         2.       GRANT OF OPTIONS

                  On the terms and conditions stated herein and in the Terms,
the Corporation hereby grants to Optionee the option to purchase ________ Shares
as defined in the Terms for an exercise price of $________ per Share.


         3.       RIGHT TO EXERCISE

                  Subject to the conditions and the exceptions set forth herein
and in the Terms, this Option shall become exercisable for one-fourth (1/4) of
the Shares on [one year from grant], another one-fourth (1/4) on [two years from
grant], another one fourth (1/4) on [three years from grant], and the remaining
Shares on [four years from grant]. In addition, this Option shall be fully
exercisable upon the termination of Optionee's service as a member of the Board
of Directors of the Corporation because of (i) death, (ii) disability, (iii)
retirement after serving at least a total of five continuous years (or such
lesser period as may be agreed upon by the Board of Directors) as a member of
the Board of Directors of the Corporation and any corporation acquired by the
Corporation, or (iv) not being nominated for re-election as a director


         4.       TERM OF OPTION

                  This Option shall in any event expire in its entirety on [ten
years from grant]. This Option shall further expire as set forth in the Terms.


                  IN WITNESS WHEREOF, the Corporation has caused this Grant to
be executed on its behalf by its officer duly authorized to act behalf of the
Corporation.


                                         ARRIS GROUP, INC.,
                                         a Delaware corporation

                                         By:
                                            -----------------------------------
                                                   Lawrence A. Margolis

                                         Its: Executive Vice President


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