Sept. 20 (Bloomberg) -- Apple Inc. Chief Executive Officer Steve Jobs was subpoenaed by the U.S. Securities and Exchange Commission to give a deposition in a backdating lawsuit against the company's former general counsel, two people familiar with the matter said.

The subpoena isn't part of an SEC investigation, one of the people said. It seeks Jobs's testimony in the SEC's lawsuit against Nancy Heinen, accused of allegedly backdating stock- option grants to Jobs and members of his executive team, said the people, who requested anonymity because deposition subpoenas aren't made public.

Jobs, 52, probably will be questioned about his role in granting options, and both sides can use his answers at a trial, said former SEC lawyer Jahan Raissi. Heinen's attorneys can cross-examine Jobs during the SEC deposition.

``Perhaps some aspect of what they are hoping to prove and show is that others in the company were approving and aware of the options,'' said Raissi, now a white-collar defense attorney at Shartsis Friese in San Francisco. ``The format of a deposition is designed to mimic the format of a witness testifying in court.''

Jobs recommended some favorable dates on options other than his own, Apple said Dec. 29.

SEC subpoenas were issued Aug. 16 and depositions were scheduled to being Nov. 7, according to a court filing in Heinen's case.

Heinen was sued April 24 in San Jose, California, and accused of backdating a 7.5 million-share option grant to Jobs in 2001 and earlier grants to his executive team.

Former Finance Chief

The suit also named Fred Anderson, Apple's former chief financial officer, who settled the SEC claims. The suit didn't name Jobs as a defendant.

Heinen's lawyers sought to depose 45 people, including the recipients of the grants, according to a court filing.

``These include the range of individuals involved in the stock option granting'' at Apple, including ``the grant recipients themselves,'' according to an Aug. 31 filing by the SEC and Heinen's lawyers posted electronically in Heinen's case.

Steve Dowling an Apple spokesman, declined to comment. Mark Pomerantz, an attorney for Jobs, didn't reply to a message. Marc Fagel, an SEC attorney in San Francisco, declined to comment.

Apple shares fell 46 cents to $140.31 in Nasdaq Stock Market trading. They have gained 65 percent this year.

SEC Claims

Heinen told her staff to prepare documents that falsely said the company's board approved the grants on the earlier date, the SEC said in its lawsuit. She has denied the claims.

Miles Ehrlich, Heinen's lawyer, declined to comment.

The SEC said April 24 it wouldn't sue Apple over backdated grants and declined to say whether the investigation of the Cupertino, California-based company was still active. Apple found ``no misconduct'' by Jobs and he wasn't aware of the accounting implications of backdated options, the company said in December.

Raissi said it's unusual for the SEC to sue additional executives after it completes an investigation that results in a lawsuit.

``Hence the speculation that it's a pretty good signal they are not bringing a case'' against Jobs, Raissi said.

Stock options allow holders to buy shares later, usually at the trading price on the day the options were granted. Through backdating, companies retroactively change grant dates to those with lower stock prices, giving recipients built-in profits. Unless disclosed and recorded as expenses, the practice is illegal because it hides costs from shareholders and regulators.

Heinen and Jobs

Heinen was general counsel at Jobs's software firm Next Inc. starting in 1994 and moved with him to Apple, where he became CEO in 1997 after the company bought Next. Heinen quit in May 2006.

The SEC settled claims against Anderson, the former CFO, who agreed to forfeit $3.5 million in gains from stock-option grants and pay a $150,000 fine. The settlement resolved allegations that he filed false financial reports and had inadequate accounting controls at the company, the SEC said. Anderson didn't admit or deny wrongdoing.

Anderson said April 24 that he cautioned Jobs in January 2001 that the company may have needed to take a charge for stock-option grants that weren't properly dated.

In December, Apple recorded $84 million in charges to correct its accounting for the backdated options, including $20 million for Jobs's 7.5 million share award.

Jobs voluntarily canceled that grant and other outstanding options in March 2003. Instead, the board gave him 5 million shares of restricted stock, which vested in March 2006. At the time, the shares were worth $646.6 million.

To contact the reporters on this story: Karen Gullo in San Francisco at kgullo@bloomberg.net; David Scheer in Washington at dscheer@bloomberg.net.

Last Updated: September 20, 2007 18:35 EDT