UPDATE 2-SEC recommends options lawsuit vs Pixar ex-CFO

(Adds comment from Disney spokeswoman)

LOS ANGELES, April 28 (Reuters) - Google Inc (GOOG.O) said on Monday that board member Ann Mather was told the U.S. Securities and Exchange Commission plans to recommend a civil proceeding against her.

Google said the SEC told Mather it would recommend alleging securities law violations related to certain stock option transactions at Mather's former employer, Pixar Animation Studios. Google said the case does not involve her services as a Google board member.

Mather was chief financial officer at Pixar from 1999 to 2004, Google said. She became the third executive to face stock options backdating claims at companies run by Apple Inc (AAPL.O) co-founder Steve Jobs.

Jobs has been cleared of wrongdoing by audit committees at both companies.

Pixar became part of Walt Disney Co (DIS.N) in a 2006 deal that placed Jobs on Disney's board and made him the entertainment company's largest shareholder.

Last year, a Disney audit committee found stock options backdating had occurred at Pixar prior to the acquisition, but said, "No one currently associated with the company engaged in any intentional or deliberate acts of misconduct."

A Disney spokeswoman said on Monday the committee had learned of no additional facts that would change that conclusion and no reason to believe the SEC would recommend enforcement action against anyone now connected with Disney.

Disney paid about $30 million to the U.S. Internal Revenue Service and the state of California to cover income tax liabilities on behalf of Pixar employees who held the options.

SEC lawyers accused former Apple Chief Financial Officer Fred Anderson and former General Counsel Nancy Heinen of backdating more than $20 million in stock options in 2001 for Jobs, themselves and other executives.

Anderson admitted no wrongdoing, but agreed last year to pay $3.5 million in fines and disgorgement of profits. He said he had been told by Jobs that Apple's board had given its approval in the handling of the backdated options.

Heinen is set to go to trial next year on fraud charges. (Reporting by Gina Keating; Editing by Jeffrey Benkoe and Braden Reddall)