EXHIBIT 10.23b
FIRST AMENDMENT TO THE UNITED ILLUMINATING COMPANY
1990 STOCK OPTION PLAN
This FIRST AMENDMENT, effective immediately prior to the close of business on
the 20th day of July, 2000, to The United Illuminating Company 1990 Stock Option
Plan, as adopted January 22, 1990, (the "Plan"),
WITNESSETH THAT:
(1) Pursuant to Section 10. of the Plan, it is amended as set forth in Section
(2) below.
(2) Section 6. is amended by adding thereto the following sentence: "In the
event of any reorganization in which all of the shares of the Company's Common
Stock are exchanged for shares of the common stock of another corporation, all
Stock Options granted hereunder and outstanding on the effective date of the
share exchange shall be automatically converted into stock options to purchase
shares of the other corporation on identical terms, and the other corporation
shall assume this Plan, and the Board of Directors of the other corporation,
excluding any member of said Board who is, or within twelve (12) months prior to
the exercise of any discretion under this Plan has been an employee of the other
corporation, its subsidiaries, the Company or its Subsidiaries, shall be and
become the Administrator of this Plan on the effective date of the share
exchange."
(3) All the terms and conditions of the Plan, as amended hereby, are and shall
remain in full force and effect.
THE UNITED ILLUMINATING COMPANY
By /s/Albert N. Henricksen
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Albert N. Henricksen
Its Group Vice President
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