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Exhibit 10.1
Description of Amendment to TARSAP II
July 26, 2000
This exhibit describes the amendment to the Company's Time Accelerated
Restricted Stock Award Program (TARSAP II) approved July 26, 2000:
1. The Program was changed to a six year program with final
longevity vesting on January 2, 2007, based on continued
active employment.
2. The Program's accelerated vesting schedule was modified to
remove the potential performance vesting for the year 2006.
3. The Program was clarified to provide that if a change in
control occurred while a participant was on salary
continuation, the participant would only receive the next
vesting installment not otherwise earned.
