Effective Date: August 1, 2004
Re: Amendment No. 1 to Change in Control Agreement
Dear Mr. Dwyer:
When countersigned by you, this letter will serve as an amendment (referred to here as Amendment No. 1) to your existing change in control agreement with KCS Energy, Inc. (the Company) dated May 1, 2003 (the Original Agreement).
1. Effectiveness of Agreement Provision. Section 5 of the Original Agreement is amended by deleting the words August 1, 2004 and substituting therefor the words August 1, 2006.
2. Original Agreement Ratified. In all other respects, the Original Agreement remains in effect, and is ratified by you and by the Company.
* * *
Please sign below and return a signed copy to the Company to confirm your agreement with this Amendment No. 1.
Very truly yours,
KCS Energy, Inc.
/s/ James Christmas
Chairman and Chief Executive Officer
Accepted and agreed to:
/s/ Frederick Dwyer