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EXHIBIT 10-12A
SCHEDULE OF OFFICER EMPLOYMENT CONTINUATION AGREEMENTS
Pursuant to Rule 12b-31, the following sets forth the material
differences of all other Officer Employment Continuation Agreement from ▇▇.
▇▇▇▇▇▇', which is filed herewith as Exhibit 10-12.
NAME CAPACITY IN WHICH SERVED DATE OF AGREEMENT
---- ------------------------ -----------------
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President, Human Resources June 5, 1996
▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Assistant Vice President, Business
Planning and Analysis June 14, 1996
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President and Controller June 5, 1996
▇▇▇ ▇. ▇▇▇▇ Vice President, Corporate Development November 1, 1996
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President and Assistant General
Counsel June 7, 1996
▇▇▇▇ ▇. ▇▇▇▇▇▇ Assistant Vice President, Public Affairs June 7, 1996
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Senior Vice President, Energy Delivery June 7, 1996
▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Senior Vice President, General Counsel
and Secretary June 5, 1996
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Senior Vice President, Financial and
Administrative Services June 5, 1996
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Vice President, External Affairs June 5, 1996
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Senior Vice President, Marketing Services June 5, 1996
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Senior Vice President and Chief Financial
Officer June 14, 1996
▇▇▇▇▇ ▇. ▇▇▇▇▇ Assistant Vice President, Marketing June 26, 1996
▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Vice President, Consumer and Community
Relations June 11, 1996
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Senior Vice President, Energy Services June 5, 1996
▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Senior Vice President, Customer Services June 5, 1996
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Assistant Vice President, Customer Services June 7, 1996
▇▇▇▇▇▇▇ ▇▇▇▇▇ Vice President, Information Systems and
Services June 5, 1996
I. THE FOLLOWING TERMS APPLY TO THE AGREEMENTS OF ALL THE OFFICERS LISTED ABOVE:
a) If, during the Employment Period, the Company terminates the Executive's
employment other than for Cause, or following a Change of Control the Executive
terminates his employment for Good Reason, the Executive (and, to the extent
applicable, his dependents) shall be entitled, after the Date of Termination
until the earlier of (1) the second anniversary of the Date of Termination (the
"End Date") and (2) the date the Executive becomes eligible for comparable
benefits under a similar plan, policy or program of a subsequent employer, to
continue
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participation in all of the Company's employee and executive welfare and fringe
benefit plans (the "Benefit Plans").
b) If the aggregate value of all compensation payments or benefits to be paid
or provided to the Executive under his or her Agreement and any other plan,
agreement or arrangement with the Company exceeds the amount which can be paid
to the Executive without the Executive incurring an Excise Tax, then the amounts
payable to the Executive under Section 7 shall be reduced (but not below zero)
to the maximum amount which may be paid hereunder without the Executive becoming
subject to such an Excise Tax.
II. The following officers' agreements provide for a Severance Amount that is
equal to two-times the sum of his or her annual base salary and the average of
the annual bonuses paid to him or her for the last three calendar years ended
prior to the Change of Control:
▇▇▇▇▇▇▇ Klucsik
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇
III. The following officers' agreements provide for a Severance Amount that is
equal to one-times the sum of his or her annual base salary and the average of
the annual bonuses paid to him or her for the last three calendar years ended
prior to the Change of Control:
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇
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