VARLEN CORPORATION
00 Xxxxxx Xxxxxxxxx
Xxxxxxxxxx, XX 00000
May 14, 1999
Mr. Xxx Xxxx
0000 X. Xxxx Xxxx
Xxxx Xxxxxx, Xxx. 00000
Dear Ray:
This letter constitutes an amendment to the Change of Control Agreement
dated April 8, 1999 between you and Varlen Corporation ("Agreement").
Pursuant to Section 6 of the Agreement, the Agreement is hereby amended
effective April 8, 1999 by adding the following Section 10(b), and relettering
Sections 10(b) through (f) as Sections 10(c) through (g):
b. This Agreement is in lieu of any other payments due to the
Executive exclusively as a result of a Change in Control and supersedes
any prior agreement between the Executive and the Company with respect to
the subject matter hereof.
Please signify your consent to this amendment to the Agreement by signing
this letter in the space provided below.
Very truly yours,
VARLEN CORPORATION
By: /s/ Xxxx X. Xxxxxxxxx
Agreed to:
/s/ X. X. Xxxx May 14, 1999
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Xxxxxxx Xxxx
