0001104659-04-006343 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 3rd, 2004 • Psi Energy Inc • Electric services • Ohio

This EMPLOYMENT AGREEMENT is made and entered into as of the 15th day of November, 2002 (the “Effective Date”), by and between Cinergy and Marc E. Manly (the “Executive”). This Agreement replaces and supersedes any and all prior employment agreements between Cinergy and the Executive. The capitalized words and terms used throughout this Agreement are defined in Section 11.

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 3rd, 2004 • Psi Energy Inc • Electric services

The Employment Agreement between Cinergy Corp., its subsidiaries and/or its affiliates (“Cinergy”) and William J. Grealis (the “Executive”) dated as of October 11, 2002 (the “Agreement”) is hereby amended effective as of December 17, 2003.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 3rd, 2004 • Psi Energy Inc • Electric services

The Employment Agreement between Cinergy Corp., its subsidiaries and/or its affiliates (“Cinergy”) and James L. Turner (the “Executive”) dated as of September 24, 2002 (the “Agreement”) is hereby amended effective as of December 17, 2003.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 3rd, 2004 • Psi Energy Inc • Electric services

The Employment Agreement between Cinergy Corp., its subsidiaries and/or its affiliates (“Cinergy”) and Marc E. Manly (the “Executive”) dated as of November 15, 2002 (the “Agreement”) is hereby amended effective as of December 17, 2003.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 3rd, 2004 • Psi Energy Inc • Electric services

The Employment Agreement between Cinergy Corp., its subsidiaries and/or its affiliates (“Cinergy”) and Michael J. Cyrus (the “Executive”) dated as of September 12, 2002 (the “Agreement”) is hereby amended effective as of December 17, 2003.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 3rd, 2004 • Psi Energy Inc • Electric services

The Employment Agreement between Cinergy Corp., its subsidiaries and/or its affiliates (“Cinergy”) and R. Foster Duncan (the “Executive”) dated as of January 1, 2002 (the “Agreement”) is hereby amended effective as of December 17, 2003.

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