0001193125-04-132583 Sample Contracts

FORM OF CONSOL ENERGY INC. EQUITY INCENTIVE PLAN DEFERRED STOCK UNIT GRANT AGREEMENT
Deferred Stock Unit Grant Agreement • August 5th, 2004 • Consol Energy Inc • Bituminous coal & lignite surface mining

CONSOL Energy Inc. (the “Company”) hereby awards you Deferred Stock Units under the CONSOL Energy Inc. Equity Incentive Plan (the “Plan”), conditioned upon your agreement to the terms and conditions described in this Deferred Stock Unit Grant Agreement and the “Terms and Conditions” attached hereto (collectively referred to as the “Grant Agreement”). All of the terms of the Plan are incorporated into this Grant Agreement as if set forth herein. To the extent this Grant Agreement differs in any way from the terms of the Plan, the terms of the Plan shall govern. All capitalized words that are not defined in this Grant Agreement have the meanings ascribed to them in the Plan. A copy of the Plan is attached as Exhibit 1. Only non-employee members of the Board of Directors of the Company (“Directors”) are eligible to receive a grant of Deferred Stock Units.

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