0001193125-10-039027 Sample Contracts

THE ALTRIA GROUP, INC. RESTRICTED STOCK AGREEMENT (December 31, 2009)
Restricted Stock Agreement • February 24th, 2010 • Altria Group, Inc. • Cigarettes • Virginia

ALTRIA GROUP, INC. (the “Company”), a Virginia corporation, hereby grants to the employee identified in the 2009 Restricted Stock Award section of the Award Statement (the “Employee”) under the Altria Group, Inc. 2005 Performance Incentive Plan (the “Plan”) a Restricted Stock Award (the “Award”) dated December 31, 2009, with respect to the number of shares set forth in the 2009 Restricted Stock Award section of the Award Statement (the “Shares”) of the Common Stock of the Company (the “Common Stock”), all in accordance with and subject to the following terms and conditions:

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FIRST AMENDMENT TO TIME SHARING AGREEMENT
Time Sharing Agreement • February 24th, 2010 • Altria Group, Inc. • Cigarettes

On January 28, 2009, Altria Client Services Inc. (“Operator”) and Michael E. Szymanczyk (“User”) entered into a Time Sharing Agreement (the “Agreement”). Pursuant to paragraph 12 of the Agreement, Operator and User amend the Agreement as set forth below, effective November 12, 2009:

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