Amendment No. 1 to 3TEC Energy Corporation 2000 Non-Employee Directors' Stock Option Plan

Summary

This amendment updates the 3TEC Energy Corporation 2000 Non-Employee Directors' Stock Option Plan. It changes the number of stock options automatically granted to non-employee directors: 15,000 shares upon first becoming a director, and 10,000 shares each year after serving more than six months. If there are not enough shares available, directors receive a pro-rata share. The amendment was approved by the Board of Directors and is effective as of December 11, 2001.

EX-10.32 3 dex1032.txt AMEND.#1 TO 2000 NON-EMP DIR. STOCK OPTION PLAN AMENDMENT NO. 1 TO 3TEC ENERGY CORPORATION 2000 NON-EMPLOYEE DIRECTORS' STOCK OPTION PLAN Section VII(a) of the 3TEC Energy Corporation 2000 Non-Employee Directors Stock Option Plan (the "Plan") is hereby deleted in its entirety and replaced with the following: (a) An option to purchase 15,000 shares of common stock of the Company shall be granted automatically to each Non-employee Director upon the date on which such director first becomes a Non-employee Director. On the first trading day on or after January 1st of each year, each Non-employee Director who is then serving and has served as a Non-employee Director for more than six (6) months shall be granted an Option as of such date to purchase 10,000 shares of Stock. If, as of any date that the Plan is in effect, there are not sufficient shares of Stock available under the Plan to allow for the grant to each Non-employee Director of an Option for the number of shares provided herein, each Non-employee Director shall receive an Option for his pro-rata share of the total number of shares of Stock then available under the Plan. The specific terms of the Options are subject to the provisions of this Article 7 and shall be subject to adjustment as provided in Article V hereof. This Amendment was approved by the Board of Directors of 3TEC Energy Corporation and is effective this 11th day of December, 2001. 3TEC ENERGY CORPORATION By:_____________________________________ Name: Floyd C. Wilson Title: Chief Executive Officer and Chairman of the Board