Amendment to Stock Option Agreement between The St. Lawrence Seaway Corporation and Jack C. Brown (September 20, 2002)

Summary

The St. Lawrence Seaway Corporation and Jack C. Brown have amended their existing Stock Option Agreement to extend the period during which Mr. Brown can exercise his options to purchase 15,000 shares of the corporation’s common stock. The amendment changes the option exercise period from fifteen to twenty years, allowing Mr. Brown until September 21, 2007, to exercise his options at $3.00 per share. All other terms of the original agreement remain unchanged.

EX-10.(V)(B) 3 stlawrence10k20713ex10vb.htm EXHIBIT 10(V)(B) The St. Lawrence Seaway Corporation Annual Report "Form 10-K" (Exhibit 10(v)(b))

Exhibit 10(v)(b) AMENDMENT TO STOCK OPTION AGREEMENT On September 21, 1987, The St. Lawrence Seaway Corporation (the "Corporation") entered into a Restated Stock Option Agreement (the "Stock Option Agreement") with Jack C. Brown ("Brown") pursuant to which Brown was granted options to purchase an aggregate of 15,000 shares of common stock, $1.00 par value, of the Corporation for $3.00 per share over a period of five (5) years. The Board of Directors and Stockholders of the Corporation approved an amendment to the Stock Option Agreement on July 6, 1992 and August 28, 1992, respectively, the effect of which was to extend the option exercise period for five (5) additional years. The Board of Directors approved further amendments to the Stock Option Agreement on September 8, 1997, the effect of which was to extend the option exercise period for five (5) additional years. The Board of Directors approved further amendments to the Stock Option Agreement on August 30, 2002, and extended the options through September 21, 2007. Specifically, Section 7 of the Stock Option Agreement is hereby further amended by substituting the words "twentieth anniversary" for the words "fifteenth anniversary," and Section 3 is hereby further amended by substituting the words "twenty years" for "fifteen years." The Stock Option Agreement and the options granted pursuant thereto are hereby specifically referred to and incorporated as a part hereof and in all respects other than as specifically modified herein, the terms and conditions thereof shall continue in full force and effect. This Amendment is executed on this 20th day of September, 2002. THE ST. LAWRENCE SEAWAY CORPORATION By: /s/ Daniel L. Nir -------------------------------- Daniel L. Nir President and Treasurer Accepted as of September 20, 2002 /s/ Jack C. Brown - ---------------------------------- Jack C. Brown