First Tennessee National Corporation Non-Employee Director Benefits Resolution (April 16, 2002)

Summary

First Tennessee National Corporation's Board of Directors approved a set of additional benefits for its non-employee directors. These benefits include various banking and financial services at no cost or reduced fees, such as personal account services, checking accounts, credit cards, and brokerage commission reductions. Directors may also have shares repurchased by the company under certain conditions without fees. These benefits apply for 2002 and future years unless changed or ended by the Board.

EX-10.R 4 g76098ex10-r.txt NON-EMPLOYEE DIRECTOR BENEFITS EXHIBIT 10(R) RESOLUTIONS OF BOARD OF DIRECTORS OF FIRST TENNESSEE NATIONAL CORPORATION APRIL 16, 2002 ---------------------------------------------- BE IT RESOLVED, that the following benefits, be, and they hereby are, approved as additional compensation to non-employee directors for service to the Corporation as a director: a personal account executive, a no fee personal checking account for the director and the director's spouse, a FirstCheck card, a 25% reduction in commissions charged by First Tennessee Brokerage, Inc., a no fee VISA gold card, no fee for a safe deposit box, traveler's checks, and cashier's checks, and if the Board has authorized a stock repurchase program, the repurchase of shares of Corporation common stock at the day's volume-weighted average price with no payment of any fees or commissions if the repurchase of the director's shares is otherwise permissible under the program that has been authorized. FURTHER RESOLVED, that these benefits are approved for calendar year 2002 and future years unless and until the Board modifies or terminates such benefits.