Amendment to Agreements under Registrant's 1991 Long-Term Incentive Plan (2004 Non-Qualified Stock Options)

Summary

This amendment, effective May 2005, modifies agreements under the company's 1991 Long-Term Incentive Plan. It applies to both officers and non-officer participants who received non-qualified stock options in 2004. The amendment accelerates the vesting of all such options that would not otherwise vest by January 1, 2006, so that they will now vest on December 31, 2005, unless canceled under the original agreement terms.

EX-10.(B)(2) 2 dex10b2.htm FORM OF AMENDMENT TO AGREEMENTS UNDER REGISTRANT'S 1991LONG-TERM INCENTIVE PLAN Form of Amendment to Agreements under Registrant's 1991Long-Term Incentive Plan

Exhibit 10(b)(2)

Amendment to Agreements under Registrant’s 1991 Long-Term Incentive Plan, effective May 19, 2005 with respect to officers of the Company, and effective May 10, 2005 with respect to non-officer participants:

All 2004 grants of non-qualified stock options that would not otherwise vest on or prior to January 1, 2006, shall vest (unless otherwise canceled pursuant to the terms of the Agreements) on December 31, 2005.