Message-ID: <16460851.1075853130866.JavaMail.evans@thyme>
Date: Thu, 12 Jul 2001 14:09:26 -0700 (PDT)
From: michelle.cash@enron.com
To: noel.ryan@enron.com
Subject: RE: ESA Retention Plan
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X-From: Cash, Michelle </O=ENRON/OU=NA/CN=RECIPIENTS/CN=MCASH>
X-To: Ryan, Noel </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Nryan>
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yes, it is redundant.

 -----Original Message-----
From: =09Ryan, Noel =20
Sent:=09Thursday, July 12, 2001 3:53 PM
To:=09Cash, Michelle
Subject:=09FW: ESA Retention Plan

Michelle=20

These are the revisions Pam Butler made to the initial evergreen agreement.=
  Is this a redundent issue now that we are revising the document?

Noel

 -----Original Message-----
From: =09Butler, Pam =20
Sent:=09Thursday, July 12, 2001 3:44 PM
To:=09Ryan, Noel
Subject:=09RE: ESA Retention Plan

Noel, here are my suggested revisions:


In order to represent an incentive for the Beneficiary to remain in the Com=
pany, the Beneficiary will be vested in the right to exercise an option as =
follows: (a) up to 15% of the stock options granted on the granting date; (=
b) up to 30% of the stock options granted as of six (6) months following th=
e granting date; (c) up to 45% of the stock options granted as of twelve (1=
2) months following the granting date; (d) up to 60% of the stock options g=
ranted as of eighteen (18) months following the granting date; (e) up to 75=
% of the stock options granted as of twenty-four (24) months following the =
granting date; (f) up to 90% of the stock options granted as of thirty (30)=
 months following the granting date; and (g) up to 100% of the stock option=
s granted as of thirty-six (36) months following the granting date.  The ri=
ght of the Beneficiary to the stock option will only be available once vest=
ed.  The Beneficiary may exercise vested options within the validity period=
 of five (5) years from date of grant.  In no event may Beneficiary exercis=
e or have any rights to unvested options. In no event may Beneficiary exerc=
ise or have any rights in a stock option after the term of the validity per=
iod expires.


 -----Original Message-----
From: =09Ryan, Noel =20
Sent:=09Wednesday, July 11, 2001 1:55 PM
To:=09Butler, Pam
Subject:=09ESA Retention Plan

Pam

The ESA lawyers sent us a draft of the "evergreen agreement" that the emplo=
yees are going to sign before they receive options and base salary increase=
s.  Could you make sure the wording for the vesting schedule (highlighted i=
n yellow) is acceptable.

 << File: retention 2001 options2.doc >>=20

Noel Ryan
x 5-2527