THIRD AMENDMENT TO CONSULTING AGREEMENT
This is the Third Amendment to the Consulting Agreement dated May 7, 1998 by
and between Xxxxxxx X. Xxxxxxxxxxx, an individual whose mailing address is 0000
0xx Xxxxxx, Xxxxxx Xxxx, Xxx Xxxxxx 00000 ("Consultant") and American Water
Works Company, Inc. (the "Company"), a Delaware corporation.
BACKGROUND
Consultant and the Company entered into a consulting agreement dated May 7,
1998. Consultant has provided the consulting and advisory services requested to
date by the Company. Consultant and the Company have agreed that the Company
will make available to Consultant for his use an automobile and driver in
exchange for a reduction in Consultant's cash compensation.
NOW, THEREFORE, intending to be legally bound hereby, the parties agree to
amend Section 4 of the Agreement in its entirety as follows:
4. Compensation. Effective as of October 16, 1999, as compensation and
consideration for such services and responsibilities under this Agreement,
the Company agrees to pay Consultant and Consultant agrees to accept
compensation of $125,000 annually. Such compensation shall be payable in equal,
or as nearly equal as practicable, monthly installments during each month in
which the Consultant provides services hereunder. In addition, the Company
agrees to make available to Consultant for his use an automobile and driver.
The Company shall not be required to provide Consultant with any other payments
or benefits for his services hereunder, provided that the services to be
performed hereunder, and the compensation to be paid therefor, shall be in
addition to Consultant's services and compensation as a member of the Board.
IN WITNESS WHEREOF, the undersigned have executed this Amendment.
AMERICAN WATER WORKS COMPANY, INC.
By:____________________________________
Chairman of the Board of Directors
CONSULTANT:
______________________________________
Xxxxxxx X. Xxxxxxxxxxx
Dated: October 1, 1999