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EXHIBIT 10.20
[DRC letterhead]
January 4, 2000
Xx. Xxxxxx Xxxxxx
000 X. Xxxxxxxx Xxxxx
Xxxxxx Xxxxxx, XX 00000
Dear Xx. Xxxxxx:
This letter will confirm the cancellation, by its terms, of that
certain Xxxx Xxxxxxxx Corporation Special Executive Non-Qualified Stock Option
Agreement, dated as of April 5, 1999 (the "Special Agreement"), by and between
Xxxx Xxxxxxxx Corporation ("Xxxx Xxxxxxxx") and you, pursuant to which Xxxx
Xxxxxxxx granted to you the right and option (the "Special Option") to purchase
all or any part of an aggregate of 150,000 shares of Common Stock outside of
Xxxx Xxxxxxxx'x 1996 Stock Incentive Plan (the "Plan"). Concurrently with the
cancellation of the Special Agreement, and in accordance with its terms, Xxxx
Xxxxxxxx granted to you an option pursuant to the Plan to purchase 150,000
shares at an exercise price of $50.00 per share (the "Plan Replacement Option").
As a result of the granting of the Plan Replacement Option, the Special
Agreement is hereby terminated and the Special Option granted pursuant thereto
is hereby cancelled and is hereafter void and of no further effect.
Please acknowledge the foregoing by signing and returning to Xxxx
Xxxxxxxx one copy of this letter where indicated below.
XXXX XXXXXXXX CORPORATION
By:
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Xxxxx X. Xxxxx
Senior Vice President and
General Counsel
Acknowledged and agreed as of this
4th day of January, 2000:
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Xxxxxx Xxxxxx
