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EXHIBIT 10.25
January 22, 2001
Xxxxxx Xxxxx, PhD.
President
University of Pennsylvania
000 Xxxxxxx Xxxx
Xxxxxxxxxxxx, XX 19104
Dear Xxxxxx:
This will confirm the following agreement relating to the deferral of your
directors' fees and retainers in 2001:
1. All directors' fees and retainers (AFees@) payable to you in connection
with your service on the boards of directors (including committees of such
boards) of AMR Corporation and American Airlines, Inc. for the period January 1,
2001 through December 31, 2001, will be deferred and paid to you in accordance
with this letter agreement:
2. Fees will be converted to Stock Equivalent Units in accordance with the
Directors' Stock Equivalent Purchase Plan, a copy of which is attached hereto as
Exhibit A (the "Plan").
3. Upon your retirement from the Board of Directors of AMR the Stock
Equivalent Units accrued pursuant to the Plan will be converted to cash and paid
to you by multiplying the number of Stock Equivalent Units as of the date of
your retirement by the arithmetic mean of the high and low of AMR stock ("fair
market value") during the calendar month immediately preceding such retirement
date. Such payment will occur within 30 days of your retirement date.
4. AMR's obligation to make payments pursuant to paragraph 3 hereof will
not be released or modified by reason of your death. In such event, the number
of Stock Equivalent Units as of your date of death will be multiplied by the
fair market value of AMR stock during the calendar month immediately preceding
your death, and the amount paid to the Trustees under your Revocable Agreement
of Trust, dated September 15, 1997, as amended November 3, 1997, Xxxxxx Xxxxx
Xxxxxxx and Trustee.
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If the foregoing is satisfactory to you, please indicate by signing one of
the originals (two are enclosed) and returning it to me.
Very truly yours,
Xxxxxxx X. XxxXxxx
Corporate Secretary
Accepted and agreed:
Xxxxxx Xxxxx
Date
