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EXHIBIT 4.3
XXXX CORPORATION
1998 EXECUTIVE SUPPLEMENTAL SAVINGS PLAN DEFERRED COMPENSATION AGREEMENT
Please read the enclosed "Explanation", then complete this form and return it to
the Hilltop Benefits Department no later than December 15. Elections on this
form become effective as of January 1, 1998.
You must complete Sections A and B of this form if you wish to participate in
the Executive Supplemental Savings Plan (ESSP) for 1998. If you do not want to
participate in the ESSP, please check the area indicating so in Section A.
Print Name____________________________Social Security Number___________________
A. Deferred Compensation Election
After I reach the maximum recognized compensation limit
($160,000) or the maximum pre-tax contribution limit ($10,000)
under the RSP during 1998 [check ONE only]:
___I hereby irrevocably elect to have my compensation for calendar
year 1998, as defined in the ESSP, reduced by _____% (may be any
percentage up to 17%), subject to the terms of the ESSP.
___I hereby elect not to participate in the ESSP for 1998.
B. Distribution Election for 1998 Deferred Compensation
I hereby irrevocably elect, subject to the terms of the ESSP, that the 1998
Deferred Compensation pursuant to the above election, plus interest, be
paid to me within approximately 30 days of the quarter-end Payment Date
indicated below, unless I specifically elect for such payment to be made
upon my termination of employment, in which case payment of this Deferred
Compensation to me (or my Beneficiary) will commence as indicated below.
I also understand that, if I elect a Specific Payment Date, in the event
my employment terminates before the Specific Payment Date I have
indicated below, I (or my Beneficiary) will be paid this Deferred
Compensation approximately four weeks after the month-end date
coincident with or immediately following my last date of employment.
(CHECK ONE ONLY)
___ Specific Payment Date ______ Must be the March 31, June 30,
September 30, or December 31 of any
future year. Please refer to Payment of
ESSP Section on "Explanation".
___ Defer payment until my termination of employment (payment approx.
four weeks following month end).
___ Defer payment until my termination of employment, but pay me in
the following calendar year (payment approximately four weeks after
end of calendar year of termination of employment).
___ Defer payment until my termination, after which I shall receive
payments in installments for ____ years (no more than 10) or for
______quarters (no more than 40).
I hereby make the above election(s) and acknowledge that I have read the
enclosed "Explanation".
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Participant's Signature Date