Exhibit 10.07
-------------
Amendment No. 1
to the
Terms and Conditions of Employment
between
Xxxxxxx X. Xxxxxxxx ("WTS")
and
Adelphia Communications Corporation (the "Company")
WHEREAS, WTS and the Company wish to amend that certain employment
agreement executed on January 17, 2003 (the "Employment Agreement").
NOW, THEREFORE, the parties hereby agree as follows:
1. The third sentence of Section 9 of the Employment Agreement is hereby
amended to read in its entirety as follows: "One-third of such restricted shares
shall vest on the second anniversary of the Effective Date, an additional
one-third shall vest on the first anniversary of the date of the Company's
emergence from bankruptcy, and the final one-third shall vest on the second
anniversary of such date of emergence."
2. Except as provided in this Amendment No. 1, the terms and conditions of
the Employment Agreement shall remain unchanged.
/s/ Xxxxxxx X. Xxxxxxxx
------------------------------ Adelphia Communications Corporation
Xxxxxxx X. Xxxxxxxx
By: /s/ Xxxxx Xxxxxxxxxx
------------------------------
February ___, 2003 Name: Xxxxx Xxxxxxxxxx
Title: Chairman and Interim Chief
Executive Officer
February ___, 2003
