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Exhibit (10)-6
AMENDMENT TO CERTAIN
STOCK OPTION AGREEMENTS BETWEEN
WISCONSIN ENERGY CORPORATION ("COMPANY")
AND _________________________
The Company and ___________________ are parties to the following stock
option agreements ("Option Agreements"):
Date of Grant Incentive Stock Options Non-Qualified Stock Options
------------- ----------------------- ---------------------------
The parties to the Option Agreements hereby amend each to add the
following new paragraph 7:
7. SPECIAL PROVISION
-----------------
The Company has entered into an agreement and plan of merger by
and among Northern States Power Company, Wisconsin Energy Corporation,
Northern Power Wisconsin Corp., and WEC Sub Corp., dated as of April 28,
1995 (the "Merger Agreement"). Notwithstanding any other provision of
any of the Option Agreements or the Plan, none of the transactions
contemplated by the Merger Agreement shall constitute a Change In Control
for purposes of this option and the related contingent performance
dividend units.
IN WITNESS WHEREOF, the parties have signed this Amendment, as of the
date set forth below.
WISCONSIN ENERGY CORPORATION
Dated: _________________________ By: ______________________________
Xxxxxxx X. Xxxxx
Chairman, President and
Chief Executive Officer
Dated: _________________________ By: ______________________________
