0000203248-05-000064 Sample Contracts

SOUTHERN UNION COMPANY AMENDED AND RESTAED 2003 STOCK AND INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • June 28th, 2005 • Southern Union Co • Natural gas distribution

This Restricted Stock Award Agreement (this “Agreement”) is made as of June 27, 2005 between Southern Union Company (the “Corporation”) and the undersigned (the “Holder”). The Compensation Committee of the Board of Directors of the Corporation has authorized the following Restricted Stock Award to the Holder under the Southern Union Company Amended and Restated 2003 Stock and Incentive Plan (the “Plan”), subject to the terms and provisions of the Plan and the additional conditions set forth below. Terms used in this Agreement that are defined in the Plan have the meanings assigned to them in the Plan.

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SOUTHERN UNION COMPANY AMENDED AND RESTATED 2003 STOCK AND INCENTIVE PLAN NONSTATUTORY OPTION AGREEMENT
Nonstatutory Option Agreement • June 28th, 2005 • Southern Union Co • Natural gas distribution

This Nonstatutory Option Agreement (this “Agreement”) is made as of June 27, 2005 between Southern Union Company (the “Corporation”) and the undersigned (the “Holder”). The Compensation Committee of the Board of Directors of the Corporation has authorized the grant of the following Options to the Holder under the Southern Union Company Amended and Restated 2003 Stock and Incentive Plan (the “Plan”), subject to the terms and provisions of the Plan and the additional conditions set forth below. Terms used in this Agreement that are defined in the Plan have the meanings assigned to them in the Plan.

SOUTHERN UNION COMPANY AMENDED AND RESTATED 2003 STOCK AND INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • June 28th, 2005 • Southern Union Co • Natural gas distribution

This Restricted Stock Award Agreement (this “Agreement”) is made as of June 27, 2005, between Southern Union Company (the “Corporation”) and the undersigned non-employee director of the Corporation (the “Holder”). The Compensation Committee of the Board of Directors of the Corporation has authorized the following Restricted Stock Award to the Holder under the Southern Union Company Amended and Restated 2003 Stock and Incentive Plan (the “Plan”), subject to the terms and provisions of the Plan and the additional conditions set forth below. Terms used in this Agreement that are defined in the Plan have the meanings assigned to them in the Plan.

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