0000916863-05-000382 Sample Contracts

WPS RESOURCES CORPORATION NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • December 13th, 2005 • WPS Resources Corp • Electric & other services combined • Wisconsin

THIS AGREEMENT is entered into on December 7, 2005 (the “Grant Date”), by and between WPS RESOURCES CORPORATION (the “Company”), and __________________ ____________________ (the “Optionee”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of an option to the Optionee. This option shall not become effective until the Optionee signs and returns the “Acknowledgement Form” attached hereto.

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WPS RESOURCES CORPORATION PERFORMANCE STOCK RIGHT AGREEMENT
Performance Stock Right Agreement • December 13th, 2005 • WPS Resources Corp • Electric & other services combined • Wisconsin

THIS AGREEMENT is entered into as of December 7, 2005, (the “Grant Date”), by and between WPS RESOURCES CORPORATION (the “Company”), and __________________ ____________________ (the “Participant”). This Agreement sets forth the terms, rights and obligations of the parties with respect to the grant of Performance Stock Rights to the Participant. This agreement shall not become effective until the Participant signs and returns the “Acknowledgement Form” attached hereto.

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