0000950129-05-000147 Sample Contracts

PRIDE INTERNATIONAL, INC. 2004 DIRECTORS’ STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT
Option Agreement • January 6th, 2005 • Pride International Inc • Oil & gas field services, nec • Delaware

This option agreement (“Option Agreement” or “Agreement”) executed between PRIDE INTERNATIONAL, INC. (the “Company”), and ___(the “Optionee”), a nonemployee Director of the Company or one of its Subsidiaries, regarding a right (the “Option”) awarded to the Optionee on ___(the “Award Date”) to purchase from the Company up to but not exceeding in the aggregate ___shares of Common Stock (as defined in the Pride International, Inc. 2004 Directors’ Stock Incentive Plan (the “Plan”)) at the price of $___.___per share, such number of shares and such price per share being subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:

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PRIDE INTERNATIONAL, INC. RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • January 6th, 2005 • Pride International Inc • Oil & gas field services, nec • Texas

This Restricted Stock Agreement (“Agreement”) between PRIDE INTERNATIONAL, INC. (the “Company”) and ___ (the “Grantee”), an employee of the Company or one of its Subsidiaries, regarding an award (“Award”) of ___ shares of Common Stock (as defined in the Pride International, Inc. 1998 Long-Term Incentive Plan (the “Plan”), such Common Stock comprising this Award referred to herein as “Restricted Stock”) awarded to the Grantee on ___ (the “Award Date”), such number of shares subject to adjustment as provided in Section 14 of the Plan, and further subject to the following terms and conditions:

PRIDE INTERNATIONAL, INC.
Restricted Stock Agreement • January 6th, 2005 • Pride International Inc • Oil & gas field services, nec • Delaware

This Restricted Stock Agreement (“Agreement”) between PRIDE INTERNATIONAL, INC. (the “Company”) and ___ (the “Grantee”), a nonemployee Director of the Company or one of its Subsidiaries, regarding an award (“Award”) of ___ shares of Common Stock (as defined in the Pride International, Inc. 2004 Directors’ Stock Incentive Plan (the “Plan”), such Common Stock comprising this Award referred to herein as “Restricted Stock”) awarded to the Grantee on ___ (the “Award Date”), such number of shares subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:

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