0000950144-07-001728 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • February 28th, 2007 • Wachovia Corp New • National commercial banks • North Carolina

This Employment Agreement, made and entered into as of the 1st day of November, 2001, by and between Wachovia Corporation (the “Company”), a North Carolina corporation, and Jean E. Davis (the “Executive”);

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Contract
Insurance Bonus Agreement • February 28th, 2007 • Wachovia Corp New • National commercial banks

Insurance Bonus Agreement (the “Agreement”), dated as of December 29, 2003, among Wachovia Corporation, a North Carolina corporation, its subsidiaries and affiliates (the “Company”), Jean E. Davis (the “Insured”) and The Jean E. Davis Irrevocable Living Trust dated September 20, 2000 (the “Owner”).

AMENDMENT NO. 1 TO SENIOR EXECUTIVE RETIREMENT AGREEMENT
Senior Executive Retirement Agreement • February 28th, 2007 • Wachovia Corp New • National commercial banks

THIS AMENDMENT NO. 1, made and entered into as of October 31, 2001 by and between Wachovia Corporation, a North Carolina corporation (the “Company”) and Jean E. Davis (the “Executive”);

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • February 28th, 2007 • Wachovia Corp New • National commercial banks

This Amendment No. 2 dated December 20, 2005 (the “Amendment”), to the Employment Agreement dated November 1, 2001 and amended as of June 22, 2004 (as amended, the “Employment Agreement”) made and entered into by and between Wachovia Corporation (the “Corporation”) and Jean E. Davis (the “Executive”);

Contract
Split-Dollar Life Insurance Termination Agreement • February 28th, 2007 • Wachovia Corp New • National commercial banks

Split-Dollar Life Insurance Termination Agreement, dated as of December 29, 2003 (this “Agreement”), among WACHOVIA CORPORATION, a North Carolina corporation, its subsidiaries and affiliates (the “Corporation”), Jean E. Davis (the “Insured”) and The Jean E. Davis Irrevocable Living Trust dated September 20, 2000 (the “Owner”).

June 22, 2004 Ms. Jean E. Davis [Address] Charlotte, NC [zip code] Re: Employment Agreement Dear Jean,
Employment Agreement • February 28th, 2007 • Wachovia Corp New • National commercial banks

As we discussed, I want to clarify certain matters related to your employment agreement. As you know, your employment agreement with Wachovia provides you with the option to make “Good Reason” termination of your employment with Wachovia for any reason during the period from January 1, 2004 to June 30, 2004. The Management Resources and Compensation Committee at its April 19, 2004 meeting approved modifying your agreement to provide you with the option to make a “Good Reason” termination of your employment with Wachovia for any reason during the period from January 1, 2006 to March 31, 2006.

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