0000950152-04-007903 Sample Contracts

FirstEnergy Corp. Executive and Directors Incentive Compensation Plan Restricted Stock Agreement
Restricted Stock Agreement • November 4th, 2004 • Firstenergy Corp • Electric services • Ohio

On February 17, 1998, The Board of Directors (“Directors”) of FE adopted the FE Executive and Director Incentive Compensation Plan (“Plan”), which was approved by the common stock shareholders on April 30, 1998, and became effective May 1, 1998. As of the date of this Agreement, per the terms of the Plan, FE grants to the Recipient the above number of restricted shares of FE Common Stock (“Restricted Shares”) per the terms and conditions of Article 8 of the Plan.

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Mr. Richard R. Grigg 13000 West Hawthorne Lane New Berlin, WI 53151 Dear Dick:
Employment Agreement • November 4th, 2004 • Firstenergy Corp • Electric services

The purpose of this letter agreement (“Agreement”) is to set forth the general terms and conditions of your employment as Executive Vice President and Chief Operating Officer of FirstEnergy Corp. (“FirstEnergy” or the “Company”).

FirstEnergy Corp. Executive and Directors Incentive Compensation Plan Non- Qualifying Stock Option (NSO) Agreement
Non-Qualifying Stock Option Agreement • November 4th, 2004 • Firstenergy Corp • Electric services • Ohio

This Option Agreement (“Agreement”) is entered into as of the 20th day of August, 2004, between FirstEnergy Corp., and Richard R. Grigg (“Optionee”) and is not in lieu of salary or any other compensation for services. For the purposes of this plan, the term “Company” or “FE” means FirstEnergy Corp. or its subsidiaries, singularly or collectively.

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