0001046861-03-000063 Sample Contracts

NEW YORK STATE ELECTRIC & GAS CORPORATION AND JPMORGAN CHASE BANK, as Trustee Third Supplemental Indenture Dated as of May 9, 2003 To Indenture Dated as of November 18, 2002 53/4% Notes due May 1, 2023
Third Supplemental Indenture • August 13th, 2003 • Energy East Corp • Electric services • New York

THIRD SUPPLEMENTAL INDENTURE, dated as of May 9, 2003 (this "Third Supplemental Indenture"), between NEW YORK STATE ELECTRIC & GAS CORPORATION, a corporation duly organized and existing under the laws of the State of New York (the "Company"), having its principal office at P.O. Box 3287, Ithaca, New York 14852-3287 and JPMORGAN CHASE BANK, a New York banking corporation, as Trustee (the "Trustee") under the Indenture dated as of November 18, 2002 between the Company and the Trustee (the "Original Indenture").

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SEPARATION AGREEMENT, GENERAL RELEASE AND WAIVER
Separation Agreement • August 13th, 2003 • Energy East Corp • Electric services • New York

This Separation Agreement, General Release and Waiver is made and entered into as of the 7th day of April, 2003 by and among RALPH R. TEDESCO (hereinafter referred to as "Employee"), NEW YORK STATE ELECTRIC & GAS CORPORATION (hereinafter referred to as "NYSEG") and ENERGY EAST MANAGEMENT CORPORATION (hereinafter referred to as "EEMC").

EMPLOYMENT AGREEMENT
Employment Agreement • August 13th, 2003 • Energy East Corp • Electric services

EMPLOYMENT AGREEMENT, made as of April 30, 2003 (the "Agreement"), by and among CONNECTICUT NATURAL GAS CORPORATION, a Connecticut corporation ("CNG"), ENERGY EAST MANAGEMENT CORPORATION, a Delaware corporation ("EEMC"), ENERGY EAST CORPORATION, a New York corporation and MICHAEL I. GERMAN (the "Executive").

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