0001104659-02-005276 Sample Contracts

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • November 6th, 2002 • Equitable Resources Inc /Pa/ • Natural gas transmisison & distribution • Pennsylvania

THIS AGREEMENT (the “Agreement”) dated as of the 1st day of September, 2002 (the “Effective Date”) is made by and between EQUITABLE RESOURCES, INC., a Pennsylvania corporation with its principal place of business at Pittsburgh, Pennsylvania (the “Company”), and DAVID L. PORGES, an individual (the “Employee”);

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CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • November 6th, 2002 • Equitable Resources Inc /Pa/ • Natural gas transmisison & distribution • Pennsylvania

THIS AGREEMENT (the “Agreement”) dated as of the 1st day of September, 2002 (the “Effective Date”) is made by and between EQUITABLE RESOURCES, INC., a Pennsylvania corporation with its principal place of business at Pittsburgh, Pennsylvania (the “Company”), and PHILIP P. CONTI, an individual (the “Employee”);

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2002 • Equitable Resources Inc /Pa/ • Natural gas transmisison & distribution

This Amendment No. 2 to Employment Agreement (“Amendment No. 2”), dated as of September 1, 2002, amends that certain Employment Agreement (the “Employment Agreement”) dated May 4, 1998, as previously amended by Amendment No. 1, dated as of December 1, 1999, by and between Equitable Resources, Inc., a Pennsylvania corporation (the “Company”), and Murry S. Gerber, an individual (the “Executive”);

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
Employment Agreement • November 6th, 2002 • Equitable Resources Inc /Pa/ • Natural gas transmisison & distribution

This Amendment No. 2 to Employment Agreement (“Amendment No. 2”), dated as of September 1, 2002, amends that certain Employment Agreement (the “Employment Agreement”) dated July 1, 1998, as previously amended by Amendment No. 1, dated as of December 1, 1999, by and between Equitable Resources, Inc., a Pennsylvania corporation (the “Company”), and David L. Porges, an individual (the “Executive”);

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