0001193125-06-038383 Sample Contracts

STOCK UNIT AGREEMENT
Long Term Plan • February 24th, 2006 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

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EXECUTIVE NON-QUALIFIED STOCK OPTION AGREEMENT
Executive Non-Qualified Stock Option Agreement • February 24th, 2006 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm a grant to you of a non-qualified stock option (“NQ”) as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

STOCK UNIT AGREEMENT
Stock Unit Agreement • February 24th, 2006 • Union Pacific Corp • Railroads, line-haul operating • Utah

This Letter Agreement (the “Agreement”) will confirm an award to you of stock units (“Stock Units”), as of the date hereof, by Union Pacific Corporation (the “Company”), under the 2004 Stock Incentive Plan of the Company (the “Plan”), a copy of which is included in this database and made a part hereof.

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