0001193125-09-028860 Sample Contracts

AMENDMENT 2008-1 TO THE EMPLOYMENT AGREEMENT
Employment Agreement • February 13th, 2009 • Embarq CORP • Telephone communications (no radiotelephone)

THIS AMENDMENT 2008-1, dated as of December 22, 2008, between Embarq Corporation, a Delaware corporation (“Embarq”), (Embarq and its subsidiaries are collectively referred to herein as “Employer”), and Gene M. Betts (“Executive”).

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AMENDMENT 2008-1 TO THE EMPLOYMENT AGREEMENT
Employment Agreement • February 13th, 2009 • Embarq CORP • Telephone communications (no radiotelephone)

THIS AMENDMENT 2008-1, dated as of December 23, 2008, between Embarq Corporation, a Delaware corporation (“Embarq”), (Embarq and its subsidiaries are collectively referred to herein as “Employer”), and Thomas J. McEvoy (“Employee”).

AMENDMENT 2008-2 TO THE EMPLOYMENT AGREEMENT
Employment Agreement • February 13th, 2009 • Embarq CORP • Telephone communications (no radiotelephone)

THIS AMENDMENT 2008-2, dated as of December 20, 2008, between Embarq Corporation, a Delaware corporation (“Embarq”), (Embarq and its subsidiaries are collectively referred to herein as “Company”), and Thomas A. Gerke (“Executive”).

EMBARQ SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (as amended and restated as of January 1, 2009)
Embarq Supplemental Executive Retirement Plan • February 13th, 2009 • Embarq CORP • Telephone communications (no radiotelephone)
AMENDED AND RESTATED EMBARQ KEY MANAGEMENT BENEFIT PLAN
Embarq CORP • February 13th, 2009 • Telephone communications (no radiotelephone) • Kansas

This Plan (as defined below) has been established in accordance with Section 5 of the Employee Matters Agreement dated May 17, 2006 by and between Sprint Nextel Corporation and Embarq Corporation for the benefit of certain current and former key executives of Embarq Corporation and its subsidiaries who were participants in the Sprint Key Management Benefit Plan immediately prior to the Effective Date (as defined below), in order to retain or reward them for their services and encourage them to continue the increasing profitability of the Company (as defined below).

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