0001193125-09-227498 Sample Contracts

Learning Tree International, Inc. STOCK AWARD AGREEMENT
Stock Award Agreement • November 6th, 2009 • Learning Tree International Inc • Services-educational services • Delaware

We are pleased to inform you that the Compensation Committee of our Board of Directors (the “Committee”) has decided to grant you an award (your “Award”) of our Common Stock (the “Common Stock”) under our 2007 Equity Incentive Plan (the “Plan”). You will be entitled to receive one third (33 1/3%) of the Number of Shares set forth above as of each of first three anniversaries of the Date of Award if you have been continuously employed by, or are a director of, Learning Tree or its subsidiaries through such date. You will not have any right to receive or be issued any shares of Common Stock under this Award (i) if Learning Tree does not report an operating profit for its 2010 fiscal year or (ii) with respect to any issuance scheduled to occur after you cease to be an employee or director of Learning Tree or one of its subsidiaries (whether voluntarily or involuntarily).

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