Semco Energy Inc – ‘10-K405’ for 12/31/00 – EX-10

On:  Friday, 3/30/01, at 11:02am ET   ·   For:  12/31/00   ·   Accession #:  277158-1-500003   ·   File #:  1-15565

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Annual Report — [x] Reg. S-K Item 405   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K405     Form 10-K for Year Ended 12/31/2000                   19    122K 
 2: EX-10       Exhibit 10.12 - Directors' Deferred Comp. Agr.         5±    21K 
 3: EX-10       Exhibit 10.13 - Stock Option Plan of 2000              1      8K 
 4: EX-12       Exhibit 12 - Ratio of Earnings to Fixed Charges        1      9K 
 5: EX-13       Exhibit 13 - 2000 Annual Report to Shareholders       43    282K 
 6: EX-21       Exhibit 21 - Subsidiaries as of 12/31/2000             2±     9K 
 7: EX-23       Exhibit 23 - Consent of Ind. Public Accountants        1      6K 
 8: EX-24       Exhibit 24 - Power of Attorney                         2±    11K 

EX-10   —   Exhibit 10.13 – Stock Option Plan of 2000

Exhibit 10.13                                                                   

 THE STOCK OPTION PLAN OF 2000
 -----------------------------

A.     The  Board  may  authorize,  and  the Company may thereafter issue, stock
       options  to  Officers,  Directors  and  other  employees  in  addition to
       (i)  stock  options  authorized  by  the Long-Term Incentive Plan of 1997
       ("LTIP  Stock  Options")  and (ii) stock options granted to a person, not
       previously  employed  by  the  Company,  as a material inducement to such
       person's  entering  into  an  employment  agreement  ("Limited Employment
       Inducement  Options"),  such  additional  stock  options  to  be known as
"SOP  2000  Stock  Options".                                      

B.     SOP  2000  Stock  Options may be issued upon such terms and conditions as
       contained  in  the  authorizing  (or  amending)  resolution of the Board.

C.     To  the  extent  not  otherwise specified in a Board resolution, SOP 2000
       Stock  Options  will be issued upon the same terms and conditions as LTIP
Stock  Options.                                                   

D.     No  single  person  may be issued SOP 2000 Stock Options relating to more
than  1%  of  the  outstanding  stock  at  the  time  of  grant.  

E.     No  more  than  5%  of  the  outstanding  stock may be issued pursuant to
exercises  of  options  granted  under  the  SOP  2000.           

F.     No  other  stock  options  will be issued while the SOP 2000 is in effect
unless  such  options  are:                                       

(i)     LTIP  Stock  Options;                                 
(ii)     Limited  Employment  Inducement  Options;              
      (iii)     issued  pursuant  to  a  plan  approved  by  shareholders;  or
        (iv)     issued  to  a  person  neither  an  employee,  an Officer nor a
                 Director  under  circumstances  not  prohibited  by NYSE rules.

G.     The SOP 2000 may be modified only by resolution of the Board of Directors
       not  inconsistent  with  NYSE  limits on the issuance of stock options by
listed  companies.                                                

H.     The  SOP  2000  is  effective  January 1, 2000 and shall remain in effect
until  terminated  by  the  Board  of  Directors.                 

I.     As  used  herein, the term "Officer" has the same meaning as "officer" as
       defined  in  Rule  16a-1(f),  as such rule has been promulgated under the
Securities  Exchange  Act  of  1934.                              

J.     As  used  herein,  the  term "Director" means any member of the Company's
Board  of  Directors  who  is  not  an  employee.                 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K405’ Filing		Date		Other Filings
Filed on:		3/30/01
For Period End:		12/31/00		4,  5
		1/1/00		3
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