American Business Products Inc – ‘SC 14D9’ on 1/21/00 re: American Business Products Inc – EX-99.14

On:  Friday, 1/21/00   ·   Accession #:  950144-0-548   ·   File #:  5-30506

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Tender-Offer Solicitation/Recommendation Statement   —   Schedule 14D-9
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 14D9     American Business Products                            14     77K 
 2: EX-99.1     Excerpts From the Company`S Proxy Statement           25    124K 
 7: EX-99.10    Severance Agreement (Richard G. Smith)                10     45K 
 8: EX-99.11    Severance Agreement (Geoffrey L. Greulich)            11     47K 
 9: EX-99.12    Letter Agreement                                       2     14K 
10: EX-99.13    Letter Agreement                                       2     14K 
11: EX-99.14    Letter Agreement                                       2     13K 
12: EX-99.15    Letter Agreement                                       3     18K 
13: EX-99.16    Employment Agreement (Larry L. Gellerstedt, Iii)      18     65K 
14: EX-99.17    Separation Agreement (Larry L. Gellerstedt, Iii)       8     32K 
15: EX-99.18    Offer to Purchase (Profit Sharing Retirement Plan)     4     21K 
16: EX-99.19    Offer to Purchase (Employee Savings Plan)              4     21K 
 3: EX-99.5     Shareholder Letter                                     2±    11K 
 4: EX-99.7     Confidentiality Agreement                              4     18K 
 5: EX-99.8     Severance Agreement (Raymond J. Wilson)               10     46K 
 6: EX-99.9     Severance Agreement (John H. Karr)                    10     46K 

EX-99.14   —   Letter Agreement

EX-99.14
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                                                                      EXHIBIT 14

AMERICAN BUSINESS PRODUCTS, INC.
2100 RIVEREDGE PARKWAY, SUITE 1200  
    ATLANTA, GEORGIA 30328

October 15, 1999

Mr. W. Stell Huie                                                               
141 Big View Drive                                                              
Queens Mountain                                                                 
Highlands, NC 28741-2469                                                        

RE:   AMERICAN BUSINESS PRODUCTS, INC.                        

Dear Stell:                                                                     

        This letter is to document the recent arrangement entered into between
you and the Board of Directors of American Business Products, Inc. ("ABP").     
Upon the resignation of Larry L. Gellerstedt, III as Chairman, Chief Executive  
Officer and President of ABP, the Board asked you to serve as of a consultant   
to the acting management of ABP with regard to certain executive compensation   
and employment issues. You have agreed to assume the responsibilities of this   
consulting position until such time as your successor has been elected by the   
Board or such earlier time as the Board determines that the position is no      
longer needed.                                                                  

      Pursuant to the arrangement, as approved by the Board at its meeting
on September 16, 1999, you will receive compensation in the amount of $400.00   
per hour for your services in this consultant capacity. The amount and terms of 
your compensation under this arrangement will be reviewed no later than         
December 31, 1999.                                                              

      Please sign this letter as your acknowledgement of the terms of this
arrangement.                                                                    

             Very truly yours,

                 /s/ C. Douglas Miller
                                     -----------------------------------------
                                   On Behalf of the ABP Board of Directors

AGREED AND ACKNOWLEDGED:                                                        

/s/ W. Stell Huie                                                               
-----------------------                                                         
W. Stell Huie                                                                   
Date:  12/31/99                                                                 
-----------------                                                 

EX-99.14
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[ABP LETTERHEAD]

December 31, 1999 

Mr. W. Stell Huie                                                               
141 Big View Drive                                                              
Queens Mountain                                                                 
Highlands, NC 28741-2469                                                        

RE:   AMERICAN BUSINESS PRODUCTS, INC.                        

Dear Stell:                                                                     

       The purpose of this letter is to extend and amend that certain letter
agreement between you and American Business Products, Inc. ("ABP"), dated       
October 15, 1999. Upon the resignation of Larry L. Gellerstedt, III as          
Chairman, Chief Executive Officer and President of ABP, the Board asked you to  
serve as of a consultant to the acting management of ABP with regard to certain 
executive compensation and employment issues. You have assumed the              
responsibilities of this consulting position. This letter is to extend the      
period of your service in this role through February 29, 2000.                  

        Pursuant to the previously-agreed to arrangement, you will continue to
receive compensation in the amount of $400.00 per hour for your services in     
this consultant capacity.                                                       

      Please sign this letter as your acknowledgement of the terms of this
arrangement.                                                                    

           Very truly yours,

               /s/ C. DOUGLAS MILLER
                                   -----------------------------------------
                                 On Behalf of the ABP Board of Directors

AGREED AND ACKNOWLEDGED:                                                        

/s/ W. STELL HUIE                                                               
------------------------                                                        
W. Stell Huie                                                                   
Date: 12/31/99                                                                  
------------------                                                  

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 14D9’ Filing		Date		First		Last			Other Filings
		2/29/00		2
Filed on:		1/21/00							SC 14D1
		12/31/99		1		2
		10/15/99		1		2
		9/16/99		1					8-K
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