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El Paso Corp/DE – ‘10-K’ for 12/31/07 – EX-10.F.3

On:  Thursday, 2/28/08, at 5:27pm ET   ·   For:  12/31/07   ·   Accession #:  950129-8-1326   ·   File #:  1-14365

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/28/08  El Paso Corp/DE                   10-K       12/31/07   48:3.8M                                   Bowne - Houston/FA

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Form 10-K - Annual Report                           HTML   1.56M 
 2: EX-10.A.1   Amendment No.1 to 1995 Compensation Plan for        HTML     20K 
                          Non-Employee Directors                                 
 3: EX-10.B.2   Amendment No.2 to Stock Option Plan for             HTML     19K 
                          Non-Employee Directors                                 
37: EX-10.BB.1  Amendment No.1 to 2005 Supplemental Benefits Plan   HTML     23K 
 4: EX-10.C.1   Amendment No.1 to 2001 Stock Option Plan for        HTML     19K 
                          Non-Employee Directors                                 
 5: EX-10.C.2   Amendment No.2 to 2001 Stock Option Plan for        HTML     19K 
                          Non-Employee Directors                                 
 6: EX-10.E     1999 Omnibus Incentive Compensation Plan            HTML    177K 
 7: EX-10.E.1   Amendment No.1 to 2001 to the 1999 Omnibus          HTML     18K 
                          Incentive Compensation Plan                            
 8: EX-10.F     2001 Omnibus Incentive Compensation Plan            HTML    177K 
 9: EX-10.F.1   Amendment No.1 to to the 2001 Omnibus Incentive     HTML     18K 
                          Compensation Plan                                      
10: EX-10.F.2   Amendment No.2 to to the 2001 Omnibus Incentive     HTML     19K 
                          Compensation Plan                                      
11: EX-10.F.3   Amendment No.3 to to the 2001 Omnibus Incentive     HTML     22K 
                          Compensation Plan                                      
12: EX-10.G     Amended Supplemental Benefits Plan                  HTML     79K 
13: EX-10.G.1   Amendment No.1 to Supplemental Benefits Plan        HTML     21K 
14: EX-10.G.5   Amendment No.5 to Amended Supplemental Benefits     HTML     20K 
                          Plan                                                   
15: EX-10.H.1   Amendment No.1 to Senior Executive Survivor         HTML     19K 
                          Benefit Plan                                           
16: EX-10.H.2   Amendment No.2 to Senior Executive Survivor         HTML     23K 
                          Benefit Plan                                           
17: EX-10.I.1   Amendment No.1 to Key Executive Severance           HTML     19K 
                          Protection Plan                                        
18: EX-10.I.2   Amendment No.2 to Key Executive Severance           HTML     27K 
                          Protection Plan                                        
19: EX-10.I.3   Amendment No.3 to Key Executive Severance           HTML     18K 
                          Protection Plan                                        
20: EX-10.I.5   Amendment No.5 to Key Executive Severance           HTML     27K 
                          Protection Plan, as Amended                            
21: EX-10.J.1   Amendment No.1 to 2004 Key Executive Severance      HTML     28K 
                          Protection Plan                                        
22: EX-10.K.1   Amendment No.1 to Director Charitable Award Plan    HTML     18K 
23: EX-10.L     Amended Strategic Stock Plan                        HTML    117K 
24: EX-10.L.1   Amendment No.1 to Strategic Stock Plan              HTML     18K 
25: EX-10.L.2   Amendment No.2 to Strategic Stock Plan              HTML     20K 
26: EX-10.L.3   Amendment No.3 to Strategic Stock Plan              HTML     18K 
27: EX-10.L.4   Amendment No.4 to Strategic Stock Plan              HTML     19K 
28: EX-10.N.1   Termination of the Executive Award Plan of Sonat    HTML     18K 
                          Inc                                                    
29: EX-10.O     Amended Omnibus Plan for Management Employees       HTML    106K 
30: EX-10.O.1   Amendment No.1 to Omnibus Plan for Management       HTML     19K 
                          Employees                                              
31: EX-10.O.2   Amendment No.2 to Omnibus Plan for Management       HTML     18K 
                          Employees                                              
32: EX-10.O.3   Amendment No.3 to Omnibus Plan for Management       HTML     19K 
33: EX-10.O.4   Amendment No.4 to Omnibus Plan for Management       HTML     19K 
                          Employees                                              
34: EX-10.P.1   Amendment No.1 to Amended Severance Pay Plan        HTML     24K 
35: EX-10.Y.1   Amendment No.2 to 2005 Compensation Plan for        HTML     19K 
                          Non-Employee Directors                                 
36: EX-10.Z.1   Amendment No.1 to 2005 Omnibus Incentive            HTML     22K 
                          Compensation Plan                                      
38: EX-12       Ratio of Earnings to Combined Fixed Charges and     HTML     37K 
                          Preferred Stock Dividends                              
39: EX-21       Subsidiaries                                        HTML    415K 
40: EX-23.A     Consent of Ernst & Young LLP                        HTML     24K 
41: EX-23.B     Consent of Pricewaterhousecoopers LLP               HTML     19K 
42: EX-23.C     Consent of Ryder Scott Company, L.P.                HTML     19K 
43: EX-31.A     Certification of CEO Pursuant to Section 302        HTML     21K 
44: EX-31.B     Certification of CFO Pursuant to Section 302        HTML     21K 
45: EX-32.A     Certification of CEO Pursuant to Section 906        HTML     17K 
46: EX-32.B     Certification of CFO Pursuant to Section 906        HTML     17K 
47: EX-99.A     Ryder Scott Reserve Report                          HTML     46K 
48: EX-99.B     Ryder Scott Reserve Report                          HTML     45K

EX-10.F.3   —   Amendment No.3 to to the 2001 Omnibus Incentive Compensation Plan

This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

  exv10wfw3  
 

EXHIBIT 10.F.3
AMENDMENT NO. 3 TO THE
EL PASO CORPORATION
2001 OMNIBUS INCENTIVE COMPENSATION PLAN
     Pursuant to Section 16.1 of the El Paso Corporation 2001 Omnibus Incentive Compensation Plan, effective as of January 29, 2001, as amended (the “Plan”), the Plan is hereby amended as follows, effective July 17, 2002:
     WHEREAS, the Company desires to clarify provisions of the Plan to reflect the intent of the Board of Directors and the Compensation Committee relating to the required payment of incentive awards and restricted stock election pursuant to Sections 11.5 and 11.6 of the Plan.
     NOW THEREFORE, the following amendments shall be made to the Plan:
     Section 11.5 is hereby deleted in its entirety and replaced with the following:
     “11.5 Required Payment of Incentive Awards
     The Plan Administrator, or the Management Committee in the case of Participants other than Section 16 Insiders or employees subject to Section 162(m), shall make a determination within thirty (30) days after the Company’s financial information is available for a particular Performance Period (the “Award Date”) whether the Performance Goals for that Performance Period have been achieved and the amount of the award for each Participant. In the absence of an election by the Participant pursuant to Sections 11.6 or 11.7, the award shall be paid not later than the end of the month following the month in which the Plan Administrator determines the amount of the award and shall be paid as follows.
(a) Participants shall receive their awards in any combination of cash and/or Restricted Stock as determined by the Plan Administrator.
(b) Because the Participant bears forfeiture, price fluctuation, and other attendant risks during the Restriction Period (as defined in Section 10.4) associated with the Restricted Stock awarded under this Plan, the Plan Administrator or Management Committee, as appropriate, may decide that Participants who are awarded Restricted Stock shall be awarded an additional amount of Restricted Stock up to the amount of Restricted Stock which a Participant is awarded pursuant to Sections 11.5(a). No additional amount of Restricted Stock is required to be awarded pursuant to this Section 11.5(b).”

 

 

     Section 11.6 shall be deleted in its entirety and replaced with the following:
     “11.6 Restricted Stock Election
     In lieu of receiving all or any portion of the cash in accordance with Sections 11.5(a), a Participant designated by the Plan Administrator or Management Committee, as appropriate, may elect to receive additional Restricted Stock with a value equal to the portion of the Incentive Award which the Participant would otherwise have received in cash, but has elected to receive in Restricted Stock (“Restricted Stock Election”). Participants must make their Restricted Stock Election at such time and in such a manner as prescribed by the Management Committee. The Plan Administrator or Management Committee, as appropriate, may determine that each Participant who makes the Restricted Stock Election shall be awarded the additional Restricted Stock granted pursuant to Section 11.5(b) up to the amount of the Participant’s Restricted Stock Election. Notwithstanding the foregoing no additional amount of Restricted Stock is required to be awarded pursuant to this Section 11.6. Except as provided in Section 10, all shares of Restricted Stock awarded pursuant to the Restricted Stock Election are subject to the same terms and conditions as the Restricted Stock a Participant receives pursuant to Sections 11.5(a).”
     All references to Sections 11.5(a)(ii) and/or 11.5(b)(ii) shall be changed to Section 11.5(a) and Section 11.5(c) shall be changed to Section 11.5(b).
     IN WITNESS WHEREOF, the Company has caused this amendment to be duly executed on this 17th day of July 2002.
         
  EL PASO CORPORATION
 		  
  By:        /s/ Joel Richards III    
    Joel Richards III   
    Executive Vice President
Human Resources and Administration 		  
 
Attest:
         
     
  /s/ David L. Siddall    
  Corporate Secretary   
     
 

 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/28/08
For Period End:12/31/074
7/17/02S-4
1/29/018-K
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Filing Submission 0000950129-08-001326   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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