Enron Corp/OR – ‘10-K’ for 12/31/99 – EX-10.19

On:  Thursday, 3/30/00   ·   For:  12/31/99   ·   Accession #:  1024401-0-2   ·   File #:  1-13159

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                        123±   488K 
 2: EX-10.02    Material Contracts                                     2±    11K 
 3: EX-10.11    Material Contracts                                     2±    10K 
 4: EX-10.17    Material Contracts                                     2±    11K 
 5: EX-10.18    Material Contracts                                     2±    13K 
 6: EX-10.19    Material Contracts                                     2±    12K 
 7: EX-10.26    Material Contracts                                     7±    25K 
 8: EX-10.36    Material Contracts                                     2±    12K 
 9: EX-10.48    Material Contracts                                    10±    35K 
10: EX-10.51    Material Contracts                                     4±    20K 
11: EX-10.53    Material Contracts                                     3±    14K 
12: EX-10.54    Material Contracts                                     3±    17K 
13: EX-10.56    Material Contracts                                     4±    18K 
14: EX-10.57    Material Contracts                                    16±    66K 
15: EX-12       Statement Re Computation of Ratios                     1      8K 
16: EX-21       Subsidiaries of the Registrant                        50±   179K 
17: EX-23       Consents of Experts and Counsel                        1      9K 
18: EX-24       Power of Attorney                                     19     49K 
19: EX-27       Article 5 FDS for 10-K                                 1      8K 

EX-10.19   —   Material Contracts

                           Exhibit 10.19

THIRD AMENDMENT TO                    
ENRON CORP. 1991 STOCK PLAN                   
(As Amended and Restated Effective May 4, 1999)                   

WHEREAS, ENRON CORP. (the "Company") and the                
stockholders of the Company have heretofore                           
approved and adopted the Enron Corp. 1991 Stock                       
Plan (As Amended and Restated Effective May 4,                        
1999)(the "Plan"); and                                                

WHEREAS, the Company desires to amend the                   
Plan to clarify that as a result of the two for                       
one stock split of Enron Corp. common stock                           
effective August 13, 1999 (the "Stock Split                           
Date"), the number of shares of common stock                          
available for granting Awards under the Plan have                     
increased, as have the number of shares of common                     
stock for Awards of Options under Section 5.1 and                     
Performance-Based Restricted Stock under Section                      
5.2.                                                                  

NOW, THEREFORE, the Plan is amended as                      
follows effective the Stock Split Date:                               

1.  Subparagraph (i) under Section 3.1 of the Plan                    
is deleted and the following is inserted in its                       
place:                                                                

(i)  CALCULATION OF NUMBER OF SHARES                        
AVAILABLE.  Subsequent to the August 13, 1999 two                     
for one stock split of Enron Corp. common stock                       
the number of Shares available for granting Awards                    
under the Plan shall be 20 million (20,000,000)                       
Shares, subject to adjustment as provided in                          
Section 3.2.                                                          

2.  Subparagraph (v) under Section 5.1 of the Plan                    
is deleted and the following is inserted in its                       
place:                                                                

(v)  Limit on Size of Option Grants.  No                              
individual shall be granted Options totaling more                     
than 2,000,000 shares in any single calendar year.                    

3.  The penultimate sentence of subparagraph (vi)                     
under Section 5.2 of the Plan is deleted and the                      
following is inserted in its place:                                   

"Notwithstanding any other provision of the Plan,                     
no individual shall be granted Awards of                              
Restricted Stock under this Section 5.2(vi)                           
totaling more than 200,000 Shares in any single                       
calendar year."                                                       

4.  Wherever in the Plan reference is made to the                     
"Management Committee," such reference is revised                     
to mean the Executive Committee of the Company.                       

AS AMENDED HEREBY, the Plan is specifically                           
ratified and reaffirmed.                                              

Date:  December 14, 1999      ENRON CORP.                             

       /s/ MARY K. JOYCE
        By:  Mary K. Joyce
               Vice President,
                  Corp. Compensation

ATTEST:                                                               

By: /s/ REBECCA C. CARTER                                             
Title:                                                                

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing		Date		Other Filings
Filed on:		3/30/00
For Period End:		12/31/99		11-K,  U-3A-2,  U-3A-2/A
		12/14/99		U-57
		8/13/99
		5/4/99		DEF 14A,  PRE 14A
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