FairPoint Communications 2004 Annual Report Download - page 136

John P. Duda
In October 2004, we entered into an agreement with Mr. Duda. The agreement provides that Mr. Duda's last day of employment with us
was September 30, 2004 and that we will provide Mr. Duda with certain benefits, including a separation payment equivalent to fifty-two
weeks of base salary, medical and disability benefits through September 30, 2005 and eligibility for a discretionary bonus and any
discretionary 401(k) corporate performance awards for the year ended December 31, 2004 on a pro rata basis. In addition, the letter
agreement provides that (i) Mr. Duda's right to exercise the options granted to him under the 1995 plan will be extended until May 21, 2008,
subject to the terms of the 1995 plan, (ii) the options granted to him under the 1998 plan will remain in effect pursuant to the agreements
governing such options, (iii) the vested options granted to him under the 2000 plan will terminate unless exercised within 60 days of his last
day of employment and any unvested options thereunder will terminate on his last day of employment and (iv) in connection with any public
offering of equity securities by us prior to May 21, 2008, Mr. Duda will be offered the same rights and will be subject to the same obligations
in connection with any such offering as our executive officers then in office.
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The following table sets forth information regarding beneficial ownership of our common stock as of February 28, 2005 for (i) each
executive officer named in the "Summary Compensation Table", (ii) each director, (iii) all executive officers and directors as a group and
(iv) each person who beneficially owns 5% or more of the outstanding shares of our common stock.
The amounts and percentages of common stock beneficially owned are reported on the basis of regulations of the Securities and
Exchange Commission governing the determination of beneficial ownership of securities. Under the rules of the Securities and Exchange
Commission, a person is deemed to be a "beneficial owner" of a security if that person has or shares "voting power," which includes the
power to vote or to direct the voting of such security, or "investment power," which includes the power to dispose of or direct the disposition of
such security. A person is also deemed to be a beneficial owner of any securities of which that person has a right to acquire beneficial
ownership within 60 days. All persons listed have sole voting and investment power with respect to their shares unless otherwise indicated.
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
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
Eugene B. Johnson(2) 137,712 0.4%
Peter G. Nixon(3) 10,270 *
Walter E. Leach, Jr.(4) 77,364 0.2%
John P. Duda(5) 18,013 *
Shirley J. Linn(6) 7,722 *
Lisa R. Hood(7) 7,449 *
Frank K. Bynum, Jr.(8) 3,448,590 10.0%
Patricia Garrison-Corbin 0 —
David L. Hauser 0 —
Claude C. Lilly 0 —
Kent R. Weldon(9) 4,066,731 11.8%
All Executive Officers and Directors as a group (13 persons)(10) 7,777,223 22.5%
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