Union Pacific 2002 Annual Report Download - page 95

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69
10(d) Amended and Restated Registration Rights Agreement, dated as of July 12, 1996, among UPC,
TAC and the Foundation is incorporated herein by reference to Annex H to the Joint Proxy
Statement/Prospectus included in Post-Effective Amendment No. 2 to UPC’s Registration
Statement on Form S-4 (No. 33-64707).
10(e) Amended and Restated Registration Rights Agreement, dated as of July 12, 1996, among UPC,
UP Holding Company, Inc., Union Pacific Merger Co. and Southern Pacific Rail Corporation
(SP) is incorporated herein by reference to Annex J to the Joint Proxy Statement/Prospectus
included in Post-Effective Amendment No. 2 to UPC’s Registration Statement on Form S-4
(No. 33-64707).
10(f) Agreement, dated September 25, 1995, among UPC, UPRR, Missouri Pacific Railroad
Company (MPRR), SP, Southern Pacific Transportation Company (SPT), The Denver & Rio
Grande Western Railroad Company (D&RGW), St. Louis Southwestern Railway Company
(SLSRC) and SPCSL Corp. (SPCSL), on the one hand, and Burlington Northern Railroad
Company (BN) and The Atchison, Topeka and Santa Fe Railway Company (Santa Fe), on the
other hand, is incorporated by reference to Exhibit 10.11 to UPC’s Registration Statement on
Form S-4 (No. 33-64707).
10(g) Supplemental Agreement, dated November 18, 1995, between UPC, UPRR, MPRR, SP, SPT,
D&RGW, SLSRC and SPCSL, on the one hand, and BN and Santa Fe, on the other hand, is
incorporated herein by reference to Exhibit 10.12 to UPC’s Registration Statement on Form S-4
(No. 33-64707).
10(h) UPC 2001 Stock Incentive Plan, dated April 20, 2001, is incorporated herein by reference to
Exhibit 99 to the UPC’s Current Report on Form 8-K dated March 8, 2001.
10(i) UP Shares Stock Option Plan of UPC, effective April 30, 1998, is incorporated herein by
reference to Exhibit 4.3 to UPC’s Registration Statement on Form S-8 (No. 333-57958).
10(j) The Executive Incentive Plan of UPC, as amended May 31, 2001, is incorporated herein by
reference to Exhibit 10(b) to the Corporation’s Quarterly Report on Form 10-Q for the
quarter ended June 30, 2001.
10(k) Written Description of Premium Exchange Program Pursuant to 1993 Stock Option and
Retention Stock Plan of UPC is incorporated herein by reference to Exhibit 10(b) to the
Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.
10(l) The Supplemental Pension Plan for Officers and Managers of UPC and Affiliates, as amended
May 30, 2002, is incorporated herein by reference to Exhibit 10(a) to the Corporation’s
Quarterly Report on Form 10-Q for the quarter ended June 30, 2002.
10(m) The 1988 Stock Option and Restricted Stock Plan of UPC, as amended November 16, 2000, is
incorporated herein by reference to Exhibit 10(l) to the Corporation’s Annual Report on Form
10-K for the year ended December 31, 2000.
10(n) The 1993 Stock Option and Retention Stock Plan of UPC, as amended May 30, 2002, is
incorporated herein by reference to Exhibit 10(b) to the Corporation’s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2002.
10(o) UPC 2000 Directors Stock Plan is incorporated herein by reference to Exhibit 99 to UPC’s
Current Report on Form 8-K filed March 9, 2000.
10(p) UPC Key Employee Continuity Plan dated November 16, 2000, is incorporated herein by
reference to Exhibit 10(o) to the Corporation’s Annual Report on Form 10-K for the year
ended December 31, 2000.