AGL RESOURCES INC.
LONG-TERM INCENTIVE PLAN (1999)
NONQUALIFIED STOCK OPTION AGREEMENT
This Agreement sets forth the terms of a Nonqualified Stock Option granted under the above-named Plan.
Name of Participant: ___________________________Nonqualified Stock Option No. _________
Date of Grant:________________________________Number of Option Shares: _____________
Exercise Price: $____________ per share (no less than the fair market value on date of grant)
Reload Options: This option shall not be subject to reload options.
Exercisability: This option shall first become exercisable as follows:
____ Immediately exercisable upon date of grant.
____ __ percent of option shares exercisable on the first anniversary of the date of grant; and
__ percent of option shares exercisable on the second anniversary of the date of grant.
____ Other: _____________________________________________________________
Notwithstanding the above, all shares under this option shall become exercisable upon the death, disability or retirement (as defined in the Plan) of the Participant or upon a change of control of AGL Resources Inc. (as defined in the Plan). Also, in the event of the Participant’s termination of employment for any reason other than death, disability or retirement (as defined in the Plan), any portion of the option which has not become exercisable shall immediately terminate.
Term of Exercisability: Once all or a part of the option becomes exercisable, it shall remain exercisable until the earliest of:
____ The one-year anniversary of the Participant’s termination of employment due to death, disability or retirement (as defined in the Plan)
____ The date of the Participant’s termination of employment for any reason other than death, disability or retirement (as defined in the Plan)
____ The date that is [ ] years from the date of grant
____ Other:_________________________________________________________________
Transferability: The Participant:
____ may transfer the option pursuant only by will or by the laws of descent and distribution
____ may transfer the option in the following manner: _____________________________
This Option Agreement is subject to the terms and conditions of the Plan. The Participant has received a copy of the Plan’s prospectus, including a copy of the Plan. The Participant agrees to the terms of this Option Agreement, which may be amended only upon a written agreement signed by the parties hereto. The Company will notify the Participant of the methods by which this option may be exercised.
This _____day of ________, 2_______.
AGL RESOURCES INC. PARTICIPANT:
By:
/s/ Melanie M. Platt
Melanie M. Platt _______________________________
Senior Vice President
AGL RESOURCES INC.
OFFICER INCENTIVE PLAN
NONQUALIFIED STOCK OPTION AGREEMENT
This Agreement sets forth the terms of a Nonqualified Stock Option granted under the above-named Plan.
Name of Participant:__________ ________________________
Date of Grant: ________________________________________
Number of Option Shares:________________________________
Exercise Price: $ _______________ per share (no less than the fair market value on date of grant)
Reload Options: This option shall not be subject to reload options.
Exercisability: This option shall first become exercisable as follows:
___ Immediately exercisable upon date of grant
___ ___ percent of option shares exercisable on the first anniversary of the date of grant;
___ percent of option shares exercisable on each successive anniversary of the date of grant.
___ Other:______________________________________________________________
Notwithstanding the above, all shares under this option shall become exercisable upon the death, disability or retirement (as defined in the Plan) of the Participant or upon a change of control of AGL Resources Inc. (as defined in the Plan). Also, in the event of the Participant’s termination of employment for any reason other than death, disability or retirement (as defined in the Plan), any portion of the option which has not become exercisable shall immediately terminate.
Term of Exercisability: Once all or a part of the option becomes exercisable, it shall remain exercisable until the earliest of:
____ The one-year anniversary of the Participant’s termination of employment due to death, disability or retirement (as defined in the Plan)
____ The date of the Participant’s termination of employment for any reason other than death, disability or retirement (as defined in the Plan)
____ The date that is _________ (up to 10) years from the date of grant
____ Other:_______________________________________________________________
Transferability: The Participant:
___ may transfer the option pursuant only to the laws of descent and distribution
___ may transfer the option in the following manner: _________________________
This Option Agreement is subject to the terms and conditions of the Plan. The Participant has received a copy of the Plan’s prospectus, including a copy of the Plan. The Participant agrees to the terms of this Option Agreement, which may be amended only upon a written agreement signed by the parties hereto. The Company will notify the Participant of the methods by which this option may be exercised.
This ________ day of ____________________, 200_.
AGL RESOURCES INC. PARTICIPANT:
By: _____________________________________ __________________________________
Title: ___________________________________