1
Exhibit 10(viii)(a)
[STERLING BANCORP LETTERHEAD]
March 9, 1999
Mr. Louis J. Cappelli, Chairman
Sterling Bancorp
430 Park Avenue
New York, New York 10022
Dear Mr. Cappelli:
This will confirm the following amendments to your employment agreement, dated
February 19, 1993 (as amended, February 14, 1995 and February 8, 1996, February
28, 1997, February 19, 1998 and May 22, 1998), with our Company:
1. The date in the third line of Paragraph 1 (captioned "Term") is amended to
December 31, 2003.
2. Paragraph 3(a)(A) is deleted and the following is inserted in lieu
thereof:
" (A) (i) a fraction of which (x) the numerator is the Consumer
Price Index All Urban Consumers - (CPI-U) New York - Northeastern
New Jersey-Long Island, NY-NJ-CT-PA. (All Items (1982-84=100) (the
"Index") prepared by the Bureau of Labor Statistics of the United
States Department of Labor (or if the Index is not then being
published, the most nearly comparable successor index) for the
December immediately preceding such date and (y) the denominator is
the Index for the preceding December or (ii) if less than such
fraction, 1.05; or..."
3. The second word in Paragraph 3(c) ("may") is deleted and the word "will"
is inserted in lieu thereof.
2
Exhibit 10(viii)(a)
Louis J. Cappelli -2- March 9, 1999
The foregoing amendments were recommended by the Compensation Committee and
approved by the Board of Directors at its February 18, 1999 meeting.
Kindly sign and return the enclosed copy to the Company in order to confirm your
understanding and acceptance of the foregoing amendments.
Sincerely,
STERLING BANCORP
By /s/ Jerrold Gilbert
--------------------------------
Executive Vice President
Agreed:
/s/ Louis J. Cappelli
- --------------------------------
Louis J. Cappelli
3
Exhibit 10(viii)(b)
[STERLING BANCORP LETTERHEAD]
March 9, 1999
Mr. John C. Millman, President
Sterling Bancorp
430 Park Avenue
New York, New York 10022
Dear Mr. Millman:
This will confirm the following amendments to your employment agreement, dated
February 19, 1993 (as amended, February 14, 1995 and February 8, 1996, February
28, 1997, February 19, 1998 and May 22, 1998), with our Company:
1. The date in the third line of Paragraph 1 (captioned "Term") is amended to
December 31, 2001.
2. Paragraph 3(a)(A) is deleted and the following is inserted in lieu
thereof:
" (A) (i) a fraction of which (x) the numerator is the Consumer
Price Index All Urban Consumers - (CPI-U) New York-Northeastern New
Jersey-Long Island, NY-NJ-CT-PA. All Items (1982-84=100) (the
"Index") prepared by the Bureau of Labor Statistics of the United
States Department of Labor (or if the Index is not then being
published, the most nearly comparable successor index) for the
December immediately preceding such date and (y) the denominator is
the Index for the preceding December or (ii) if less than such
fraction, 1.05; or..."
3. The second word in Paragraph 3(c) "may" is deleted and the word "will" is
inserted in lieu thereof.
4
Exhibit 10(viii)(b)
John C. Millman -2- March 9, 1999
The foregoing amendments were recommended by the Compensation Committee and
approved by the Board of Directors at its February 18, 1999 meeting.
Kindly sign and return the enclosed copy to the Company in order to confirm your
understanding and acceptance of the foregoing amendment.
Sincerely,
STERLING BANCORP
By /s/ Jerrold Gilbert
--------------------------------
Executive Vice President
Agreed:
/s/ John C. Millman
- --------------------------------
John C. Millman