FIRST SUPPLEMENT TO
APPENDIX A TO EMPLOYMENT AGREEMENT
BETWEEN STEWART ENTERPRISES, INC.
AND
BRENT F. HEFFRON
BASE SALARY, BONUS COMPENSATION AND BENEFITS
Appendix A is hereby modified to read in its entirety as follows:
1. Effective November 1, 2001, Employee's title(s) shall be Executive Vice
President and President - Southern Division, Employee's Base Salary shall
be $300,000, and Employee's principal work location shall be the Orlando,
Florida metropolitan area.
2. For Fiscal Year 2004 ("FY 2004"), the Employee shall be eligible to
receive a maximum Bonus of up to $300,000.
(a) The Bonus available, and the portion thereof paid for FY 2004
performance will be determined as follows:
FY 2004 Reported EPS Bonus Available
Less than $.37 $ 0
Equals or exceeds .37 300,000
(1) 25% of the Bonus available for FY 2004 will be determined
based on the achievement of the following diluted reported EPS
levels (i.e., that EPS level, rounded to the nearest whole
cent, reported in the Company's year-end earnings release,
adjusted as appropriate pursuant to 2(b) hereof):
% of 25% of Bonus Earned
FY 2004 Diluted Reported EPS Bonus Potential Based on EPS
Equals or exceeds $.37 20.0% $ 15,000
Equals or exceeds .38 27.5% 20,625
Equals or exceeds .39 35.0% 26,250
Equals or exceeds .40 42.5% 31,875
Equals or exceeds .41 50.0% 37,500
Equals or exceeds .42 62.5% 46,875
Equals or exceeds .43 75.0% 56,250
Equals or exceeds .44 87.5% 65,625
Equals or exceeds .45 100.0% 75,000
(2) 50% of the Bonus available will be awarded based on
Quantitative Criteria specific to the Employee's area of
responsibility based on criteria similar to those used in
prior years which will be established by the Chief Executive
Officer.
(3) 25% of the Bonus available will be discretionary, based on
Qualitative Criteria determined by the Chief Executive
Officer.
(b) Cumulative effects of changes in accounting methods, stock option
charges, separation pay charges and other items approved for
exclusion by the Compensation Committee shall be excluded from
diluted earnings per share for purposes of this calculation. Diluted
earnings per share shall be calculated by the Company's Chief
Financial Officer and shall be binding on all Employees absent
manifest error.
3. The Company shall provide the Employee with the following fringe benefits
and perquisites:
(a) an automobile allowance of $720 per month. In addition, the Company
will reimburse the Employee for all gasoline, maintenance, repairs
and insurance for Employee's personal car, as if it were a
Company-owned vehicle;
(b) reimbursement for membership dues, including assessments and similar
charges, in one or more clubs deemed useful for business purposes in
an amount not to exceed $8,000 or such additional amounts as may be
approved by the Chief Executive Officer; and
(c) first class air travel while on Company business.
Agreed to and accepted:
STEWART ENTERPRISES, INC.
Date: April 21, 2004 By: /s/JAMES W. MCFARLAND
-------------------------------
James W. McFarland
Compensation Committee Chairman
EMPLOYEE
Date: April 21, 2004 /s/BRENT F. HEFFRON
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Brent F. Heffron