EXHIBIT (10q)
[R RUSSELL LOGO] JACK WARD
CHAIRMAN, PRESIDENT AND CEO
December 8, 1998
Mr. Floyd G. Hoffman
30 Westwood Lane
Lincolnshire, Illinois 60069
Dear Floyd:
I am delighted to offer you the position of Senior Vice President,
General Counsel and Secretary of Russell Corporation ("Russell") based on the
terms set forth below:
1. You will start no later than January 17, 1999.
2. Your annual salary will be $230,000. Since our review cycle is
March 1, your first increase will be March 1, 2000.
3. You will be eligible for an annual bonus of 100% with a
midpoint (target) of 50%. Russell will guarantee you a 50%
bonus for 1999.
4. You will receive stock options for 50,000 shares of Russell
stock based on the price on your first day of work. This is a
combination of a hiring incentive and a move up of options
that would normally be given in February.
5. Russell will pay your relocation expenses grossed up for
taxes. This includes Russell or its agent purchasing your
house at fair market value after a reasonable period of time
for you to sell it on your own in accordance with the terms of
Russell's relocation policy which will be applicable to
specific employees and which we expect to announce shortly.
6. In case a former employer exercises its discretion to cause
you to forfeit, solely as a result of your coming to work for
Russell, any shares of restricted stock (together with the
accumulated dividends thereon) which your former employer
granted to you and which in accordance with your agreements
with your former employer you are still eligible to receive on
the date hereof, Russell will promptly grant you a number of
restricted shares of Russell Corporation stock that have a
fair market value as of their grant date equal to the fair
market value of the restricted stock and the related
accumulated dividends, in each case determined as of the
forfeiture date and without reduction for such risk of
forfeiture. Those Russell shares will be issued as restricted
shares under Russell's long-term incentive plan and will vest
over a three-year period from the date of issuance, one third
of such shares to vest each year. You will make every
reasonable effort to avoid such forfeiture, and Russell will
reimburse you for any reasonable legal fees that you may incur
in doing so.
RUSSELL CORPORATION
755 LEE STREET - P.O. BOX 272
ALEXANDER CITY, ALABAMA 35011-0272 - (256) 500-5900 - FAX (256) 500-5995
Mr. Floyd G. Hoffman
December 8, 1998
Page Two
7. If Russell terminates your employment without cause or you terminate
because of constructive discharge, you will receive:
- one year's salary and one year's bonus at target payable on
Russell's regular payment dates for such items during the year
following your termination (which amounts will be paid to unless
you are employed during such period by a competitor of Russell);
- immediate vesting of all stock options or other equity awards, and
you will be treated with respect to these options and awards as if
you were a retiree under the Russell's long-term incentive plan;
- payment of the relocation expenses of a move back to Chicago on
the same basis as item 5 above sets forth for the move to
Russell's location, if you relocate to Chicago during the year
following your termination (provided you are not being employed
by a competitor of Russell); and
- continued coverage under the Russell medical and life insurance
benefit plans applicable to executives for one year following
termination of employment.
"Cause" for this purpose is your committing any felony or other
crime involving dishonesty, willful and material wrong doing or your
repeated or willful failure to perform duties assigned to you which
are consistent with your option in accordance with reasonable
directions given to you to perform such duties, but shall not include
bad judgment, negligence, any act or omission you believe in good
faith to have been in, or not opposed to, the interest of Russell.
"Constructive discharge" for this purpose is any termination of
employment by you after any action by Russell which results in a
diminution or other material adverse change in the position,
authority, duties, compensation or benefits of your employment, or
that requires (without your consent) a change of more than 25 miles in
your place of employment.
If you agree with the terms outlined above, please inform me in writing to
confirm your acceptance of this position. We look forward to your joining us at
Russell.
Sincerely yours,
RUSSELL CORPORATION
/s/ Jack Ward
Jack Ward
jk
RUSSELL CORPORATION
755 LEE STREET - P.O. BOX 272
ALEXANDER CITY, ALABAMA 35011-0272 - (256) 500-4000