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EXHIBIT 10.73
DEFERRED UNIT AWARD AGREEMENT
This
AGREEMENT made this date, JULY 26, 2004, by and between AMR
Corporation, a Delaware corporation (the
"Corporation"), and FNAME LNAME (the
"Employee"), employee number 000000.
WHEREAS,
the Compensation Committee of the Board of Directors has
determined that the Employee is a key
employee and has further determined to
make an award of Deferred Units to the
Employee as an inducement for the
Employee to remain with the Corporation (or
a Subsidiary or Affiliate thereof)
and to motivate the Employee during such
employment.
NOW,
THEREFORE, the Corporation and the Employee hereby agree as
follows:
1.
Grant of
Award.
The
Employee is hereby granted as of JULY 26, 2004 (the "Grant Date")
a
Deferred Unit Award (the "Award"), subject
to the terms and conditions of this
Agreement, with respect to 0,000 Deferred
Units (the "Units"). The Units covered
by the Award will vest, if at all in
accordance with Section 2 hereof. VESTING
DATE is hereby established as the "Vesting
Date" of the Award.
2.
Distribution of Award.
Payment
with respect to the Award, on the Vesting Date, will occur, if
at
all, in accordance with the following terms
and conditions:
(a) If the
Employee is on the payroll of a Subsidiary that is wholly owned
by the Corporation as of the Vesting Date,
a payment (determined in accordance
with Section 4 of this Agreement) will be
made to the Employee in accordance
with the following schedule:
<TABLE>
<CAPTION>
Number of Units
Vesting Date
---------------
------------
<S>
<C>
0,000
7/26/2007
-----
---------
</TABLE>
(b) In the
event the Employee's employment with the Corporation (or a
Subsidiary or Affiliate thereof) is
terminated prior to the Vesting Date set
forth in section 2 (a), due to the
employee's death, Disability, Retirement or
termination not for Cause (each an "Early
Termination), the Award will vest on a
pro-rata basis and will be paid to the
Employee (or, in the event of the
Employee's death, the Employee's designated
beneficiary for the purposes of the
Award, or in the absence of an effective
beneficiary designation, the Employee's
estate). The
1
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pro-rata basis will be a percentage where
the denominator is 36 and the
numerator is the number of months from the
Grant Date through the month of Early
Termination, inclusive. The pro-rata Award
will be paid to the Employee (or, in
the event of the Employee's death, the
Employee's designated beneficiary for the
purp
