Exhibit 10.83
Retention Plan Document
October 7, 2003
PRIVILEGED AND CONFIDENTIAL
---------------------------
Mr. Jeffry E. Sterba
Chief Executive Officer
PNM Resources, Inc.
Alvarado Square, MS-3101
Albuquerque, NM 87158
Re: Retention
Bonus Agreement
Dear Jeff:
In order to secure your continued commitment, we have decided
to
provide you with an incentive bonus (the
"Retention Bonus"), which is designed
to encourage you to remain a part of the
PNM Resources, Inc. (the "Company") for
many years to come. The Retention Bonus has
the following terms and conditions:
1.
Amount of Bonus
---------------
The amount of the Retention Bonus will be the sum of $1,600,000
plus
any amounts forfeited pursuant to the PNM
Resources, Inc. Executive Savings
Plan. The Retention Bonus will be paid out
of the Company's general assets. It
will not be held in trust or in a separate
account. You will not receive any
interest on this amount.
2.
Conditions
----------
You will be eligible to receive the Retention Bonus if you
continuously
work for the Company as Chief Executive
Officer ("CEO") from the date of this
Agreement until the end of the calendar
year in which you attain age 55, or upon
your death or "Disability," if earlier.
<PAGE>
Jeffry E. Sterba
October 7, 2003
Page 2
3.
Early Termination
-----------------
Although your continuous employment is a condition that must be
satisfied in order to receive the Retention
Bonus, the Company also must reserve
the right to terminate your employment or
alter your responsibilities at any
time and for any or no reason, subject to
any other contractual commitments of
the Company to you. With that in mind, we
have decided to provide you with the
Retention Bonus even if, prior to the end
of the calendar year in which you
attain age 55, you are terminated by the
Company without "Cause" or if you
terminate under circumstances
