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Exhibit 10.39
OGE ENERGY CORP.
DIRECTORS’
COMPENSATION
Compensation of non-officer
directors of the Company during 2008 included an annual retainer
fee of $91,000, of which $2,917 was payable monthly in cash and
$56,000 was deposited in the director’s account under the
Company’s Deferred Compensation Plan in December 2008 and
converted to 2,362.869 common stock units based on the closing
price of the Company’s Common Stock on December 1, 2008. All
non-officer directors received $1,200 for each Board meeting and
$1,200 for each committee meeting attended. The lead director and
the chairman of the audit committee each received an additional
$10,000 cash retainer. The chairmen of the compensation and
nominating and corporate governance committees received an
additional $5,000 annual cash retainer in 2008. Each chairman of a
board committee also received a meeting fee of $1,200 for each
meeting (either in person or by phone) with management to address
committee matters. Each member of the Audit Committee a
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