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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
pur
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