PERFORMANCE BASED RESTRICTED STOCK AGREEMENT

Exhibit 10.29

PERFORMANCE BASED RESTRICTED STOCK AGREEMENT

THIS AGREEMENT, dated as of the [    ] day of [    ], 2007, between Unum Group, a Delaware corporation (the “Company”), and [          ] (the “Employee”).

W I T N E S S E T H

In consideration of the mutual promises and covenants made herein and the mutual benefits to be derived herefrom, the parties hereto agree as follows:

(a)         Grant .  Subject to the provisions of this Agreement and to the provisions of the Unum Group Stock Incentive Plan of 2007 (the “Plan”), the Company hereby grants to the Employee as of [          ] (the “Grant Date”), [          ] Shares (the “Restricted Stock”) of common stock of the Company, par value $0.10 per Share (“Common Stock”). All capitalized terms used herein, to the extent not defined, shall have the meaning set forth in the Plan.

(b)         Vesting during the Restriction Period .  Subject to the terms and conditions of this Agreement, the Restricted Stock shall vest and no longer be subject to any restriction on February 28, 2010, provided that prior to such date the performance goals set forth on Exhibit A are achieved (such period during which restrictions apply is the “Restriction Period”).

(c)         Termination of Employment .  Upon the Employee’s Termination of Employment for any reason (other than due to the Employee’s death, Disability, Retirement or Termination of Employment by the Company without Cause) during the Restriction Period, all Shares of Restricted Stock still subject to restriction shall be forfeited. Upon the Employee’s Termination of Employment during the Restriction Period due to the Employee’s death, Disability or Retirement, the restrictions applicable to the Restricted Stock shall lapse, and such Restricted Stock shall become free of all restrictions and become fully vested. Upon the Employee’s Termination of Employment during the Restriction Period by the Company without Cause, the Employee shall vest in an additional number of shares of Restricted Stock equal to the product of (x) the number of shares of Restricted Stock that are subject to each vesting tranche during the Restriction Period that have not yet vested as of the date of the Termination of Employment and (y) a fraction, the numerator of which is the number of full and partial months in the Restriction Period from the Grant Date until the date of Termination of Employment and the denominator of which is the total number of months in the Restriction Period for such tranche. For purposes of this Agreement, “Retirement” shall mean the Employee’s Termination of Employment after the attainment of age 65 or the attainment of age 55 and at least 15 years of continuous service, in each case, only if such Termination of Employment is approved as a “Retirement” by (i) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act or a “covered employee” within the meaning of Section 162(m) of the Code or (ii) the Chief Executive Officer or Senior Vice President, Human Resources, in the case of all other individuals. For purposes of this Agreement, employment with the Company shall include employment with the Company’s Affiliates and its successors. Nothing in this Agreement or the Plan shall confer upon the Employee any right to continue in the employ of the Company or any

of its Affiliates or interfere in any way with the right of the Company or any such Affiliates to terminate the Employee’s employment at any time.

            During the Restriction Period, the Shares covered by the Restricted Stock shall not be transferable by the Employee by means of sale, assignment, exchange, encumbrance, pledge, hedge or otherwise. Any purported or attempted transfer of such Shares or such rights shall be null and void.

            Except as otherwise specifically provided in this Agreement, during the Restriction Period the Employee shall have all the rights of a stockholder with respect to the Restricted Stock, including without limitation the right to vote the Restricted Stock and the right to receive any dividends with respect thereto. If the Company declares and pays dividends on the Common Stock during the Restriction Period, the Employee shall be paid dividends with respect to the Restricted Stock at such time as dividends are paid to stockholders of Common Stock generally.

            Certificates representing the Restricted Stock as originally or from time to time constituted shall bear the following legend:

The Shares represented by this stock certificate have been granted as restricted stock under a Restricted Stock Agreement between the registered holder of these Shares and the Company. The Shares represented by this stock certificate may not be sold, exchanged, assigned, transferred, pledged, hypothecated or otherwise encumbered or disposed of until the restrictions set forth in the Restricted Stock Agreement between the registered holder of these Shares and the Company shall have lapsed.

As soon as administratively practicable after the end of the Restriction Period, the Company shall deliver to the Employee or his or her personal representative, in book-position or certificate form, the formerly Restricted Stock that does not bear any restrictive legend making reference to this Agreement. Such Shares shall be free of restrictions, except for any restrictions required under Federal securities laws.

            In the event of certain transactions during the Restricted Period, the Restricted Stock shall be subject to adjustment as provided in Section 3(d) of the Plan or any applicable successor provision under the Plan. Notwithstanding anything in Section 10(a)(ii) of the Plan to the contrary, in the event of that Change in Control occurs before the Restricted Stock vests in full, a number of shares of Restricted Stock shall vest equal to the product of (x) the total number of shares of Restricted Stock subject to the grant and (y) a fraction, the numerator of which is the number of days elapsed from the Grant Date until the date of the Change in Control and the denominator of which is the total number of days from the Grant Date until February 28, 2010.

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