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FIRST AMENDMENT
TO
STOCK OPTION AGREEMENT
This FIRST AMENDMENT (this “
Amendment ”) to that certain Stock Option
Agreement, dated effective as of February 11, 2003 (the
“ Option Agreement ”), is made by and
between AMERICAN ECOLOGY CORPORATION, a Delaware corporation (the
“ Company ”), and STEPHEN A. ROMANO (the
“ Optionee ”). The Company and Optionee
desire to amend the Option Agreement, effective as of
December 7, 2006, as follows:
1. Exercisability .
Section 3.a. of the Option Agreement is hereby amended
in its entirety to read as follows:
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a.
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The Option granted herein may be
exercised in whole or in part, to the extent then vested and
subject to earlier termination as provided herein, continuing to a
date 10 years subsequent to the date hereof (the
“Expiration Date”). In the event the Option is
exercised in full or in part prior to a Change of Control of the
Company, the Optionee agrees, as a condition to such exercise, that
he will, so as long as retains the title of Chief Executive Officer
of the Company, retain that number of “after-tax”
shares received by him from any such exercise which are equal in
value to f
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