SEVERANCE AGREEMENT AND RELEASE OF CLAIMS
This SEVERANCE AGREEMENT AND RELEASE OF CLAIMS ("Agreement") is made and entered into by
and between Lance Ahearn ("Ahearn") and WPL Holdings, Inc., a Wisconsin Corporation, ("Company") to
extinguish all obligations and claims between the parties arising out of the employment of Ahearn by Company
and his termination from said employment.
NOW, THEREFORE, for and in consideration of the mutual promises set forth herein, the adequacy and
sufficiency of which is hereby expressly acknowledged by each of the parties hereto, the parties mutually agree as
1. Preliminary Statement. Ahearn's employment with Company shall terminate effective November 21, 1997
(hereinafter the "Termination Date"). The parties agree that, pursuant to Paragraph 2 of the Key Executive
Employment and Severance Agreement between Ahearn and Company entered into on June 25, 1994
(hereinafter the "KEESA," attached hereto as Exhibit A), the termination of Ahearn's employment with Company
is a termination or cancellation prior to a change in control of Company. Accordingly, the KEESA is of no further
force and effect and this Agreement supersedes and extinguishes all of the parties' rights and obligations under the
KEESA, or any other letter agreement or oral promise.
2. Communications to Third Parties . Ahearn hereby agrees that except to the extent necessary required to
comply with this Agreement, he shall not directly or indirectly disclose, publicize, or publish the terms or
conditions of this Agreement to anyone other than his spouse, attorney, and tax-preparer. The parties mutually
agree that any communications to third parties regarding the termination of Ahearn's employment shall state only
that Ahearn's employment terminated with the mutual agreement of the parties.
3. Financial Obligations. Company shall pay to Ahearn his salary and benefits to and including the Termination
Date specified in Paragraph
1. Company further shall pay Ahearn's performance bonus for 199