August 9, 2002
Robert W. Baker
Effective upon your retirement of May 1, 2002, a special Severance Package will be made available to
you by American, including the following items:
• Payroll Status
You will remain on active payroll through April 30, 2002.
On May 1, 2002, you will retire with all applicable benefits and privileges then in effect.
• Stock Awards
i. Stock Options
You may continue to exercise any stock options that are vested. All unvested options will
continue to vest into retirement according to their original vesting schedule. You may continue to
exercise these options through the original ten-year term of each grant.
ii. Performance Shares
Vesting of your shares in the 1999-2001, 2000-2002, and 2001-2003 Performance Share Plans
will discontinue as of April 30, 2002. In accordance with the terms of these plans, and
contingent upon AMR Corporation meeting its specified performance objectives, you will receive
a pro-rata portion of the shares previously granted to you. Shares will be awarded in April
following the end of the measurement period.
iii. Career Equity
Vesting of your career equity shares will be accelerated and you will receive 100% of the shares
originally granted to you. These shares will become immediately payable upon retirement.
iv. Brokerage Commissions
American will pay the brokerage commissions on any stock options you exercise through
American’s preferred broker (currently Deutsche Banc Alex. Brown) through April 30, 2003.
After that time you will be responsible for paying commissions on any options exercised.
v. Stock Transactions
Please confer with Chuck Marlett regarding any planned stock transactions. He will be able to
give you further information as to any constraints or disclosure requirements surrounding any such