Exhibit (10)(a)* to Report
on Form 10-K for Fiscal
Year Ended June 30, 2001
by Parker-Hannifin Corporation
Form of Change in Control Severance Agreement
entered into by the Registrant and executive officers.
*Numbered in accordance with Item 601 of Regulation S-K.
CHANGE IN CONTROL SEVERANCE AGREEMENT
THIS AGREEMENT is entered into as of the ____ day of ________, 19__, by and between Parker-Hannifin Corporation
(the "Company") and ____________ (the "Executive").
W I T N E S S E T H
WHEREAS, the Company considers the establishment and maintenance of a sound and vital management to be essential to
protecting and enhancing the best interests of the Company and its stockholders; and
WHEREAS, the Company recognizes that, as is the case with many publicly held corporations, the possibility of a change
in control may arise and that such possibility may result in the departure or distraction of management personnel to the
detriment of the Company and its stockholders; and
WHEREAS, the Board (as defined in Section 1) has determined that it is in the best interests of the Company and its
stockholders to secure the Executive's continued services and to ensure the Executive's continued and undivided dedication to
his duties in the event of any threat or occurrence of a change in control of the Company; and
WHEREAS, the Board has authorized the Company to enter into this Agreement.
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants and agreements herein contained,
the Company and the Executive hereby agree as follows:
1. Definitions . As used in this Agreement, the following terms shall have the respective meanings set forth below:
(a) "Board" means the Board of Directors of the Company.
(b) "Bonus" means the annual bonuses payable pursuant to the RONA Plan and the Target Incentive Program.