HALLADOR PETROLEUM COMPANY
2008 RESTRICTED STOCK UNIT PLAN
This 2008 Restricted Stock Unit Plan is intended to promote the interests of Hallador
Petroleum Company, a Colorado corporation, by providing eligible persons with the opportunity to
receive equity awards designed to encourage them to continue their service relationship with the
Corporation or its Subsidiaries.
Capitalized terms shall have the meanings assigned to such terms in the attached
The Compensation Committee shall have sole and exclusive authority to
administer the Plan with respect to Section 16 Insiders. However, administration of the Plan with
respect to all other eligible persons may, at the Board’s discretion, be vested in the Compensation
Committee or a Secondary Board Committee, or the Board may retain the power to administer
those programs with respect to all such persons. However, any Awards for members of the
Compensation Committee must be authorized by a disinterested majority of the Board.
Members of the Compensation Committee or any Secondary Board
Committee shall serve for such period of time as the Board may determine and may be removed
by the Board at any time. The Board may also at any time terminate the functions of any Secondary
Board Committee and reassume all powers and authority previously delegated to such committee.
Each Plan Administrator shall, within the scope of its administrative functions
under the Plan, have full power and authority (subject to the provisions of the Plan) to establish such
rules and regulations as it may deem appropriate for proper administration of the Plan and to make
such determinations under, and issue such interpretations of, the provisions of the Plan and any
outstanding awards thereunder as it may deem necessary or advisable. Decisions of the Plan
Administrator within the scope of its administrative functions under the Plan shall be final and
binding on all parties who have an inte