CAVCO INDUSTRIES, INC.

                        RESTRICTED STOCK AWARD AGREEMENT

                  THIS RESTRICTED STOCK AWARD AGREEMENT ("Award Agreement") is
made as of the 7th day of July, 2003, by and between Cavco Industries, Inc., a
Delaware corporation (the "Company"), and Joseph H. Stegmayer (the "Grantee").

                  The Company and the Grantee therefore agree as follows:

                  1. GRANT OF RESTRICTED STOCK. Effective as of July 7, 2003
(the "Grant Date"), the Company has awarded to  . . .

                             CAVCO INDUSTRIES, INC.

                        RESTRICTED STOCK AWARD AGREEMENT

                  THIS RESTRICTED STOCK AWARD AGREEMENT ("Award Agreement") is
made as of the 7th day of July, 2003, by and between Cavco Industries, Inc., a
Delaware corporation (the "Company"), and Joseph H. Stegmayer (the "Grantee").

                  The Company and the Grantee therefore agree as follows:

                  1. GRANT OF RESTRICTED STOCK. Effective as of July 7, 2003
(the "Grant Date"), the Company has awarded to  . . .

STOCK OPTION AWARD AGREEMENT

THIS AGREEMENT CONSTITUTES PART OF THE PROSPECTUS COVERING SECURITIES REGISTERED UNDER THE SECURITIES ACT OF 1933.

     THIS STOCK OPTION AWARD AGREEMENT (hereinafter, the �Agreement�) is made as of this ______ day of ____________, ______, by and between Goodrich Corporation, a New York corporation (the �Company�), and ____________ (the �Optionee�). For the purposes of this Agreement, all capitalized terms not defined herein shall have the meanings ascribed thereto under the terms of the Goodrich Corporation 2001 Stock Option Plan (as amended, the �Plan�), unless  . . .

RESTRICTED STOCK AWARD AGREEMENT

THIS AGREEMENT CONSTITUTES PART OF THE PROSPECTUS COVERING SECURITIES REGISTERED UNDER THE SECURITIES ACT OF 1933.

THIS RESTRICTED STOCK AWARD AGREEMENT (hereafter, the �Agreement�) made as of the ______ day of ____________, ______ between Goodrich Corporation, a New York corporation (the �Company�), and ____________(the �Employee�). For purposes of this Agreement, all capitalized terms not defined herein shall have the meanings ascribed thereto under the terms of the Goodrich Corporation 2001 Stock Option Plan (as amended, the �Plan�), unless otherwise noted.

WHEREAS, the Employee is  . . .

RESTRICTED STOCK UNIT AWARD AGREEMENT

THIS AGREEMENT CONSTITUTES PART OF THE PROSPECTUS COVERING SECURITIES REGISTERED UNDER THE SECURITIES ACT OF 1933.

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (hereinafter, the �Agreement�) made as of the ______ day of ____________, ______, between Goodrich Corporation, a New York corporation (the �Company�), and ____________ (the �Employee�). For purposes of this Agreement, all capitalized terms not defined herein shall have the meanings ascribed thereto under the terms of the Goodrich Corporation 2001 Stock Option Plan (as amended, the �Plan�), unless otherwise noted.

WHEREAS, the  . . .

PERFORMANCE UNIT AWARD AGREEMENT

THIS AGREEMENT CONSTITUTES PART OF THE PROSPECTUS COVERING SECURITIES REGISTERED UNDER THE SECURITIES ACT OF 1933.

THIS PERFORMANCE UNIT AWARD AGREEMENT (hereinafter, the Agreement) made as of the ______ day of ____________, ______, between Goodrich Corporation, a New York corporation (the Company), and ____________ (the Employee). For purposes of this Agreement, all capitalized terms not defined herein shall have the meanings ascribed thereto under the terms of the Goodrich Corporation 2001 Stock Option Plan (as amended, the Plan), unless otherwise noted.

WHEREAS, the Employee is employed by the Company or its subsidiary corporations; and

WHEREAS, the Company wishes to grant to the Employee an award of performance units under the Plan, subject to the conditions and restrictions set forth in the Plan and this Agreement.

NOW THEREFORE, in consideration of the mutual covenants contained in this agreement, the Company and the Employee agree as follows:

1.  
Grant of Units. The Company hereby grants to the Employee ______ performance units (the Units). If the Company declares a dividend payment on the Companys common stock, par value $5.00 per share (Common Stock) during the Term, as defined below, then the number of Units covered by this Agreement shall be increased as of the dividend payment date by the number of shares, if any, of the Common Stock that could be purchased on such date by such dividend payment. For purposes of determining the number of shares of the Common Stock that could be purchased by such dividend payment as of the dividend payment date, the amount of             shares of the Common Stock that could be purchased shall be determined by reference to the fair market value of the Common Stock, as calculated pursuant to Section 14 of the Plan, as of such date.


420615

Note: This is the general form used for an incentive stock option award under the 1997 Executive Stock Plan.

INCENTIVE STOCK OPTION AWARD

PURSUANT TO HUGHES SUPPLY, INC.

1997 EXECUTIVE STOCK PLAN

THIS AWARD is made as of the Grant Date by HUGHES SUPPLY, INC. (the �Company�) to �PARTICIPANT� (the �Optionee�).

Upon and subject to the Terms and Conditions attached hereto and incorporated herein by reference, the Company hereby awards as of the Grant Date to Optionee an incentive stock option (the �Option�) pursuant to the Plan, as described below, to  . . .

Note: This is the general form used for a restricted stock award under the 1997 Executive Stock Plan.

HUGHES SUPPLY, INC.

RESTRICTED STOCK AWARD AGREEMENT

This RESTRICTED STOCK AWARD AGREEMENT (the �Agreement�) is made as of              (the �Grant Date�) between HUGHES SUPPLY, INC. a Florida corporation (the �Company�) and                 , a key employee of the Company (the �Employee�).

Background Information  . . .

                               Robert E. Rossiter

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT

      PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning set  . . .

                              James H. Vandenberghe

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT

      PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning set  . . .

                              Douglas G. DelGrosso

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT

      PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning set  . . .

                               Donald J. Stebbins

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT

      PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning set  . . .

                                David C. Wajsgras

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT

      PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning set  . . .

                                Roger A. Jackson

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT




     PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning  . . .

                               Daniel A. Ninivaggi

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT

      PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as of June 22,
2004, between Lear Corporation (the "Company") and the individual whose name
appears on the signature page hereof (the "Participant"), who is a key employee
of the Company or an Affiliate. Any term capitalized herein, but not defined,
shall have the meaning set  . . .

                                  Bob Rossiter

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT




                  PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as
of September 23, 2003, between Lear Corporation (the "Company") and the
individual whose name appears on the signature page hereof (the "Participant"),
who is a key employee of the Company or an Affiliate. Any term capitalized
herein but not defined shall have  . . .

                                Jim Vandenberghe

                                LEAR CORPORATION
                         LONG-TERM STOCK INCENTIVE PLAN

                        PERFORMANCE SHARE AWARD AGREEMENT




                  PERFORMANCE SHARE AWARD AGREEMENT (the "Agreement") dated as
of September 23, 2003, between Lear Corporation (the "Company") and the
individual whose name appears on the signature page hereof (the "Participant"),
who is a key employee of the Company or an Affiliate. Any term capitalized
herein but not defined shall  . . .

                            GARDNER DENVER, INC.

                    LONG-TERM CASH BONUS AWARD AGREEMENT
                          LONG-TERM INCENTIVE PLAN


         THIS LONG-TERM CASH BONUS AWARD AGREEMENT ("Agreement"), made
effective as of the Grant Date (as defined in paragraph 1), by and between
                 (hereinafter the "Participant") and Gardner Denver, Inc.
----------------
(hereinafter the "Company");

                              WITNESSETH THAT:

         WHEREAS, the Company maintains the Long-Term Incentive Plan ( . . .

2001 MASTER STOCK INCENTIVE PLAN
STOCK OPTION AWARD AGREEMENT

        This Stock Option Award Agreement (the �Agreement�) is made as of this xx day of xxxx, by and between Donaldson Company, Inc., a Delaware corporation (together with its subsidiaries, �Donaldson�) and �FIRSTNAME� �INITIAL� �LASTNAME�, an employee of Donaldson (�Employee�).

        Donaldson has adopted the 2001 Master Stock Incentive Plan (the �Plan�) which permits issuance of stock options for the purchase of shares of Common Stock of  . . .