Unit Value. Each Performance Unit will have a “Target Value” of one (1) share of Common Stock. Based upon actual performance during the Performance Period against the Performance Measures set forth in [Section 7] below, the Payment Value of each Performance Unit may range from a minimum of 0 shares to a maximum of two (2) shares as determined in [Section 8] below.

Unit Value. Each Performance Unit will have a “Target Value” of one (1) share of Common Stock. Based upon actual performance during the Performance Period against the Performance Measures set forth in [Section 7]6] below, the Payment Value of each Performance Unit may range from a minimum of 0 shares to a maximum of two (2) shares as determined in [Section 8]7] below.

The Committee will determine a “Payment Value” for each Performance Unit will haveUnit, expressed in shares of Common Stock, at the end of the Performance Period contingent upon the actual performance against the Performance Measures, as determined by the Committee. Actual performance for all Performance Measures # at Target would result in a “Target Value”Payment Value per Performance Unit of one (1) share of Common Stock , # at Threshold, one-half (1/2) share of Common Stock and # at Maximum, two (2) shares of Common Stock. Based uponFor actual performance during the Performance Period against the Performance Measures set forth in [Section 7] below,below Threshold, between Threshold and Target, and between Target and Maximum, the Payment Value of each Performance Unit may range fromwill be determined by linear extrapolation, with a minimum of 0 shares toand a maximum of two (2) shares asof Common Stock per Performance Unit. Actual performance over maximum will not result in a Payment Value per Performance Unit greater than two (2) shares of Common Stock. Notwithstanding the foregoing, in the event that the change in Southwestern’s stock price over the Performance Period plus dividends on the Common Stock paid over the entire Performance Period (i.e, Southwestern’s absolute total shareholder return) is a negative value, the Payment Value shall not exceed one (1) share of Common Stock per Performance Unit. The total payout to the Participant will be determined in [Section 8] below.by multiplying the Payment Value per Performance Unit determined by the Committee based on the Company’s actual performance against, and weighting of, each Performance Measure by the number of vested Performance Units held by the Participant.