BrightSphere Inc. Watch

from 10-Q ~20 pages Change of Control Agreement

from 10-Q ~10 pages Employment Agreement Between Uam and James F. Orr

from 10-Q ~10 pages Retirement and Consulting Agreement

from 10-Q ~5 pages Third Amended and Restated Consulting Agreement

from 10-Q ~20 pages Second Amended and Restated 1994 Stock Option Plan

from 8-K ~50 pages Agreement and Plan of Merger

from 10-Q 1 page Profit Sharind and 401(k) 6th Amend

from 10-K 1 page Salary Continuation Plan

from 10-K 1 page November 29, 1999 the Board of Directors of United Asset Management Corporation C/O Norton H. Reamer, Chairman of the Board and Chief Executive Officer United Asset Management Corporation One International Place Boston, Ma 02110 Dear Members of the Board: I Hereby Resign From My Position as President and Chief Operating Officer of United Asset Management Corporation ("Uam"), From My Position as a Director of Uam, From Any Position I May Hold as an Officer or Director of Any Affiliate of Uam, and From Any Other Position That I May Hold With Any Pooled Investment Vehicle Advised by an Affiliate of Uam, All Effective December 31, 1999. We Have Agreed That My Employment Agreement (Made as of March 1, 1998) Is Amended So That the Term Shall End on December 31, 1999. I Understand That, in All Other Respects, This Employment Agreement Shall Remain in Full Force and Effect Without Amendment. in Particular, I Acknowledge My Obligations Under Section 5 (Confidentiality) Under Which I Will Remain Obligated to Uam Following the Termination of My Employment. Sincerely Yours, /S/ C.E. Haldeman, Jr. Charles E. Haldeman, Jr. Acknowledged, Accepted and Agreed: United Asset Management Corporation By: /S/ Norton H. Reamer Norton H. Reamer, Chairman of the Board and Chief Executive Officer

from 10-K 1 page Second Amended and Restated Consulting Agreement

from 10-K ~5 pages Fifth Amendment to Uam Profit Sharing and 401(k)

from 10-Q ~50 pages Forms of Agreements

from 10-Q ~5 pages Amended Consulting Agreement

from 10-Q ~20 pages 1994 Stock Option Plan

from 10-K ~10 pages Material Contracts

from 10-K ~20 pages Material Contracts

from 10-K ~5 pages Material Contracts

from 10-K ~10 pages Material Contracts

from 10-Q 1 page Omitted Exhibits and Schedules

from 10-Q >50 pages Note Purchase Agreement