Form of Restricted Performance Unit Award Agreement

Form of
United Parcel Service, Inc.
Incentive Compensation Plan
Long-Term Incentive Awards


Restricted Performance Unit Award Agreement
(Not Transferable)


THIS AGREEMENT evidences the grant by UNITED PARCEL SERVICE, INC., a Delaware corporation (the "Company") in accordance with the Company's Incentive Compensation Plan (the "Plan"), to the employee named below ("Employee") of the number of restricted performance units ("RPUs") specified below. Each RPU has a value that equals the value of one share of the Company's class A Common Stock ("Share"). This Award is granted effective as of the date set forth below ("Grant Date ") and is subject to all of the terms and conditions set forth below.
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Employee: ((Employee))
Number of RPUs: ((Number))
Grant Date: [insert date]
Target Earnings Per Share: $___________


ATTEST: UNITED PARCEL SERVICE, INC.


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Secretary Chairman and Chief Executive Officer


Terms and Conditions


1. Plan. This Award is subject to all of the terms and conditions set forth
herein and in the Plan, as the same may be amended from time to time, which
is herein incorporated by reference. Terms not defined in this agreement
are defined in the Plan. If any term or condition in this Award is
inconsistent with the Plan, the Plan shall control. By accepting this
Award, the Employee unconditionally agrees to be bound by th ...