-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Lz2LVsj8/knZ0MnKUTFxAY8+D4IqKf2tzxVH5fDIbvelRhPXrw3T2mFx5JSRHzO4 Nvc+4GILOhT1DcCYhMOrIQ== 0001104659-07-063264.txt : 20070817 0001104659-07-063264.hdr.sgml : 20070817 20070817110752 ACCESSION NUMBER: 0001104659-07-063264 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070815 FILED AS OF DATE: 20070817 DATE AS OF CHANGE: 20070817 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AON CORP CENTRAL INDEX KEY: 0000315293 STANDARD INDUSTRIAL CLASSIFICATION: ACCIDENT & HEALTH INSURANCE [6321] IRS NUMBER: 363051915 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 EAST RANDOLPH STREET CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3123811000 MAIL ADDRESS: STREET 1: 200 EAST RANDOLPH STREET CITY: CHICAGO STATE: IL ZIP: 60601 FORMER COMPANY: FORMER CONFORMED NAME: COMBINED INTERNATIONAL CORP DATE OF NAME CHANGE: 19870504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RYAN PATRICK G CENTRAL INDEX KEY: 0001145037 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07933 FILM NUMBER: 071064177 BUSINESS ADDRESS: STREET 1: C/O RYAN ENTERPRISES STREET 2: 123 N WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3127012300 4 1 a4.xml 4 X0202 4 2007-08-15 0 0000315293 AON CORP AOC 0001145037 RYAN PATRICK G C/O AON CORPORATE LAW DEPARTMENT 8TH FLOOR, 200 EAST RANDOLPH DRIVE CHICAGO IL 60601 1 1 0 0 Executive Chairman Employee Stock Options (Right to Buy) 30.7813 2007-08-15 4 D 0 300000 D 2010-11-16 Common Stock 300000 0 D Employee Stock Options (Right to Buy) 31.9375 2007-08-15 4 A 0 300000 A 2010-11-16 Common Stock 300000 300000 D Employee Stock Options (Right to Buy) 36.875 2007-08-15 4 D 0 250000 D 2012-04-22 Common Stock 250000 0 D Employee Stock Options (Right to Buy) 39.25 2007-08-15 4 A 0 250000 A 2012-04-22 Common Stock 250000 250000 D In a Form 4 filed in December 2000, the reporting person reported that, on November 16, 2000, he was granted an employee stock option covering 300,000 shares of common stock, having an exercise price of $30.7813 per share and vesting in three annual installments beginning on November 16, 2002. Following a review of the issuer's stock option award practices, it was determined that the exercise price for this option should be adjusted to $31.9375 per share to reflect the fair market value of the issuer's common stock on the accounting measurement date. As a result, the reporting person and the issuer agreed to amend the option to provide that the option will have an exercise price of $31.9375 per share. All other terms and conditions of the option award remain the same, including the vesting schedule described above. The amendment is reported in this Form 4 as a cancellation of the original option and the grant of a replacement option. For additional information, please see the issuer's Current Report on Form 8-K, filed with the Commission on August 15, 2007. In a Form 5 filed in February 2003, the reporting person reported that, on April 22, 2002, he was granted an employee stock option covering 250,000 shares of common stock, having an exercise price of $36.875 per share and vesting in three annual installments beginning on April 22, 2004. Following a review of the issuer's stock option award practices, it was determined that the exercise price for this option should be adjusted to $39.250 per share to reflect the fair market value of the issuer's common stock on the accounting measurement date. As a result, the reporting person and the issuer agreed to amend the option to provide that the option will have an exercise price of $39.250 per share. All other terms and conditions of the option award remain the same, including the vesting schedule described above. The amendment is reported in this Form 4 as a cancellation of the original option and the grant of a replacement option. For additional information, please see the issuer's Current Report on Form 8-K, filed with the Commission on August 15, 2007. /s/ Jennifer L. Kraft, pursuant to a Power of Attorney from Patrick G. Ryan 2007-08-17 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

POWER OF ATTORNEY

I, Patrick G. Ryan (“Grantor”), hereby confirm, constitute and appoint each of Jennifer L. Kraft and Richard E. Barry, or either of them signing singly, and with full power of substitution, as the true and lawful attorney-in-fact of Grantor to:

1.             prepare, execute in Grantor’s name and on Grantor’s behalf, and submit to the United States Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rule or regulation promulgated by the SEC;

2.             execute for and on behalf of Grantor, in Grantor’s capacity as an officer,  director or greater than ten percent stockholder of Aon Corporation (the “Company”), Forms 3, 4 and 5, including but not limited to any amendments thereto, in accordance with Section 16(a) of the Exchange Act, and the rules promulgated thereunder, which may be necessary or desirable as a result of Grantor’s ownership of or transaction in securities of the Company; and

3.           do and perform any and all acts for and on behalf of Grantor which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 or any amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority.

Grantor hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  Grantor acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of Grantor, are not assuming, nor is the Company assuming, any of Grantor’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall be effective on the date set forth below and shall continue in full force and effect until the date on which Grantor shall cease to be subject to Section 16 of the Exchange Act and the rules promulgated thereunder or until such earlier date on which written notification executed by Grantor is filed with the SEC expressly revoking this Power of Attorney.

Grantor hereby revokes all prior powers of attorney that are in effect and filed with the SEC.




IN WITNESS WHEREOF, Grantor has caused this Power of Attorney to be executed as of this 31st day of May, 2007.

Signature:

/s/ Patrick G. Ryan

 

Patrick G. Ryan

 



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