Exhibit
10.7

    


    Summary
of Certain Compensation for

    Directors of Park National
Corporation

    


    Annual
Retainers and Meeting Fees

     

    Each
director of Park National Corporation (“Park”) who is not an employee of Park or
one of Park’s subsidiaries (a “non-employee director”) receives, on the date of
the regular meeting of the Park Board of Directors held during the fourth fiscal
quarter, an annual retainer in the form of 120 common shares of Park awarded
under the Park National Corporation Stock Plan for Non-Employee Directors of
Park National Corporation and Subsidiaries (the “Directors’ Stock
Plan”).

     

    Each
non-employee director receives $1,000 for each meeting of the Park Board of
Directors attended and $400 for each meeting of a committee of the Park Board of
Directors attended.  If the date of a meeting of the full Board of
Directors is changed from that provided for by resolution of the Board and a
non-employee director is not able to attend the rescheduled meeting, he or she
receives the meeting fee as though he or she attended the meeting.

     

    In
addition, each member of the Executive Committee of the Park Board of Directors
receives a $2,500 annual cash retainer and each member of the Audit Committee of
the Park Board of Directors (other than the Chair) receives a $2,000 annual cash
retainer.  The Chair of the Audit Committee receives a $5,000 annual
cash retainer.

     

    Each
non-employee director of Park also serves on the board of directors of The Park
National Bank, the national bank subsidiary of Park (“PNB”), or on the advisory
board of one of PNB’s divisions, and receives, on the date of the regular
meeting of the Park Board of Directors held during the fourth fiscal quarter, an
annual retainer in the form of 60 common shares of Park awarded under the
Directors’ Stock Plan and, in some cases, a specified amount of cash for such
service as well as fees for attendance at meetings of the board of directors of
PNB or the advisory board of the applicable division of PNB (and committees of
the respective boards).

     

    In
addition to the annual retainers and meeting fees discussed above, non-employee
directors also receive reimbursement of all reasonable travel and other expenses
of attending board and committee meetings.

     

    C. Daniel
DeLawder, Harry O. Egger, William T. McConnell, William A.
Phillips and David L. Trautman receive no compensation for:
(a) serving as a member of the Board of Directors of Park; (b) serving
as a member of the board of directors of PNB or the advisory board of one of its
divisions; or (c) serving as a member of any committee of the respective
boards.


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Other
Compensation

     

    William
T. McConnell is employed by PNB in a non-executive officer
capacity.  In such capacity, he received the amount of $33,000 during
the fiscal year ended December 31, 2010 (the “2010 fiscal
year”).  William A. Phillips is employed by the Century National
Bank Division of PNB, in a non-executive officer capacity.  In such
capacity, he received the amount of $33,000 during the 2010 fiscal
year.  Harry O. Egger is employed by the Security National Bank
Division of PNB in a non-executive officer capacity.  In such
capacity, Mr. Egger received $33,000 during the 2010 fiscal
year.


    
      
         


      

      
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