EXHIBIT 10(q)(2)
FIRST AMENDMENT TO
AMERICAN ELECTRIC POWER SYSTEM
INCENTIVE COMPENSATION DEFERRAL PLAN
This First Amendment is made by American Electric Power Service Corporation
(the "Company") to the American Electric Power System Incentive Compensation
Deferral Plan (the "Plan") that was made effective January 1, 2001.
WHEREAS, the Company reserved the right to modify the Plan from time to
time in a manner that does not affect or otherwise deprive a Plan
participant or beneficiary of any distributions to which he may be entitled
under the Plan; and
WHEREAS, the Company desires to implement a claims procedure under the Plan
to provide for the efficient disposition of disputed claims that may arise
under the terms of the Plan;
NOW, THEREFORE, the Company hereby amends the Plan by adding a new Article
X at the end thereof, effective with respect to all claims that may be raised
under the terms of the Plan, regardless of whether such claim may have arisen
before or after the date that this amendment is adopted:
ARTICLE X
CLAIMS PROCEDURE
Section 10.1 The following procedures shall apply with respect to claims
for benefits under the Plan.
(a) Any Participant or beneficiary who believes he or she is entitled
to receive a distribution under the Plan which he or she did not receive or
that amounts credited to his or her Account are inaccurate, may file a
written claim signed by the Participant, beneficiary or authorized
representative with the Company's Director-Compensation and Executive
Benefits, specifying the basis for the claim. The Director-Compensation and
Executive Benefits shall provide a claimant with written or electronic
notification of its determination on the claim within ninety days after
such claim was filed; provided, however, if the Director-Compensation and
Executive Benefits determines special circumstances require an extension of
time for processing the claim, the claimant shall receive within the
initial ninety-day period a written notice of the extension for a period of
up to ninety days from the end of the initial ninety day period. The
extension notice shall indicate the special circumstances requiring the
extension and the date by which the Plan expects to render the benefit
determination.
(b) If the Director-Compensation and Executive Benefits renders an
adverse benefit determination under Section 10.1(a), the notification to
the claimant shall set forth, in a manner calculated to be understood by
the claimant:
(1) the specific reasons for the denial of the claim;
(2) specific reference to the provisions of the Plan upon which
the denial of the claim was based;
(3) a description of any additional material or information
necessary for the claimant to perfect the claim and an
explanation of why such material or information is
necessary, and
(4) an explanation of the review procedure specified in Section
10.2, and the time limits applicable to such procedures,
including a statement of the claimant's right to bring a
civil action under section 502(a) of the Employee Retirement
Income Security Act of 1974, as amended, following an
adverse benefit determination on review.
Section 10.2 The following procedures shall apply with respect to the
review on appeal of an adverse determination on a claim for benefits under the
Plan.
(a) Within sixty days after the receipt by the claimant of an adverse
benefit determination, the claimant may appeal such denial by filing with
the Committee a written request for a review of the claim. If such an
appeal is filed within the sixty day period, the Committee, or a duly
appointed representative of the Committee, shall conduct a full and fair
review of such claim that takes into account all comments, documents,
records and other information submitted by the claimant relating to the
claim, without regard to whether such information was submitted or
considered in the initial benefit determination. The claimant shall be
entitled to submit written comments, documents, records and other
information relating to the claim for benefits and shall be provided, upon
request and free of charge, reasonable access to, and copies of all
documents, records and other information relevant to the claimant's claim
for benefits. If the claimant requests a hearing on the claim and the
Committee concludes such a hearing is advisable and schedules such a
hearing, the claimant shall have the opportunity to present the claimant's
case in person or by an authorized representative at such hearing.
(b) The claimant shall be notified of the Committee's benefit
determination on review within sixty days after receipt of the claimant's
request for review, unless the Committee determines that special
circumstances require an extension of time for processing the review. If
the Committee determines that such an extension is required, written notice
of the extension shall be furnished to the claimant within the initial
sixty-day period. Any such extension shall not exceed a period of sixty
days from the end of the initial period. The extension notice shall
indicate the special circumstances requiring the extension and the date by
which the Committee expects to render the benefit determination.
(c) The Committee shall provide a claimant with written or electronic
notification of the Plan's benefit determination on review. The
determination of the Committee shall be final and binding on all interested
parties. Any adverse benefit determination on review shall set forth, in a
manner calculated to be understood by the claimant:
(1) the specific reason(s) for the adverse determination;
(2) reference to the specific provisions of the Plan on which
the determination was based;
(3) a statement that the claimant is entitled to receive, upon
request and free of charge, reasonable access to, and copies
of, all documents, records and other information relevant to
the claimant's claim for benefits; and
(4) a statement of the claimant's right to bring an action under
Section 502(a) of ERISA.
American Electric Power Service Corporation has caused this First Amendment
to the American Electric Power System Incentive Compensation Deferral Plan to be
signed as of this 6th day of December, 2002.
American Electric Power Service Corporation
By /s/ Melinda S. Ackerman
Melinda S. Ackerman, Senior Vice
President, Human Resources