Exhibit 10(a)72
FOURTH AMENDMENT TO
THE SOUTHERN COMPANY
PENSION PLAN
WHEREAS, the Board of Directors of Southern Company Services, Inc. (the
"Company") heretofore adopted The Southern Company Pension Plan (the "Plan"), as
amended and restated effective January 1, 1997;
WHEREAS, the Company desires to amend the Plan to grant prior service
credit to certain employees formerly employed by Pacific Gas and Electric
Company ("PG&E") and to provide for an offset of the PG&E retirement benefit;
WHEREAS, the Company desires to amend the Plan to grant prior service
and benefit credit to certain employees formerly employed by Orange and Rockland
Utilities, Inc. ("O&R") and to provide for an offset of the O&R retirement
benefit;
WHEREAS, the Company also desires to make certain clarifying changes to
the Plan; and
WHEREAS, the Company is authorized pursuant to Section 13.1 of the Plan
to amend the Plan at any time.
NOW, THEREFORE, the Company hereby amends the Plan as follows to be
effective as provided herein:
1.
Effective January 1, 1997, Section 15.2(d) of the Plan shall be amended
by replacing the term "Early Retirement Date" with the term "earlier Retirement
Date" in each place where such term appears.
2.
Effective January 1, 1997, Section 15.3 of the Plan is amended by
deleting such Section in its entirety and replacing it with the following:
15.3 Early Retirement Reduction.
(a) With respect to Employees described in Section 15.1(a) and
(b) who retire before their Normal Retirement Date, the monthly amount
of Retirement Income provided in Section 15.2 shall be reduced in
accordance with Section 5.5. With respect to Employees described in
Section 15.1(c), the monthly amount of Retirement Income provided in
Section 15.2 shall be reduced in accordance with Section 5.5 except
that the term "five-tenths of one percent (0.5%)" shall replace the
term "three-tenths of one percent (0.3%)" where it appears in the first
paragraph thereof.
(b) Notwithstanding paragraph (a) above, if a former Employee
subject to Section 15.1(c)(1) who is eligible to receive Retirement
Income is reemployed by an Affiliated Employer, his Retirement Income
accrued prior to his original termination from service shall be
determined in accordance with the terms of the Plan in effect as of
such termination. In the event that an Employee described in the
preceding sentence accrues additional Retirement Income in accordance
with Section 15.2 after his reemployment, such Retirement Income shall
be subject to Sections 15.2(c) and the second sentence of Section
15.3(a).
3.
Effective January 1, 1995, Section 16.1(a)(3) of the Plan shall be
amended to read as follows:
(3) With respect to determining the Social Security Offset and the
level income option set forth in the last paragraph of Section 5.5, the
actual salary history of the Scheduled Employee during his employment
with any Affiliated Employer and with Scott Paper Company shall be
utilized. If the actual salary history is not available from Scott
Paper Company, such history shall be estimated in accordance with
Section 5.4.
4.
Effective January 1, 1999, Section 16.1(c)(1) of the Plan shall be
amended by replacing the phrase "eligible to become a Participant" with the
phrase "included in the Plan" and Section 16.1(c)(4) shall be amended to read as
follows:
(4) For purposes of calculating Retirement Income, such CES Employee's
actual salary history with CES shall be included. With respect to
determining the Social Security Offset and the level income option set
forth in the last paragraph of Section 5.5, if the actual salary
history is not available from CES, such history shall be estimated in
accordance with Section 5.4.
5.
Effective April 1, 1999, Article XVI of the Plan shall be amended by
adding the following to the end thereof:
(d) Former Pacific Gas and Electric Company Employees.
(1) Effective April 1, 1999, notwithstanding any other
provision of the Plan to the contrary, any former employees of Pacific
Gas and Electric Company ("PG&E") who were employed by Southern Energy
Resources, Inc. and are set forth on a schedule of employees
acknowledged by the Retirement Board (hereinafter "PG&E Employees")
shall be included in the Plan as of the first day of the month
coincident with or next following the later of the PG&E Employee's
employment date or the date on which he first completes an Eligibility
Year of Service as provided in Paragraph (5) below.
(2) PG&E Employees who (A) were actively employed by PG&E on
January 1, 1997 and (B) attain their fortieth (40th) birthday on or
before January 1, 2002 shall not be subject to provisions of Article XV
of the Plan.
(3) If and when a PG&E Employee attains his Early Retirement
Date, Normal Retirement Date, or Deferred Retirement Date, or
terminates service for any reason subject to the requirements of
Section 8.1 or 8.2, he shall be entitled to receive Retirement Income
based on both his Accredited Service with an Employing Company and his
service for benefit purposes as defined and accrued under the Pacific
Gas and Electric Company Retirement Plan (the "PG&E Plan") which shall
be treated as if Accredited Service under this Plan. To calculate such
PG&E Employee's Retirement Income, the PG&E Employee's Accrued
Retirement Income, as determined in accordance with Section 5.1, shall
first be reduced by the Employee's accrued benefit in the PG&E Plan,
determined as if he retired from PG&E on his Normal Retirement Date, as
defined in the PG&E Plan on April 1, 1999. Thereafter, such PG&E
Employee's Retirement Income shall be subject to applicable reductions,
if any, in accordance with Article V, Section 8.1 and Section 8.2, as
appropriate.
(4) For purposes of calculating Retirement Income, such PG&E
Employee's actual salary history with PG&E shall be included. With
respect to determining the Social Security Offset and the level income
option set forth in the last paragraph of Section 5.5, if the actual
salary history is not available from PG&E, such history shall be
estimated in accordance with Section 5.4.
(5) For vesting and participation purposes, such PG&E Employee
shall be entitled to receive Vesting and Eligibility Years of Service
as provided under the Plan and, in addition, shall be entitled to
vesting and eligibility service equal to such service as defined and
accrued under the PG&E Plan.
6.
Effective July 1, 1999, Article XVI of the Plan shall be amended by
adding the following to the end thereof:
(e) Former Orange and Rockland Utilities, Inc. Employees.
(1) Effective July 1, 1999, notwithstanding any other
provision of the Plan to the contrary, any former employees of Orange
and Rockland Utilities, Inc. ("O&R") who were employed by Southern
Energy Resources, Inc. and are set forth on a schedule of employees
acknowledged by the Retirement Board (hereinafter "O&R Employees")
shall be included in the Plan as of the first day of the month
coincident with or next following the later of the O&R Employee's
employment date or the date on which he first completes an Eligibility
Year of Service as provided in Paragraph (8) below.
(2) Notwithstanding anything in the Plan to the contrary, the
monthly Retirement Income payable to an O&R Employee shall be a monthly
Retirement Income determined as a single life annuity commencing on his
Normal Retirement Date equal to (A) the Allowance payable to such O&R
Employee as defined under the Employees' Retirement Plan of Orange and
Rockland Utilities, Inc. ("O&R Plan") on June 30, 1999 ("Closing Date")
and as accrued under the O&R Plan for periods prior to the Closing Date
("O&R Benefit") and (B) one-twelfth (1/12) of two percent (2%) of the
O&R Employee's Earnings received during each year of Accredited Service
under the Plan for periods beginning on and after the Closing Date. In
addition, for purposes of (B) above, immediately prior to an O&R
Employee's separation from the service of an Employing Company, such
O&R Employee shall be credited with two additional years of Accredited
Service, with Earnings credited during each of these two additional
years of Accredited Service equal to his Earnings at the time he
separates from service.
(3) Notwithstanding anything in the Plan to the contrary, the
Early Retirement Date of an O&R Employee under the Plan shall be the
first day of the month following the date such O&R Employee retires on
or after his fifty-fifth (55th) birthday, provided such O&R Employee
has accrued ten (10) or more years of Accredited Service. For such
purpose, the O&R Employee's Credited Service for periods prior to April
8, 1999, and Eligible Service for periods on and after April 8, 1999
and prior to the Closing Date, as such service is defined and accrued
under the O&R Plan, shall be treated as Accredited Service under this
Plan. The amount of such O&R Employee's Retirement Income shall be
determined in accordance with Paragraph (2) above, reduced by one-third
of one-percent (.333%) for each complete calendar month by which the
commencement date precedes the first day of the month following the O&R
Employee's sixtieth (60th) birthday. The reduction in the preceding
sentence shall be in lieu of the reduction described in Section 5.5. No
reduction of an O&R Employee's Retirement Income shall be made,
however, if the sum of such O&R Employee's number of years of
Accredited Service (including his Eligible Service under the O&R Plan
prior to the Closing Date) and his age as of his Early Retirement Date
equals or exceeds eighty-five (85).
(4) In addition to the other benefits described herein, an O&R
Employee who retires from service after his Early Retirement Date and
whose Retirement Income commences after his sixtieth (60) birthday and
before his sixty-second (62nd) birthday shall receive a supplemental
payment of six hundred dollars ($600.00) for each month beginning on
the date his Retirement Income commences. Such supplemental payments
shall cease after payment is made for the month which includes such O&R
Employee's sixty-second (62nd) birthday or the month during which the
O&R Employee dies, whichever is earlier. This supplemental payment
shall not be paid as an optional form of payment under the Plan and
shall not be payable to any Provisional Payee. Notwithstanding the
foregoing, in any event, the supplemental payment shall not be paid
under this Plan to the extent that a supplemental payment is payable
under the O&R Plan.
(5) The Retirement Income payable to an O&R Employee who is
entitled to receive Retirement Income in accordance with Article VIII
shall be determined in accordance with paragraph (2). Such O&R Employee
may elect to receive his vested Retirement Income as of the first day
of any month after his fifty-fifth (55th) birthday provided such O&R
Employee has accrued ten (10) or more years of Accredited Service or as
of his Normal Retirement Date. For such purpose, the O&R Employee's
Credited Service for periods prior to April 8, 1999, and Eligible
Service for periods on and after April 8, 1999 and prior to the Closing
Date, as such service is defined and accrued under the O&R Plan, shall
be treated as Accredited Service under this Plan. Such Retirement
Income shall be reduced by one-half of one-percent (.5%) for each
calendar month by which the commencement date precedes the first day of
the month following the O&R Employee's sixty-fifth (65th) birthday. The
reduction in the preceding sentence shall be in lieu of the reduction
described in Section 8.2.
(6) For purposes of calculating the level income option set
forth in the last paragraph of Section 5.5 , the actual pay history of
an O&R Employee with O&R shall be utilized. If the actual pay history
is not available from O&R, such history shall be estimated in
accordance with Section 5.4.
(7) If and when an O&R Employee attains his Early Retirement
Date, Normal Retirement Date, or Deferred Retirement Date, or
terminates service for any reason subject to the requirements of
Section 8.1 or 8.2, his Retirement Income shall be offset by the
largest O&R Benefit payable under the O&R Plan as of (A) the Closing
Date, (B) the date such O&R Employee's benefits commence under this
Plan or (C) any date during the period beginning on the Closing Date
and ending on the date such O&R Employee's benefits commence under this
Plan. Notwithstanding the preceding sentence, in the event that an O&R
Employee is not eligible to receive an O&R Benefit prior to his
sixty-fifth (65th) birthday, the amount of the offset shall (A) in the
event that the O&R Employee's Retirement Income commences prior to his
sixty-fifth (65th) birthday, be reduced when he attains his sixty-fifth
(65th) birthday by the largest O&R Benefit payable to such O&R
Employee, regardless of whether such O&R Benefit actually commences
when he attains his sixty-fifth (65th) birthday, or (B) in the event
that the O&R Employee's Retirement Income commences on or after he
attains his sixty-fifth (65th) birthday, be reduced by the amount of
the O&R Benefit payable to such O&R Employee at the time his Retirement
Income commences, regardless of whether his O&R Benefit commences at
such time. Any reduction described above shall be made after an O&R
Employee's Retirement Income is adjusted in accordance with Article V,
or Section 8.1 and Section 8.2, as appropriate. The offsets set forth
in this Paragraph shall be further described in an Offset Summary
adopted by the Retirement Board, which shall be used as a reference to
calculate the amount of the O&R Plan offsets.
(8) For purposes of vesting and participation, an O&R Employee
shall accrue service as provided under the Plan and, in addition, shall
be entitled to service credit for these purposes equal to his Eligible
Service as defined and accrued under the O&R Plan prior to the Closing
Date.
(9) For purposes of Paragraph (2) above, Earnings shall have
the same meaning as set forth in Section 1.13 of the Plan modified as
follows: (A) during a Plan Year in which an O&R Employee is employed,
Earnings shall include the rate of salary or wages actually paid to
such O&R Employee, plus actual annual incentive payments made to the
O&R Employee for which he is eligible; (B) for the two year period
credited in accordance with the last sentence of Paragraph (2),
Earnings shall have the same meaning as set forth in (A) above, except
that it shall be based on such O&R Employee's rate of salary or wages
in effect as of his separation from service.
7.
Effective January 1, 1997, Section 1.14(a) of the Georgia Power Company
Schedule and Section 1.13(a) of the Southern Nuclear Operating Company, Inc.
Schedule shall be amended by replacing the term "nuclear plan premium" with the
term "nuclear plant premium" in each place where such term appears.
8.
Except as amended herein by this Fourth Amendment, the Plan shall
remain in full force and effect.
IN WITNESS WHEREOF, Southern Company Services, Inc., through its duly
authorized officer, has adopted this Fourth Amendment to The Southern Company
Pension Plan pursuant to resolutions of the Board of Directors of Southern
Company Services, Inc. this ____ day of ___________________, 1999, to be
effective as stated herein.
SOUTHERN COMPANY SERVICES, INC.
By:
Title:
ATTEST
By: ________________________
Its: ________________________