Exhibit 10.205
EIGHTH AMENDMENT
TO THE
SCHWABPLAN
RETIREMENT SAVINGS AND INVESTMENT PLAN
1. Effective as of January 1, 1999, and ending April 30, 1999, section 11.6
of the SchwabPlan Retirement Savings and Investment Plan is amended to read as
follows:
11.6 Redirection of Investment of ESOP Account. Upon both attaining age 50
and completing five Years of Service, a Participant shall be permitted to direct
the Plan to transfer all or any portion of the Vested Interest in the
Participant's ESOP Account to the Participant's Cash Contribution Account. In
addition, effective as of January 1, 1999, upon both attaining the age and
completing the number of Years of Service indicated in the table below, a
Participant shall be permitted to direct the Plan to transfer up to fifty
percent (50%) of the Vested Interest in the Participant's ESOP Account to the
Participant's Cash Contribution Account.
Age Years of Service
40 10
46 9
47 8
48 7
49 6
Any directions pursuant to this Section shall be made pursuant to rules
prescribed by the Committee, and shall be effective as soon as administratively
feasible, but not later than 30 days from the date on which such direction is
given. In the event that the Participant's Account does not provide at least
three investment options to the Participant other than investment in Shares, the
Committee shall provide diversification options to any Participant required to
be given such diversification options under Section 401(a)(28)(B) of the Code in
a manner consistent with the Code. Notwithstanding the foregoing, the ability to
make transfers may be restricted by the Committee to the extent necessary to
comply with any applicable federal securities laws (including Rule 144);
provided, however, that in no event shall a Participant be prevented from
transferring any amount necessary in order to meet the diversification
requirements set forth in Section 401(a)(28)(B) of the Code.
2. Effective as of May 1, 1999, section 11.6 is amended to read as follows:
11.6 Redirection of Investment of ESOP Account.
(a) Upon both attaining age 50 and completing five Years of Service, a
Participant shall be permitted to direct the Plan to transfer all or any portion
of the Vested Interest in the Participant's ESOP Account to the Participant's
Cash Contribution Account.
(b) In addition, effective as of May 1, 1999, upon completing the number of
Years of Service indicated in the table below, a Participant shall be permitted
to direct the Plan to transfer the percentage indicated below of the Vested
Interest in the Participant's ESOP Account to the Participant's Cash
Contribution Account.
Years of Service Percentage
5 50
10 75
15 100
(c) Any directions pursuant to this Section 11.6 shall be made pursuant to
rules prescribed by the Committee, and shall be effective as soon as
administratively feasible, but not later than 30 days from the date on which
such direction is given. Any directions given pursuant to subsection (b) hereof
may be given not more than once per Plan Year. For purposes of this Section
11.6, the number of the Participant's Years of Service shall be determined
without regard to Hours of Service, and shall be based on periods of continuous
service from the date the Participant commenced employment with the Company.
(d) In the event that the Participant's Account does not provide at least
three investment options to the Participant other than investment in Shares, the
Committee shall provide diversification options to any Participant required to
be given such diversification options under Section 401(a)(28)(B) of the Code in
a manner consistent with the Code. Notwithstanding the foregoing, the ability to
make transfers may be restricted by the Committee to the extent necessary to
comply with any applicable federal securities laws (including Rule 144);
provided, however, that in no event shall a Participant be prevented from
transferring any amount necessary in order to meet the diversification
requirements set forth in Section 401(a)(28)(B) of the Code.
3. Effective as of January 1, 1999, section 9.1 is amended to read as
follows:
9.1 Normal Retirement Date. The Normal Retirement Date of a Participant
shall be his or her 65th birthday or, if earlier, the date on which the
Participant has attained age fifty (50) and completed seven (7) Years of
Service. Upon attainment of his or her Normal Retirement Date, a Participant
shall have a nonforfeitable right to 100% of his or her Account.