Exhibit 10.6(b)
AMENDMENT NO. 3
TO
ATLANTIC RICHFIELD COMPANY
ANNUAL INCENTIVE PLAN
___________________________
Pursuant to authority contained in resolutions adopted by the Board of Directors
on February 27, 1995, the following amendment is hereby made to the Atlantic
Richfield Company Annual Incentive Plan (the "Plan") with respect to plan years
commencing on or after January 1, 1995.
Section 5(b) of the Plan is amended to read as follows:
"(b) Individual Award Levels:
(1) Subject to any modifications pursuant to Subparagraphs (a), (c) and/or
(d), each participant shall be granted an Award equal to the percent of
Base Salary listed opposite the Salary Grade Level which he or she holds,
as described under the Schedule of Award Levels under Subparagraph (2) of
this paragraph.
(2) Schedule of Award Levels:
APPLICABLE
SALARY GRADE PERCENTAGE
---------------------------- ----------
Chairman of the Board and/or
Chief Executive Officer (EO) 65
President and/or
Chief Operating Officer and any other
Officer in Grade EO 60
E1 55
E2 35
E3 25
E4 20
10 15
9 15
- 1 -
(3) Award Levels as determined in Subparagraph (2) of this paragraph are
based upon the 50th percentile of bonuses paid by the Comparison
Corporations. The Applicable Percentage will be modified, as necessary, to
achieve this objective."
Executed this 31st day of March, 1995.
---- -----
ATTEST ATLANTIC RICHFIELD COMPANY
BY: /s/ Armineh Simonian BY: /s/ JOHN H. KELLY
----------------------- --------------------
John H. Kelly
Vice President
Human Resources
- 2 -