1
EXHIBIT 4.186
FIFTH AMENDMENT TO TRUST AGREEMENT BETWEEN
FIDELITY MANAGEMENT TRUST COMPANY AND
THE DETROIT EDISON COMPANY
THIS FIFTH AMENDMENT, dated as of the first day of January, 1998, by
and between Fidelity Management Trust Company (the "Trustee") and The
Detroit Edison Company (the "Sponsor");
W I T N E S S E T H:
WHEREAS, the Trustee and the Sponsor heretofore entered into a Trust
Agreement dated June 30, 1994, and amended February 5,1995, June 30, 1994
and August 1, 1996, with regard to The Detroit Edison Savings & Investment
Plan, The Detroit Edison Savings & Investment Plan for Employees
Represented by Local 17 of the International Brotherhood of Electrical
Workers, and The Detroit Edison Savings & & Investment Plan for Employees
Represented by Local 223 of the Utility Workers Union of America (
collectively and individually, the "Plan"); and
WHEREAS, the Trustee and the Sponsor now desire to amend said Trust
Agreement as provided for in Section 14 thereof;
NOW THEREFORE, in consideration of the above premises the Trustee and
the Sponsor hereby amend the Trust Agreement by:
(1) Amending Section 4 by inserting a new subsection (b) and
relettering existing subsections accordingly:
(b) Participant Withdrawal Requests . The Sponsor hereby
directs that, pursuant to the Plan, a participant withdrawal
request (in-service or full withdrawal) may be made by the
participant by telephone, or in such other manner as may
be agreed to from time to time by the Sponsor and Trustee,
and the Trustee shall process such request only after the
identity of the participant is verified by use of a personal
identification number ("PIN") and social security number.
The Trustee shall process such withdrawal in accordance with
written guidelines provided by the Sponsor and documented in
the Plan Administrative Manual.
(2) Amending Section 5 by restated subsection (f) as follows:
(f) Participant Loans. The Administrator shall act as the
Trustee's agent for participant loan notes and as such
shall (i) separately account for repayments of such loans
and clearly identify such assets as Plan assets and (ii)
collect and remit all principal and
2
interest payments to the Trustee. To originate a participant loan,
the Plan participant shall direct the Trustee as to the term and
amount of the loan to be made from the participant's individual
account. Such directions shall be made by Plan participants by use of
the telephone exchange system maintained for such purpose by the
Trustee or its agent. The Trustee shall determine based on the
current value of the participant's account on the date of the request
and any guidelines provided by the Sponsor, the amount available for
the loan. Based on the interest rate supplied by the Sponsor in
accordance with the terms of the Plan, the Trustee shall advise the
participant of such interest rate, as well as the installment payment
amounts. The Trustee shall distribute the Participant loan agreement
and truth-in-lending disclosure with the proceeds check to the
participant. To facilitate recordkeeping, the Trustee may destroy the
original of any promissory note made in connection with a loan to a
participant under the Plan, provided that the Trustee first creates a
duplicate by a photographic or optical scanning or other process
yielding a reasonable facsimile of the promissory note and the Plan
participant's signature thereon, which duplicate may be reduced or
enlarged in size from the actual size of the original promissory note.
(3) Amending Section 6(e) Returns, Reports and Information by replacing the last
sentence with the following:
The Sponsor shall also be responsible for making any disclosures to
Participants required by law, except such disclosure as may be required under
federal or state truth-in-lending laws with regard to Participant loans, which
shall be provided by the Trustee.
(4) Amending the "investment options" section of Schedule "A" and "C" to add the
following:
- Fidelity Freedom Income Fund
- Fidelity Freedom 2000 Fund
- Fidelity Freedom 2010 Fund
- Fidelity Freedom 2020 Fund
- Fidelty Freedom 2030 Fund
- Fidelity Low-Priced Stock Fund
- Fidelity Growth Company Fund
- Fidelity Value Fund
- MAS Value Portfolio
- MAS Mid Cap Growth Portfolio
- Neuberger & Berman Genesis Trust
3
- Neuberger & Berman Partners Trust
- Janus Worldwide Fund
- Janus Flexible Income Fund
(5) Amending Schedule "A" by restating the bullet point regarding Participants
initiating in-service withdrawals as follows:
- Process in-service withdrawal via telephone due to certain
circumstances previously approved by the sponsor
(6) Amending Schedule "B" by restating the "Annual Participant Fee,"
"Non-Fidelity Mutual Funds," and "Note" sections as follows
Annual Participant Fee $4.00 per Participant*, billed and
payable quarterly by the Sponsor.
Non-Fidelity Mutual Funds .25% annual administration fee on all
Non-Fidelity Mutual Fund assets (to be
paid by the Non-Fidelity Mutual Fund
vendor.)
Note: These fees have been negotiated and accepted based on the following Plan
characteristics" 3 plans in the relationship, total current plan assets of
$685 million, current participation of 8,453 participants, current stock assets
of $159.4 million, total Fidelity managed Mutual Fund assets of $450 million,
total Fidelity non-actively managed Mutual Fund assets of $75.6 million and
projected net cash flows of $33 million per year. Fees will be subject to
revision if these Plan characteristics change significantly by either falling
below or exceeding current or projected levels.
(7) Adding a Schedule "I" Operational Guidelines for Non-Fidelity Mutual Funds
as attached.
IN WITNESS WHEREOF, the Trustee and the Sponsor have caused this Fifth
Amendment to be executed by their duly authorized officers effective as of the
day and year first above written.
THE DETROIT EDISON COMPANY FIDELITY MANAGEMENT TRUST
COMPANY
By____________________________ By____________________________
Date Vice President Date