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EXHIBIT 4(m)
PENNZOIL COMPANY
SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
(As Established Effective January 1, 1989)
Second Amendment
Pennzoil Company, a Delaware corporation (the "Company"),
having established the Pennzoil Company Savings and Investment Plan for Hourly
Employees, effective January 1, 1989 and as thereafter amended (the "Plan"),
and having reserved the right under Section 10.4 thereof to amend the Plan,
does hereby amend the Plan, effective as of April 1, 1994, as follows:
1. The first sentence of Section 4.1 of the Plan is
hereby deleted and replaced with the following:
"Except as provided below, each eligible Employee, who elects
to make Pre-Tax Contributions for a Plan Year shall initially elect to
defer a portion of his Compensation in whole percentages of not less
than one percent (1%) and not more than twelve percent (12%), subject
to the limitations set forth in the following schedule:
Maximum Pre-Tax
Years of and After-Tax
Participation Contribution Rate
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Less than 5 years 9%
5 - 10 years 10%
More than 10 years 12%
Each eligible Employee, represented by either Local #175
International Brotherhood of Teamsters, Chauffeurs, Warehousemen and
Helpers of America or Local #699 United Electrical, Radio and Machine
Workers of America who elects to make Pre-Tax Contributions for a Plan
Year shall initially elect to defer a portion of his Compensation in
whole percentages of not less than one percent (1%) and not more than
six percent (6%), subject to the limitations set forth in the
following schedule:
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Minimum Pre-Tax and
Years of After-Tax
Participation Contribution Rate
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Less than 5 years 3%
5 - 10 years 4%
More than 10 years 6%"
2. The first sentence of Section 4.2 of the Plan is
hereby deleted and replaced with the following:
"Except as provided below, each eligible Employee, regardless
of whether he has elected to defer any percentage of his salary in the
form of Pre-Tax Contributions to the Plan, may elect to make After-Tax
Contributions of not less than one percent (1%) and not more than
twelve percent (12%) of his Compensation; provided, however, that the
aggregate of a Member's Pre-Tax Contributions and After-Tax
Contributions shall be limited to the maximum rate based on Years of
Participation as set forth in Section 4.1 and shall not total, in any
event, more than twelve percent (12%) of the Member's Compensation.
Each eligible Employee represented by either Local #175,
International Brotherhood of Teamsters, Chauffeurs, Warehousemen and
Helpers of America or Local #699 United Electrical Radio and Machine
Workers of America, regardless of whether he has elected to defer any
percentage of his salary in the form of Pre-Tax Contributions to the
Plan, may elect to make After-Tax Contributions of not less than one
percent (1%) and not more than six percent (6%) of his compensation
provided, however, that the aggregate of a Member's Pre-Tax
Contributions and After-Tax Contributions shall be limited to the
maximum rate based on Years of Participation as set forth in Section
4.1 and shall not total, in any event, more than six percent (6%) of
the Member's Compensation."
3. The first sentence of Section 4.3 of the Plan is
hereby amended to read as follows:
"For each Plan Year, the Company shall make a Matching
Contribution to the Trust Fund on behalf of the Eligible Members in an
amount equal to the applicable percentage (as set forth below) of the
first 3%, 4% or 6% as applicable of the Pre-Tax Contributions and
After-Tax Contributions elected or contributed by the Eligible Members
during such Plan Year and not withdrawn under Article VI during such
Plan Year:
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Total Percentage of
Applicable Percentage Member Contributions
Years of Employer Matching Eligible for Employer
Participation Contribution Matching Contribution
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Less than 5 years 50% 3%
5 - 10 years 75% 4%
More than 10 years 100% 6%"
IN WITNESS WHEREOF, Pennzoil Company has caused these presents
to be executed by its duly authorized officers in a number of copies, all of
which shall constitute one and the same instrument, which may be sufficiently
evidenced by any executed copy thereof, this 20th day of May, 1994, but
effective as of April 1, 1994.
PENNZOIL COMPANY
By: HARRY C. MITCHELL
ATTEST:
LINDA F. CONDIT
Secretary
(SEAL)
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