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EXHIBIT 10.M
INLAND STEEL INDUSTRIES, INC.
TERMINATED RETIREMENT PLAN
FOR NON-EMPLOYEE DIRECTORS
TERMINATED AS OF JANUARY 1, 1996
1. PURPOSE.
The purpose of the Director Retirement Plan (the "Plan") of Inland
Steel Industries, Inc. (the "Company") is to provide retirement income to
members of the Board of Directors of the Company who serve as non-employee
Directors for a specified number of years.
2. ELIGIBILITY.
Each present and future member of the Board of Directors of the
Company (other than any Director who was previously an officer or other
employee of the Company or any subsidiary of the Company and who is receiving
or has received or is eligible to receive any benefit or benefits under any
pension plan of the Company or any of its subsidiaries) who (a) completes at
least ten years of continuous service as a non-employee Director or (b)
completes at least five years of continuous service as a non-employee Director
and remains on the Board of Directors until age 70 shall be eligible to
participate in the Plan.
3. BENEFITS.
Benefits shall be paid to an eligible Director in quarterly
installments equal to one-fourth of the annual retainer for services as a
member of the Board of Directors in effect at the time of the last Board
meeting attended by such Director. The payment of benefits shall begin in the
calendar quarter following the date on which an eligible Director ceases to be
a member of the Board of Directors, provided, however, that if such Director
has not then attained the age of 65, the payment of benefits shall begin in the
calendar quarter following the attainment of age 65 by such Director. The
payment of benefits shall continue for the number of full years of non-employee
service by such eligible Director up to a maximum of ten years. Except as
otherwise provided in paragraph 4 hereof, such payments shall terminate on the
death of such Director.
4. SURVIVOR BENEFIT.
In the event of the death of a former Director who is receiving
benefits under the Plan or who would be entitled to receive benefits upon his
or her attainment of age 65 or in the event of the death of any Director who
would be entitled to receive benefits thereunder if he or she had ceased to be
a Director on or prior to the date of his or her death, any benefits that would
otherwise have been payable thereafter to such Director shall be paid to such
legal or natural person as is designated by the Director as his or her
beneficiary in a writing filed prior to the Director's death with the Secretary
of the Company. If a Director fails to so designate a beneficiary, the
Director's surviving spouse,
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if any, will be deemed to have been designated as the beneficiary. Any
beneficiary designation filed with the Secretary of the Company may provide
that, in lieu of the payments to which the beneficiary would otherwise be
entitled, the beneficiary shall be paid a lump sum amount which is equal to the
present value of such payments. In the event that any retirement benefits
otherwise payable to a Director are not paid prior to the last to die of the
Director and the Director's beneficiary, the present value of the remaining
payments shall be paid in a lump sum to the estate of the Director or the
Director's beneficiary, whichever is the last to die. For purposes of the
Plan, present value shall be determined by using a discount factor equal to the
interest rate applied by the Pension Benefit Guaranty Corporation for purposes
of valuing immediate annuities on the date of death of the Director or
beneficiary, as the case may be.
5. BENEFITS NOT TRANSFERABLE.
The interest of a Director or surviving spouse in benefits under the
Plan is personal to such Director or surviving spouse and may not be assigned
or otherwise transferred by him or her. Any payment to which a Director or
surviving spouse may be entitled under the Plan shall be free from the control
or interference of any creditor of such Director or surviving spouse and shall
not be subject to attachment or susceptible of anticipation or alienation.
6. FUNDING NOT REQUIRED.
The Company shall not be required to establish any fund or segregate
or set aside any moneys for the payment of benefits under the Plan.
7. PAST SERVICE.
Past service as a Director of the Company on the effective date of
the Plan and past service as a Director of Inland Steel Company prior to May 1,
1986 shall be considered service for purposes of the Plan.
8. EFFECTIVE DATE.
The effective date of the Plan is May 1, 1988.
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Appendix A to
Inland Steel Industries, Inc. Terminated Retirement Plan
for Non-Employee Directors
RESOLVED, that the Inland Steel Industries, Inc. Director Retirement Plan,
as amended and restated through and including January 26, 1994, is hereby
renamed to be the "Inland Steel Industries, Inc. Terminated Retirement Plan for
Non-Employee Directors" (the "Plan") and that the Plan is hereby terminated as
of January 1, 1996; PROVIDED, HOWEVER, that to fulfill outstanding contractual
obligations incurred by the Corporation under the Plan and to address certain
Plan termination issues:
(1) the benefits for which any Director was eligible under the Plan
immediately prior to the termination thereof and the benefits to
which any person was entitled under the Plan immediately prior to the
termination thereof or would become entitled under the Plan due to a
Director then being eligible to participate in the Plan shall not be
adversely affected by such termination; and
(2) every Director elected to the Board of Directors on or before October
1, 1995 who was not eligible to participate in the Plan before
January 1, 1996 pursuant to the requirements of Paragraph 2 of the
Plan and who thereafter satisfies either of the eligibility
requirements set forth in said Paragraph 2, shall then become
entitled to receive benefits in accordance with the same terms and
conditions as provided in the Plan, EXCEPT THAT, the number of
quarterly installments of benefit payments under the Plan shall
continue only for the number of calendar quarters, up to a maximum of
twenty (20) calendar quarters, during which such Director has
provided service as a non-employee Director prior to May 22, 1996.