EXHIBIT 10.10
AMENDMENT NO. 1
TO THE
PIONEER NATURAL RESOURCES USA, INC.
401(k) AND MATCHING PLAN
(Amended and Restated Effective as of January 1, 2002)
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Pursuant to the provisions of Section 8.1 thereof, the Pioneer Natural
Resources USA, Inc. 401(k) and Matching Plan (Amended and Restated Effective as
of January 1, 2002) (the "Plan") is hereby amended in the following respects
only:
FIRST: Effective January 1, 2002, the first two sentences of Section 4.2 of
the Plan are hereby amended by restatement as three sentences which shall read
as follows:
For investment purposes the Trust shall be divided into the Pioneer
Stock Investment Fund, which shall be a common fund invested in Pioneer
Stock, and such number and kind of other separate and distinct
Investment Funds as the Committee shall determine in its absolute
discretion. The Trust assets allocated to a particular Investment Fund
other than the Pioneer Stock Investment Fund shall be invested by the
Trustee and/or one or more investment managers duly appointed in
accordance with the provisions of the Trust, as the case may be, in
such type of property, whether real, personal or mixed, as the Trustee
is directed to acquire and hold for such Investment Fund. Dividends and
other amounts received with respect to Pioneer Stock held in the
Pioneer Stock Investment Fund shall be invested in Pioneer Stock.
SECOND: Effective January 1, 2002, the third sentence of Section 4.3 of the
Plan is hereby deleted in its entirety.
THIRD: Effective January 1, 2002, Section 6.1(c) of the Plan is hereby
amended by restatement in its entirety to read as follows:
(c) Subject to the provisions of this Article requiring that
distributions and withdrawals be made in the form of an annuity
contract, distributions and withdrawals shall be made in cash, except
that amounts credited to an Account that are invested in the Pioneer
Stock Investment Fund may, at the election of the Participant, be
distributed in the form of Pioneer Stock with cash in lieu of
fractional shares.
FOURTH: Effective October 1, 2002, Section 6.6(a) of the Plan is hereby
amended by restatement in its entirety to read as follows:
(a) A Participant in the employ of an Employer may make --
(i) a withdrawal of all or a portion (in multiples of
10% or in whole dollar amounts) of the total amount
credited to his or her After-Tax Account, Mesa
After-Tax Account or Rollover Account;
(ii) if the Participant has attained the age of 59 1/2,
a withdrawal of all or a portion (in multiples of
10% or in whole dollar amounts) of the total vested
amount credited to his or her Accounts (other than
his or her Matching Plan Account and Mesa Premium
Account); or
(iii) a hardship withdrawal of such amount as the
Committee shall determine to be necessary to
satisfy an immediate and heavy financial need of
such Participant from his or her Pre-Tax Account
and Prior Plan Pre-Tax Account, other than earnings
credited to either such Account for any period of
time after December 31, 1988, and qualified
nonelective contributions allocated to either such
Account;
provided, however, that (i) no withdrawal may be made unless notice
of such withdrawal is delivered to or in the manner prescribed by
the Committee by the withdrawing Participant within such period of
time prior to the effective date thereof as the Committee may
prescribe in its discretion, (ii) no withdrawal may be made by a
Participant to whom a loan from the Trust is then outstanding
unless the Committee is satisfied that such loan will remain
nontaxable and fully secured by the withdrawing Participant's
Vested Interest following such withdrawal, and (iii) withdrawals
from the Prior Plan Pre-Tax Account and Prior Plan Employer Account
may be made only pursuant to the notice and consent requirements of
Section 6.2(b). The Committee shall direct the Trustee to
distribute any withdrawn amount to such Participant as soon as
practicable following the effective date of the withdrawal. Any
withdrawal from an Account pursuant to this Section shall be taken
proportionally from each Investment Fund in which such Account is
invested; provided, however, that a Participant may elect in the
manner prescribed by the Committee to have his or her withdrawal
taken from the portion of such Account that is invested in one or
more Investment Fund(s). The Committee may prescribe uniform and
nondiscriminatory rules and procedures limiting the number of times
that a Participant may make withdrawals during a Plan Year and the
minimum amount that a Participant may withdraw on any single
occasion.
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IN WITNESS WHEREOF, this Amendment has been executed as of this 10th day of
January, 2003.
PIONEER NATURAL RESOURCES USA INC.
By /s/ Larry Paulsen
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Larry Paulsen, Vice President
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