AMENDMENT NO





Exhibit (10)(k)(6)


 


AMENDMENT NO. 6


TO


ALLTEL CORPORATION PENSION PLAN


(January 1, 2001 Restatement)


 


WHEREAS,
ALLTEL Corporation (the “Company”) maintains the ALLTEL Corporation Pension
Plan, as amended and restated effective as of January 1, 2001, and as
subsequently amended, (the “Plan”); and


 


WHEREAS,
the Company desires further to amend the Plan;


 


NOW
THEREFORE, BE IT RESOLVED, that the Company hereby amends the Plan, effective
as set forth herein, in the respects hereinafter set forth:


 


1.  Effective beginning
as of December 31, 2003, a new subparagraph (J) is added to the end of
paragraph (2) of subsection (d) of Section 1.01 of the Plan to provide as
follows:


 


(J)            For purposes of applying Appendix OO to Section 13.38 to a
Participant who is an Employee described in Section 9.1 of Appendix OO to
Section 13.38 who has had a Change in Employment Status from Appendix OO
to Section 13.38 to non-Appendix OO to Section 13.38, the benefit under
Appendix OO to Section 13.38 shall be determined in accordance with the
provisions of Appendix OO to Section 13.38 as in effect on the date of the
Change in Employment Status, but (i) only with respect to Accredited Service
for employment before January 1, 2004 (except for the eligibility purposes as
provided in Article IX of Appendix OO to Section 13.38), and (ii) only with
respect to the accrued benefit accrued before January 1, 2004, except that the
provisions of subsection (b) of Section 9.2 of Appendix OO to Section 13.38
shall be taken into account, if applicable, and except that the offset for
“Other Pension Plan” benefits in subsection (d) of Section 5.1 of Appendix OO
to Section 13.38, if applicable, shall be based on the “Other Pension Plan”
benefits earned before January 1, 2004.


 


2.  Effective
beginning as of December 31, 2003, a new Article IX is added to the end of
Appendix OO to Section 13.38 of the Plan to provide as follows:


 


ARTICLE IX         CESSATION OF ACCRUALS FOR CERTAIN FORMER
BARGAINING EMPLOYEES


 


9.1           Application           The provisions of this Article IX are
effective beginning as of December 31, 2003, and shall apply to an individual
who prior to December 31, 2003 was an Employee covered by a collective
bargaining agreement providing for coverage under this Appendix OO and who on
December 31, 2003 is not an Employee covered by a collective bargaining
agreement providing for coverage under this Appendix OO.


 


9.2           Cessation of Benefit Accruals


 


(a)           For periods after December 31, 2003,
there shall be no benefit accruals under this Appendix OO (including, but not
limited to, Schedule I to


 

















 


Appendix OO) with respect to an Employee
described in Section 9.1, including, but not limited to, any crediting of
Accredited Service under this Appendix OO (including, but not limited to, “GTE
Service” under Schedule I to Appendix OO) with respect to an Employee described
in Section 9.1.


 


(b)           Notwithstanding the provisions of
paragraph (a) of this Section 9.2:


 


(i)            The Average Annual Compensation of an
Employee who is both described in Section 9.1 and is an Employee on December 31,
2003 shall take into account amounts earned after December 31, 2003 and prior
to January 1, 2006 that would be included in the Employee’s Average Annual
Compensation, if any, but for the provisions of this Article IX or subparagraph
(J) of paragraph (2) of subsection (d) of Section 1.01 of the Plan.  The “GTE Compensation” (as defined in
Paragraph 1(g) of Schedule I to this Appendix OO) (if applicable) of an
Employee who is both described in Section 9.1 and is an Employee on December
31, 2003 shall take into account amounts earned after December 31, 2003 and
prior to January 1, 2006 that would be included in the Employee’s GTE
Compensation, if any, but for the provisions of this Article IX or subparagraph
(J) of paragraph (2) of subsection (d) of Section 1.01 of the Plan.  For an Employee who is described in Section
9.1 and to whom subsection (a) of Section 7.7 of this Appendix OO applies,
subsection (a) of Section 7.7 of this Appendix OO shall be applied by taking into
account amounts earned after December 31, 2003 in determining the Employee’s
“total Monthly Compensation” (as defined in and used for purposes of Article
XXII of the Former Plan).


 


(ii)           An Employee described in Section 9.1
shall be credited with Accredited Service under this Appendix OO for periods
after December 31, 2003, solely for eligibility purposes under Sections 4.3,
4.4, and 4.5, and if applicable, eligibility purposes under subsection (b) of
Section 5.1.


 


(iii)          For an Employee described in Section 9.1
who is eligible for a Service Pension under Section 5.1 and begins receiving
his Service Pension as of any date on or after his Normal Retirement Date, the
following shall apply:  The amount
determined under subsection (a) of Section 5.1 shall not be less than the
amount the Employee would receive if the Employee’s benefit were determined
under Section 5.3 with respect to the Employee’s Accredited Service for
employment prior to January 1, 2004.


 


(iv)          For an Employee described in Section 9.1
who is eligible for a Service Pension under Section 5.1 and who begins
receiving his Service Pension as of any date that precedes his Normal
Retirement Date, the following shall apply: 
The amount determined under subsection (a) of Section 5.1 shall not be
less than the amount the Employee would receive if the Employee’s benefit
commencing at or after his Normal Retirement Date were determined under Section
5.3 with respect to the Employee’s Accredited Service for employment prior to
January 1, 2004.  If the Employee has an
accrued benefit under this Appendix OO (with the provisions of subparagraph (i)
of this subsection (b) of Section 9.2 taken into account, if applicable) that
is equal to or greater than the applicable amount determined under subsection
(c) of Section 5.1 with respect to the Employee’s Accredited Service for
employment prior to January 1, 2004, the amount determined


 


2

















 


under subsection (b) of Section 5.1 shall
not be less than the applicable amount determined under subsection (c) of Section
5.1 with respect to the Employee’s Accredited Service for employment prior to
January 1, 2004.


 


(v)           An Employee described in Section 9.1 who
becomes covered by a KY collective bargaining agreement shall accrue benefits
under this Appendix OO in the manner and to the extent, if any, provided for an
Employee covered by a KY collective bargaining agreement.


 


(vi)          For purposes of this paragraph (b), the
terms “ALLTEL collective bargaining agreement,” “ALIANT collective bargaining
agreement,” and “KY collective bargaining agreement” (and variations of such
terms) shall have the meanings given those terms in paragraph (1) of subsection
(d) of Section 1.01 of the Plan.


 


9.3.          Overriding Provisions 
The provisions of this Article IX shall apply notwithstanding any other
provision of the Plan to the contrary.


 


IN WITNESS WHEREOF, the
Company, by its duly authorized officer, has caused this Amendment No. 6 to
ALLTEL Corporation Pension Plan (January 1, 2001 Restatement) to be executed on
this 20th day of November, 2003.


 


	
   

  	
  ALLTEL CORPORATION

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Scott T. Ford

  
	
   

  	
   

  	
  Title:

  	
  President & CEO