exv4w12



 






EXHIBIT 4.12




Eleventh Amendment to

Alion Science and Technology Corporation

Employee Ownership, Savings and Investment Plan




     WHEREAS, Alion Science and Technology Corporation maintains an Employee Ownership, Savings and
Investment Plan (the “Plan”) for the benefit of its Employees and Employees of other Adopting
Employers, which Plan was last amended and restated as of December 19, 2001; and



     WHEREAS, under Plan Section 15.1, the Company has reserved the right to amend the Plan at any
time, in whole or in part by action of its Board of Directors; and



     WHEREAS, the Board of Directors pursuant to Plan Section 15.1 has delegated its authority to
amend the Plan to the undersigned officer to amend the Plan to allow a qualified individual to
elect to withdraw all or a portion of his or her account balance under the Plan to pay for certain
expenses resulting from Hurricane Katrina pursuant to the Katrina Emergency Tax Relief Act of 2005
and applicable guidance issued by the Internal Revenue Service.



     NOW THEREFORE, the Plan is hereby amended, effective as of December 9, 2005, by adding the
following new Section 8.4:




     “Section 8.4 Hurricane Katrina Distribution.




     (a) The following defined terms shall apply for purposes of this Section 8.4 —




     (i) “Eligible Contributions” means ESOP and Non-ESOP Elective
Deferral Accounts (excluding earnings credited after December 31,
1988), ESOP and Non-ESOP Rollover Accounts, ESOP and Non-ESOP HFA
Pre-Tax Deferral Accounts (excluding earnings credited after
December 31, 1988), ESOP and Non-ESOP HFA Rollover Accounts, ESOP
and Non-ESOP ITSC Pre-Tax Deferral Accounts (excluding earnings
credited after December 31, 1988), ESOP and Non-ESOP ITSC Rollover
Accounts, Non-ESOP JJMA Pretax Account (excluding earnings credited
after December 31, 1988), Non-ESOP JJMA Rollover Account, Non-ESOP
JJMA Matching Contribution Account, Non-ESOP JJMA Transfer Account,
Non-ESOP JJMA Base Match Account, and Non-ESOP JJMA Discretionary
Match Account.




     (ii) “Hurricane Katrina Distribution” means a distribution to a
Qualified Individual pursuant to this Section 8.4. A Hurricane
Katrina Distribution must be made on or after August 25, 2005 and
before January 1, 2007. After December 31, 2006, Hurricane Katrina
Distributions will no longer be available under the Plan.



 









 






     (iii) “Qualified Individual” means a Participant or Beneficiary
(A) whose principal place of abode on August 28, 2005 was located in
Louisiana, Mississippi, Alabama or Florida, and (B) who sustained an
economic loss by reason of Hurricane Katrina. For this purpose, an
individual’s principal place of abode is where the individual lives
unless temporarily absent due to special circumstances. A temporary
absence from the household due to special circumstances, such as
illness, education, business, vacation, or military service, will
not change an individual’s principal place of abode. If an
individual’s principal place of abode was in Louisiana, Mississippi,
Alabama or Florida immediately before August 28, 2005, and the
individual evacuated because of Hurricane Katrina, the individual’s
principal place of abode will be considered to be in Louisiana,
Mississippi, Alabama or Florida on August 28, 2005. The Committee
shall rely on an individual’s certification that he or she is a
Qualified Individual unless the Committee has actual knowledge to
the contrary.




     (b) A Qualified Individual may request a Hurricane Katrina Distribution of all
or a portion of his or her Eligible Contributions; provided, however, in no event
shall the total of all such distributions to a Qualifying Individual exceed
$100,000. The Committee may establish such rules, impose such requirements and
require the completion of such forms and documents (in electronic or paper formats),
in its sole discretion, and applied in a nondiscriminatory and objective basis, in
order to administer this Section 8.4.




     (c) If a Participant who is a Qualifying Individual receives a Hurricane
Katrina Distribution pursuant to this Section 8.4, he or she may re-contribute such
distribution to the Plan provided such amount is re-contributed within three years
of the date the Hurricane Katrina Distribution is made. Any amount re-contributed
pursuant to this paragraph shall be credited to such Participant’s ESOP and Non-ESOP
Rollover Contributions Account in accordance with the source (ESOP or Non-ESOP) of
the original Hurricane Katrina Distribution. ”



     IN WITNESS WHEREOF, Alion Science and Technology Corporation has caused this Eleventh
Amendment to the Plan to be executed on its behalf by the Chief Executive Officer as of the
9th day of December, 2005.



Alion Science and Technology Corporation




By: /s/ Bahman Atefi

       Its: Chief Executive Officer