EX-10.10



 






Exhibit
10(10)


ACTION TO AMEND

THE AMERADA HESS CORPORATION

PENSION RESTORATION PLAN




     WHEREAS, under section 4.2. A of the Amerada Hess Corporation Pension Restoration Plan (the
“Plan”), the amount of benefit payable to a Member under the Plan is determined by calculating the
monthly benefit which would be payable under the terms of the Hess Corporation Employees’ Pension
Plan (the “Pension Plan”), the qualified plan to which it is linked, subject to further adjustment
as provided in such section 4.2.A, including but not limited to a modification of the definition of
“Compensation” as defined in the Pension Plan as described in Section 4.2.A(i)(d), and offset by
the monthly benefit actually payable on behalf of the member under the Pension Plan and certain
other plans; and



     WHEREAS, it is the desire of the Hess Corporation (the “Company”) to amend the Plan to
modify the definition of compensation for purposes of determining the benefit under the Plan and
to change the name of the Plan; and



     WHEREAS, under section 6.5.A(ii) of the Plan, the Senior Vice President Human Resources (“SVP
HR”) of the Company is authorized to make changes to the Plan that are reasonably expected, when
aggregated with any other amendments to the Plan on the same date to have a financial impact on the
Company of $500,000 or less, and the proposed amendments have been determined to have a financial
impact on the Company of $500,000 or less by the Company’s Employee Benefit Plans Committee;



     NOW THEREFORE, the Company hereby adopts the following amendments to the Plan:



I.




     Effective October 1, 2006, the name of the Plan shall be the Hess Corporation Pension
Restoration Plan.



II.




     Section 4.2.A(i)(d) of the Plan shall be amended effective January 1, 2006, by adding
the following to the end thereof:




notwithstanding any other provision of this Plan or the Pension Plan, for
purposes of determining the monthly benefit payable to a Member under the terms
of the Pension Plan under this 4.2.A.(i), “Final Average Compensation” were
determined as follows:




“Final Average Compensation”, as of any particular date, shall mean the sum of:




(1) the Member’s average annual Compensation, excluding annual Bonuses described in
Section 1.16.A.2 of the Pension Plan, in any 3 calendar years during the 10 calendar
years including and immediately preceding said particular date



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which produces his or her highest average Compensation excluding annual Bonuses
described in Section 1.16. A.2 of the Pension Plan, and




(2), the Member’s average annual Bonuses described in Section 1.16. A.2 of the Pension
Plan in any 3 calendar years during the 10 calendar years including and immediately
preceding said particular date which produces his or her highest amount of average
annual Bonuses described in Section 1.16. A.2 of the Pension Plan; and


IN WITNESS WHEREOF, the undersigned Senior Vice President Human Resources of Hess Corporation has
executed this amendment this 31 day of December, 2006.




Hess Corporation





	 	 	 
	By:  /s/
Brian J. Bohling
	 	 
	 

Brian J. Bohling, Senior Vice President Human Resources

	 	 







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