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                                                                  EXHIBIT 10.34

                               AMENDMENT NO. 9 TO
                           THE GENUINE PARTS COMPANY
                                  PENSION PLAN

         This Amendment to the Genuine Parts Company Pension Plan is adopted by
Genuine Parts Company (the "Company") through action of the Pension Committee,
effective as of the date set forth herein.

                                  WITNESSETH:

         WHEREAS, the Company maintains the Genuine Parts Company Pension Plan
(the "Plan"), as amended and restated effective January 1, 1989, and such Plan
is currently in effect; and

         WHEREAS, under Section 8.06(c), the Pension Committee has the
authority to amend the Plan to comply with changes in law and to make other
amendments that do not materially increase the costs associated with the Plan;
and

         WHEREAS, the Company wishes to amend the Plan in certain respects;

         NOW, THEREFORE, BE IT RESOLVED that the Plan is hereby amended as
follows:

                                       1.

         Section 2.03(d) is hereby added, as follows:

         "(d)     Attained Age. For purposes of determining actuarial
         equivalence, age shall be determined using attained age, not the
         nearest age or age in years and months."

                                       2.

         Section 2.03(c)(2) is deleted in its entirety, and a new Section
2.03(c)(2) is substituted in lieu thereof, as follows:

"(2)     Applicable Interest Rate.

         (i)      For lump sum distributions made on or after January 1, 2000,
                  the term "Applicable Interest Rate" means the annual rate of
                  interest on the 30-year Treasury securities for the month of
                  October that precedes the beginning of the Plan Year in which
                  such distribution occurs. (Note that the October rates are
                  published in November.)


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         (ii)     Special Rule for Annuity Starting Dates During Calendar Year
                  2000. For any Participant whose Annuity Starting Date occurs
                  on or after January 1, 2000 but prior to January 1, 2001, the
                  term "Applicable Interest Rate" will be either (a) or (b)
                  which follow, whichever results in the larger distribution:
                  (a) the rate in 2.03(c)(2)(i) above; or (b) the annual rate
                  of interest on the 30-year Treasury securities for the month
                  of December that precedes the beginning of the Plan Year in
                  which such distribution occurs. (Note that the December rates
                  are published in January.)"

                                       3.

         Section 2.10 is hereby deleted in its entirety and a new Section 2.10
is substituted in lieu thereof, as follows:

         "2.10 Average Earnings shall mean the average of the Participant's
         monthly Earnings for the highest five (5) calendar years of Employment
         out of the last complete ten (10) calendar years of Employment (or
         during total Employment if less) immediately preceding the
         Participant's Termination of Employment. Average Earnings shall be
         determined by dividing the total Earnings received by the Participant
         during the appropriate five (5) year calendar year period by the
         number of months for which he received Earnings in such period. If the
         Participant's Earnings in the calendar year in which the Participant
         terminates Employment will increase the Participant's Average
         Earnings, such Earnings shall be counted as part of the Participant's
         ten (10) complete calendar years of Employment. Although a partial
         calendar year of Earnings may be used as described in the proceeding
         sentence, if a Participant has more than 60 months of participation in
         the Plan, Average Earnings shall be computed by dividing by 60
         months."

                                       4.

         A new section 2.18(i) is hereby added, as follows:

         "(i)     An Employee who has a Permanent Disability before January 1,
                  2000 will continue to earn Credited Service following such
                  Permanent Disability until the earlier of (1) the date his
                  Permanent Disability ends; or (2) the date he attains Normal
                  Retirement Age. An Employee who becomes Permanently Disabled
                  on or after January 1, 2000 will continue to earn Credited
                  Service following such Permanent Disability until the earlier
                  of (1) the date his Permanent Disability ends; or (2) the
                  last day of the month following the second anniversary of the
                  date his Permanent Disability began."


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                                       5.

         Section 2.21 is hereby deleted in its entirety and a new Section 2.21
is substituted in lieu thereof, as follows:

"2.21    Earnings shall be determined in accordance with the following rules:

         (a)      Except as provided below, Earnings means the Participant's
                  total compensation including wages, salaries, certain welfare
                  benefits (vacation, bereavement, short term disability, and
                  workers compensation make up), back pay awarded pursuant to
                  an EEOC dispute (but not other types of EEOC disputes), and
                  other amounts received for personal services actually
                  rendered in the course of Employment (including commissions,
                  overtime and bonuses). However, Earnings shall NOT include
                  reimbursements or other expense allowances, fringe benefits
                  (cash and non cash), moving expenses, awards, prizes,
                  referral bonuses, deferred compensation (including any
                  amounts deferred or paid under the Tax Deferred Savings Plan)
                  and all welfare benefits other than those listed in the
                  previous sentence. Earnings SHALL include any compensation
                  which is not includible in the Participant's gross income by
                  reason of Code Section 402(a)(8) (Employee pre-tax
                  contributions to the Genuine Partnership Plan), Code Section
                  125 (Employee salary deferrals under the Genuine Parts
                  Company Section 125 Plan), and Code Sections 402(h), 457(b)
                  and 414(h)(2) (none of which currently apply to the
                  Company)."

                                       6.

         Section 2.49 is hereby deleted in its entirety and a new Section 2.49
is substituted in lieu thereof, as follows:

"2.49    Termination Date shall mean the first to occur of the following events:

         (a)      Voluntary resignation from service of the Employer; or

         (b)      Discharge from the service of the Employer by the Employer;
                  or

         (c)      Retirement; or

         (d)      Death; or

         (e)      Two weeks after an unpaid absence from work due to a personal
                  leave of absence (not including FMLA); or

         (f)      Twelve weeks after an absence from work due to an FMLA leave;
                  or

         (g)      One year after an absence from work due to workers
                  compensation injury/accident; or


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         (h)      Two years after an absence from work due to a Permanent
                  Disability; or

         (i)      The first anniversary of the date the Employee ceases
                  Employment for any reason not described above (e.g.,
                  vacation, holiday, sickness, disability (but not Permanent
                  Disability), or layoff)."

                                       7.

         A new Section 6.08 is hereby added, as follows:

"6.08    Distributions Pursuant to Qualified Domestic Relations Orders.
         Notwithstanding anything to the contrary in this Plan, a "qualified
         domestic relations order", as defined in Code Section 414(p), may
         provide that any amount to be distributed to an alternate payee may be
         distributed immediately in a single lump sum or single life annuity
         even though the Participant is not yet entitled to a distribution
         under the Plan. The intent of this Section is to provide for the
         distribution of benefits to an alternate payee as permitted by
         Treasury Regulation 1.401(a)-13(g)(3)."

                                       8.

         Amendment Number Five to the Plan, at Paragraph 10, amended Section
13.02 of the Plan. Such amendment was to be effective January 1, 2000. This
Amendment Number Nine, however, hereby repeals Paragraph 10 of Amendment Number
Five, thus reinstating the old Section 13.02. Amendment Number Nine also hereby
adds the following new paragraph to the end of Section 13.02 (as it existed
prior to Amendment Number Five). Pursuant to these changes, Section 13.02 of
the Plan shall hereby read as follows:

"13.02   Combined Plan Limitations.

         If the Employer maintains, or at any time maintained, one or more
         qualified defined contribution plans covering any Participant in this
         Plan, the sum of the Participant's defined contribution fraction and
         defined benefit fraction shall not exceed 1.0 in any limitation year,
         and the annual benefit otherwise payable to the Participant under this
         Plan shall be frozen or reduced to the extent necessary so that the
         sum of such fractions shall not exceed 1.0.

         Effective as of the first day of the first limitation year beginning
         on or after January 1, 2000 (the "Operative Date"), and
         notwithstanding any other provision of the Plan, the Accrued Benefit
         for any Participant shall be determined by applying the terms of the
         Plan implementing the limitations of Section 415 as if the limitations
         of Section 415 continued to include the limitations of Section 415(e)
         as in effect on the day immediately prior to the Operative Date. For
         this purpose, the defined contribution fraction is set equal to the
         defined contribution fraction as of the day immediately prior to the
         Operative Date."


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                                       9.

         Schedule B shall be amended in three (3) different ways, listed below
as a, b, and c, as follows:

a.       The following paragraph entitled "Overview" shall be added prior to
         Section I and just beneath the heading "CREDIT FOR SERVICE WITH
         PREDECESSOR EMPLOYERS":

         "Overview

         Prior to January 1, 2000, the Company maintained Sections I, II and
         III of this Schedule B. Effective January 1, 2000, however, no
         additional changes, other than historic changes, will be made to
         Sections I, II or III. Beginning January 1, 2000 rules regarding past
         service credit will be governed by Section IV."

b.       The following sentence shall be added to the beginning of the
         paragraph at Section I:

         "This Section I shall apply to acquisitions occurring prior to January
         1, 2000."

c.       Section IV is hereby added to Schedule B, as follows:

"IV.     Acquisitions On or After January 1, 2000

A.       Effective for acquisitions occurring on or after January 1, 2000,
         Participants employed by the predecessor employers listed in this
         subsection A, and who are employed on the first anniversary of the
         Acquisition Date listed below, shall receive credit under this Plan
         for all employment with such predecessor employer solely for purposes
         of determining (1) the Participants' vested percentage under Section
         4.05(c); and (2) the Participants' eligibility to participate in the
         Plan pursuant to Article 3.

         Employees terminating employment prior to the first anniversary of the
         applicable Acquisition Date shall not participate in this Plan.

<TABLE>
<CAPTION>
<S>                                                            <C>
Name                                                           Acquisition Date
</TABLE>



B.       Effective for acquisitions occurring on or after January 1, 2000,
         Participants employed by the predecessor employers listed in this
         subsection B, and who are employed on the Employment Date listed below
         (the date the predecessor employer's employees are authorized to
         participate in the Plan), shall receive credit under this Plan for all
         employment with such predecessor employer solely for purposes of
         determining (1) the Participants' vested percentage under Section


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         4.05(c); and (2) the Participants' eligibility to participate in the
         Plan pursuant to Article 3.

<TABLE>
<CAPTION>
<S>                                                            <C>
Name                                                           Employment Date"
</TABLE>



                                      10.

         Paragraphs 1, 3 and 5 are only clarifications to the Plan document and
do not change how the Plan has been administered and interpreted since the
Plan's Effective Date. Accordingly, Paragraphs 1, 3, and 5 are effective
January 1, 1989. Paragraph 8 (repealing a prior amendment that was to be
effective January 1, 2000 is effective December 31, 1999. Paragraphs 2, 4, 6, 7
and 9 are effective January 1, 2000. Except as amended herein, the Plan shall
remain in full force and effect.

         IN WITNESS WHEREOF, Genuine Parts Company, acting through the Pension
Committee has caused this Amendment to the Plan to be executed on the date
shown below but effective as of the date indicated above.



                                        PENSION COMMITTEE TO THE
                                        GENUINE PARTS COMPANY
                                        PENSION PLAN

                                        By: /s/ George W.  Kalafut
                                            -----------------------------------
                                        Date: December 30, 1999
                                              ---------------------------------


Attest: /s/ Frank M. Howard
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