exv10w34







 




    Exhibit
    10.34



 


 




    FEDERAL
    HOME LOAN MORTGAGE CORPORATION



 


 




    LONG-TERM
    DISABILITY PLAN



 


 




    RESTATED AND
    AMENDED

    EFFECTIVE JANUARY 1, 1997
    



 












 







    FEDERAL
    HOME LOAN MORTGAGE CORPORATION



 




    LONG-TERM
    DISABILITY PLAN



 



    WHEREAS, the Federal Home Loan Mortgage Corporation
    (“Corporation”) has obtained a group long-term
    disability insurance policy from an insurance company (The
    Prudential Insurance Company of America (“Prudential”)
    or any successor thereto) for the benefit of eligible employees,
    and



 



    WHEREAS, the Employee Retirement Income Security Act of 1974, as
    amended (“ERISA”), requires that every “employee
    welfare plan,” as defined in ERISA, be established and
    maintained pursuant to a written instrument, and



 



    WHEREAS, the Corporation became subject to ERISA effective with
    its first Board of Directors meeting as a private corporation on
    February 6, 1990,



 



    WHEREAS, the aforementioned insurance policy provides for the
    payment of disability benefits and eligibility for such
    benefits, and



 



    WHEREAS, the Corporation desires to amend and restate the
    Federal Home Loan Mortgage Corporation Long-Term Disability Plan
    as of January 1, 1997 principally to clarify and update the
    Plan,



 



    NOW THEREFORE, in accordance with the above, the Federal Home
    Loan Mortgage Corporation Long-Term Disability Plan is hereby
    amended and restated in its entirety as follows:



 




    ARTICLE I



 




    Purpose
    and Effective Date



 



    1.1.  Purpose. This document, together
    with those portions of Corporate Procedure
    No. 3-235
    as concern long-term disability and Group Contract G-39782
    issued by Prudential to the Corporation (“Policy”), as
    the same from time to time may be amended, renewed or
    substituted, incorporated herein by reference, constitutes the
    Federal Home Loan Mortgage Corporation Long-Term Disability Plan
    (“Plan”). The purpose of the Plan is to provide
    long-term disability benefits to eligible employees as specified
    in the Policy.



 



    1.2.  Effective Date. The Plan shall be
    effective as of February 6, 1990. The effective date of
    this restatement is January 1, 1997. Except as otherwise
    provided herein, a person who is not actively at work at anytime
    after December 31, 1996 shall be entitled to benefits, if
    any, under the Plan based upon the provisions of the Plan in
    effect on or prior to that date.













 







    ARTICLE II



 




    General
    Provisions



 



    2.1.  Plan Administration. The
    Corporation shall be the Plan Administrator within the meaning
    of ERISA Section 3(16)(A) and shall be the “named
    fiduciary” as defined in ERISA Section 402(a)(2). The
    Plan Administrator shall have the exclusive right and
    discretionary authority to control and manage the operation and
    administration of the Plan (except as may be allocated to the
    Claims Administration, as discussed below), and to interpret the
    Plan’s provisions. The Plan Administrator’s exclusive
    responsibilities shall include (but not be limited to) the
    following: determining eligibility to participate in the Plan,
    interpreting the terms and provisions of the Plan and
    determining any and all questions arising under the Plan or in
    connection with the administration thereof, including the right
    to remedy or resolve possible ambiguities, inconsistencies or
    omissions; and making any finding of fact necessary or
    appropriate for any purpose under the Plan. In carrying out its
    responsibilities, the Plan Administrator shall have the utmost
    discretion permitted by law, and all findings of fact,
    determinations, interpretations and decisions of the Plan
    Administrator shall be conclusive and binding upon all person
    having or claiming to have any interest or right under the Plan.



 



    Prudential (or any successor thereto) shall be the Claims
    Administrator, unless such function is undertaken by the Plan
    Administrator, and shall be the “named fiduciary” for
    purposes of claims, as provided under ERISA Section 503.
    The Claims Administrator shall have the exclusive responsibility
    for determining the amount of benefits (if any) payable under
    the Plan, for processing all claims, making all payments to
    eligible participants and otherwise acting as administrator for
    purposes of processing and paying claims.



 



    2.2.  Source of Contributions. The
    Corporation pays for the cost of certain “core”
    long-term disability benefits, set forth in the Policy, for
    eligible employees. Eligible employees may voluntarily elect and
    pay for additional disability benefits on a post-tax basis as
    provided in the Policy.



 



    2.3.  Eligibility and Benefits. The
    employees or classes of employees of the Corporation eligible
    for coverage under the Plan, the effective dates upon which they
    become eligible, the conditions which they must satisfy to
    become eligible to receive disability benefits, the benefits
    payable, and other provisions affecting the Plan are those set
    forth in the Policy. The term “employee” as used in
    the Plan shall mean those individuals who are Regular Full-Time
    or Part-Time employees as defined in Corporate Policy
    No. 3-221,
    Employment Classifications Policy. The term “employee”
    as used herein shall not include individuals classified as
    (i) Co-Op, Work Study Students or Interns,
    (ii) Employment Agency Temporaries or
    (iii) Independent Contractors/Consultants, all as defined
    in the Employment Classifications Policy. The term
    “employee” shall not include individuals who are
    retroactively classified as Regular Full-Time or Part-Time
    Employees with respect to such retroactive period of
    classification.













 






    2.4.  Claims Procedure. The Claims
    Procedure for this Plan is based on the underlying Policy, which
    should be referred to in order to determine things such as how
    and when claims must be made. In the event that an employee does
    not receive a Plan benefit that is claimed, the employee shall
    be entitled to consideration and review as provided in this
    Section 2.4. Such consideration and review shall be
    conducted in a manner designed to comply with Section 503
    of ERISA.



 




    ARTICLE III



 




    Miscellaneous



 



    3.1.  Nonassignability. Benefits under
    the Plan are not in any way subject to the debts or other
    obligations of the persons entitled thereto and may not
    voluntarily or involuntarily be sold, transferred or assigned.



 



    3.2.  No Vested Interest. Except for the
    right to receive any benefit payable under the terms of the
    Plan, no person shall have any right, title or interest in or to
    the assets of the Corporation as a participant in the Plan.
    There is no vesting in, or accrual of, benefits under the Plan.



 



    3.3.  Employment Rights. The terms of
    employment of any employee shall not be modified or in any way
    affected hereby.



 



    3.4.  Plan Description. The Summary Plan
    Description for the Plan summarizes the principal features of
    this Plan. However, all rights and obligations of the
    Corporation under the Plan are governed only by the terms of the
    Plan.



 



    3.5.  Availability of Documents and
    Records. Copies of the Plan are available for inspection
    to any employee at the Corporation’s regional Human
    Resources offices or at the Benefits Unit of the Human Resources
    Department in McLean, Virginia.



 



    3.6.  Amendment and Termination. The
    Plan may be amended or terminated, in whole or in part, at any
    time and from time to time by the Corporation.



 



    3.7.  Gender and Number. Where the
    context admits, words in the masculine gender include the
    feminine gender and the singular includes the plural unless the
    context otherwise indicates.



 



    3.8.  Plan Year. The Plan year shall be
    the twelve (12) month period from January 1 to
    December 31.



 



    3.9.  Governing Law. The provisions of
    the Plan shall be construed, administered and enforced in
    accordance with the laws of the Commonwealth of Virginia, except
    to the extent preempted by Federal law or otherwise required by
    ERISA.













 






    IN WITNESS WHEREOF, the Federal Home Loan Mortgage Corporation
    has caused the Plan to be executed by its duly authorized
    officers this
    22nd
    day of December, 1997.



 


	 	 	 
	
 
	
 
	

FEDERAL HOME LOAN MORTGAGE CORPORATION





	
 
	
 
	

By:  /s/  Leland Brendsel


Leland Brendsel
Chief Executive Officer









	
    ATTEST:

    

    /s/  Keith
    Earley


    
Assistant
    Secretary