<![CDATA[Third Amendment to Standard & Poor's Employee Retirement Plan Supplement]]>



 Exhibit 10.21 
 Amendment Three 
 to 

The Standard & Poor’s Employee Retirement Plan Supplement 
 Effective as of January 1, 2012, the Standard & Poor’s Employee Retirement Plan Supplement (the “S&P Plan Supplement”), amended and restated as of
January 1, 2008 and as amended further, is amended as set for the below: 
  

	1.	Section 2.03 is amended by replacing it with the following definition of “Beneficiary”: 


“Beneficiary” means the beneficiary, if any, selected by the Participant in the election form that is provided to the
Participant in accordance with Section 5.03(a)(i) of the Plan. 
  

	2.	Section 5.03(a)(i) is amended by replacing it with the following: 

 (i) The Benefits shall be paid in the form of (A) a single-life annuity or (B) an actuarially equivalent life annuity elected by the Participant in the election form provided to the Participant,
subject to and in accordance with the procedures prescribed by the Plan Administrator from time to time; provided, that such election form is received by the Plan Administrator no later than thirty (30) days prior to the date on which the
payment of Benefits commences in accordance with Section 5.03(a)(ii) (the “Election Deadline”), and for the avoidance of doubt, if no executed and completed election form is received by the Plan Administrator by the
Election Deadline, then the Participant is deemed to have elected the Benefits to be paid in a single-life annuity. 
  

	3.	The last sentence of Section 5.03(a) is amended by replacing it with the following: 


The Benefits provided by this Article V shall be paid in accordance with the foregoing to a Participant’s Beneficiary in the event of
the death of the Participant, if such Beneficiary is entitled to benefits under the provisions of the Plan. 
  

	4.	Section 5.03(c) is amended by replacing it with the following: 

 If the lump-sum Actuarial Equivalent of the Benefits provided to a Participant by this Article V (other than a Participant who is a Specified Employee) or to a Participant’s Beneficiary, determined
using the interest rate for lump sums under the ERP, is equal to or less than $10,0,00 as of the Participant’s Employment Termination Date or any time thereafter, or, in the case of a Beneficiary, at the time the Benefit is payable to the
Beneficiary under the Plan, such amount will be paid to the Participant or Beneficiary in a lump sum as soon as practicable thereafter, but, in the case of a Participant, in no event later than December 31 of the calendar year in which occurs
the Participant’s Employment Termination Date or, if later, the date which is three months following the Participant’s Employment Termination Date. 

  
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	5.	Section 5.03(d) is amended by replacing it with the following: 

 In the event that, in accordance with Section 5.03(a)(ii), the payment of Benefits commences on a date that is later than the first day of the calendar month following the later of (A) the
Participant’s Employment Termination Date and (B) as the case may be, the Participant’s attaining (1) age 62, if the Participant completed ten years of Continuous Service or (2) age 65, then the first payment of Benefits
shall include (x) payment for Benefits that would have been payable to the Participant beginning on such date and ending on the date on which the payment of Benefits commences in accordance with Section 5.03(a)(ii) along with
(y) interest at the Stable Assets Fund Rate for the payment of Benefits described in clause (x) above. 
 * * * *

 Except as set forth herein, the S&P Plan Supplement remains in full force and effect. 

  
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