Third Amendment to the Zions Bancorporation Pension Plan



 EXHIBIT 10.2 
  
 THIRD AMENDMENT 
 TO THE

 ZIONS BANCORPORATION PENSION PLAN 
  
 This Third Amendment to the restated and amended Zions Bancorporation Pension Plan (the “Plan”) is made and approved this 4th day of September,
2003, by the Zions Bancorporation Benefits Committee (“Benefits Committee”), for and on behalf of Zions Bancorporation, hereinafter referred to as the “Employer.” 
  
 W I T N E S S E T H: 
  
 WHEREAS, the Employer has heretofore entered into the Plan, which Plan has
been most recently restated and amended in its entirety effective January 1, 2001, and 
  
 WHEREAS, the Employer has reserved the right to amend the Plan in whole or in part, and 
  
 WHEREAS, the Zions Bancorporation Benefits Committee (“Committee”), as previously authorized by the Board of Directors, has made certain
amendments to the plan for the purpose of ceasing generally all benefit accruals under the Plan; and 
  
 WHEREAS, the Committee has been further authorized to make amendments to the Plan for the purpose of continuing benefit accruals for certain employees as
approved by the Board of Directors; 
  
 NOW THEREFORE, in
consideration of the foregoing premises the Benefits Committee, for and on behalf of the Employer adopts the following amendments to the Plan: 
  
 1. Section 3.2 is amended by adding a new sub-section (g) at the end thereof to read as follows: 
  

	 	(g)	Earnings Credits for Grandfather Participants 

  
 As of the last day of each Plan Year the Cash Balance Account of each Grandfather Participant (as defined in Section 4.8(b)) who is employed on that
date and who has completed at least 1,000 Hours of Service during the Plan Year will be credited with an amount equal to the product obtained by multiplying the Grandfather Participant’s Earnings for the Plan Year by a percentage from the
following table, which percentage is based upon the Grandfather Participant’s age as of the last day of the Plan Year: 








				
	 Attained Age

	  	Percentage

	 
	 At least 55 years, but less than 60 years
	  	4.00	%
	 60 or more years
	  	6.25	%

  
 2. Section 3.3(a) is
amended by adding a new sentence at the end thereof to read as follows: 
  
 3.3(a) Notwithstanding the First Amendment to the Zions Bancorporation Pension Plan dated December 31, 2002, and the provisions of Section 3.2(f) as added by the First Amendment, Interest Credits shall continue to
accrue as provided in Section 3.3 for each Participant who has a Cash Balance Account in the Plan as of January 1, 2003. 
  
 3. Section 4.1 is amended by adding a new sub-section (e) to read as follows: 
  
 (e) Notwithstanding the First Amendment to the Zions Bancorporation Pension Plan dated December 31, 2002,
and the provisions of Section 3.2(f) as added by the First Amendment, the account balance of a Participant who was a Participant in the Plan on December 31, 2002, and which is used to calculate the Cash Balance Account shall never be smaller than
the account balance as of December 31, 2002. If greater than the foregoing, the Accrued Benefit calculated under Section 2.3 of Appendix III for a Participant who is a Great Grandfather Participant shall never be less than the Accrued Benefit
determined under that Section for the Participant on December 31, 2002. 
  
 4. Section 4.4 is amended by adding a new sentence at the end thereof to read as follows: 
  
 An Active Participant who satisfies the requirements of the first sentence of this Section 4.4 on December 31, 2002, (a “Great
Grandfather Participant”) shall continue effective January 1, 2003, to accrue all benefits which were available to such Great Grandfather Participant under this Plan as of December 31, 2002, and the provisions of Section 3.2(f) as added by the
First Amendment dated December 31, 2002, shall not apply to such Great Grandfather Participant. 
  
 5. Article 4 is amended by adding a new Section 4.8 at the end thereof to read as follows: 
  
 4.8 Continuing Accrual of Benefits for Grandfather Participants 
  
 (a) Notwithstanding the First Amendment to the Zions
Bancorporation Pension Plan dated December 31, 2002, and the provisions of Section 3.2(f) as added by the First Amendment, a Participant who was an Active Participant in the Plan on December 31, 2002, and who satisfies the definition of
“Grandfather Participant” in 4.8(b) on that date shall continue to 







 
accrue all benefits available to such Grandfather Participant under this Plan as of December 31, 2002, except that Earnings Credits for the Grandfather
Participant’s Cash Balance Account after December 31, 2002, shall accrue and be determined by reference to Section 3.2(g) and not Section 3.2(a). 
  

(b) “Grandfather Participant” shall mean for purposes of Section 4.8(a) an Active Participant on December 31, 2002, who:

  
 (1) had attained at least age fifty-five (55), and

  
 (2) was credited with at least ten (10) Years of
Vesting Service. 
  
 6. Section 2.3 in Appendix III is amended
to read as follows: 
  
 2.3 Grandfathered
Minimum Accrued Benefit. The minimum grandfathered accrued benefit is the amount determined under Section 2.1 of this Appendix; provided, however, that the minimum grandfathered accrued benefit shall take into account any Credited Service and
Earnings which may be accrued or earned by an Active Participant until the earlier of the Participant’s Termination of Employment or the date of any termination of, or cessation of accruals under, the Plan. 
  
 7. This Amendment shall be effective January 1, 2003, and for all Plan Years
commencing thereafter. 
  
 8. In all other respects the Plan is
ratified and approved. 
  
 IN WITNESS WHEREOF, the Benefits
Committee has caused this Amendment to the Plan to be duly executed as of the date and year first above written. 
  

			
	ZIONS BANCORPORATION BENEFITS COMMITTEE
		
	By:	 	/S/ MERRILL WALL        
	 	 	 Merrill Wall
 Corporate Human Resources
 Executive Vice President