exh10-4b.htm


    
      Exhibit
10.4(b)


      [SERP
Amendment Form]

      


      AMENDMENT
TO SUPPLEMENTAL EXECUTIVE

      RETIREMENT
PLAN AGREEMENT

      DATED
___________________

      


      


      THIS
AGREEMENT entered into as of the ____ day of _________, ____, by and between NEW
JERSEY RESOURCES CORPORATION, a corporation of New Jersey (hereinafter called
the “Company”), and ___________________ (hereinafter called
“Employee”).

       

      W I T N E S S E T
H

       

      WHEREAS,
the Company and Employee entered into a Supplemental Executive Retirement Plan
Agreement dated ___________, ____ (referred to, with any amendments thereto, as
the “Original Agreement”), and desires to amend said Original Agreement in
accordance with Paragraph 16 thereof; and

       

      WHEREAS,
Employee is employed by the Company and is presently the
_____________________________________; and

       

      WHEREAS,
the Company desires Employee to remain in its service until retirement, and
wishes to offer him additional incentive to do so in the form of deferred
compensation and death benefits;

       

      NOW,
THEREFORE, in consideration of the premises and of the covenants and agreements
herein contained, and as set forth in the Original Agreement, and for other good
and valuable consideration, the parties hereto do covenant and agree as
follows:

       

      
        	
                 
      

              	
                1.

              	
                The
      first sentence of Paragraph 2 of the Original Agreement is hereby amended
      to increase amount payable thereunder and to read as
    follows:

              


      

       

      
        	
                 
      

              	
                “2.

              	
                The
      Company agrees that following Employee’s Separation from Service at or
      after attainment of age sixty-five (65) for reasons other than death, it
      will pay to Employee the sum of ____________________________
      ($_____________) (hereinafter referred to as the “SERP Benefit”), payable
      in sixty (60) equal monthly
installments.”

              


      

       

      
        	
                 
      

              	
                2.

              	
                The
      first sentence of Paragraph 3 of the Original Agreement is hereby amended
      to increase the amount payable thereunder and to read as
      follows:

              


      

       

      
        	
                 
      

              	
                “3.

              	
                In
      the event that Employee dies while in active employment with the Company
      but prior to his or her Separation from Service, and such death is due to
      a cause other than suicide, the Company shall pay a Death Benefit in the
      amount of ________________ ($__________) to his/her designated
      beneficiary, in sixty (60) equal monthly
  installments.”

              


      

       

      
        	
                 
      

              	
                3.

              	
                Nothing
      in this Agreement shall change the time and form of payment of the benefit
      payable under the Original Agreement and shall only have the effect of
      increasing the benefit payable under the Original
    Agreement.

              


      

       


      
        
          
             

          

           


        

        
           


          
            

          

        

        
           


        

      


      


       

      
        	
                 
      

              	
                4.

              	
                Schedule
      “A” annexed to and made a part of the Original Agreement is hereby amended
      to read as follows:

              


      

       

      
        	
                 
      

              	
                [Insert
      Chart]

              


      

       

      
        	
                 
      

              	
                5.

              	
                This
      Amendment shall be effective as of
  __________________.

              


      

       

      IN
WITNESS WHEREOF, the parties have hereunto set their hands and seals this ____
day of ____________, _____.

       

       

      
        
          	
                  ATTEST:

                	 
      	
                  NEW JERSEY RESOURCES
      CORPORATION

                
	 
      	 
      	 
      
	 
      	 
      	 
      
	
                  By:

                	
                               
      By:

                	
                  __________________________

                
	 
      	 
      	
                  LAURENCE
      M. DOWNES

                  Chairman
      and CEO

                
	 
      	 
      	 
      
	
                  SIGNED,
      SEALED, AND DELIVERED

                  IN
      THE PRESENCE OF:

                  ___________________________________