Exhibit
10(f)(5)


 


AMENDMENT


TO


ALLTEL CORPORATION EXECUTIVE DEFERRED COMPENSATION PLAN


(October 1, 1993 Restatement)


 


WHEREAS, ALLTEL Corporation (“ALLTEL”) maintains the ALLTEL
Corporation Executive Deferred Compensation Plan under an October 1, 1993 Restatement,
as amended (the “Plan”); and


 


WHEREAS, ALLTEL desires to further amend the Plan regarding the
crediting of earnings and interest under the Plan for certain Participants,
which shall also apply to any deferrals of those Participants of awards under
the ALLTEL Corporation Performance Incentive Compensation Plan, as amended, and
the ALLTEL Corporation Long-Term Performance Incentive Compensation Plan, as
amended;


 


NOW, THEREFORE, BE IT RESOLVE, that the Plan is hereby amended in the
respects hereinafter set forth:


 


1.                                                                                       Article V of the Plan is amended by
adding at the end thereof a new section to provide as follows:


 


10.                                                                                         Crediting of Certain Accounts. 
Notwithstanding any Prior Plan Provisions or any other provision herein
to the contrary (including Section 7 of this Article), subject, however, to the
consent of the Schedule 3 Participant, in lieu of all amounts that would
otherwise be credited as of any date after December 31, 1998 to the Deferred
Compensation Account(s) of a person identified in Schedule 3 to the Plan (a
“Schedule 3 Participant”) in accordance with the terms and conditions of the
Plan, including, without limitation, any amounts that would otherwise be
credited with respect to awards under the ALLTEL Corporation Performance
Incentive Compensation Plan, as amended, and the ALLTEL Corporation Long-Term
Performance Incentive Compensation Plan, as amended, the following shall apply:
As of the close of business on each December 31st occurring after
December 31, 1998 and prior to the full payment thereof the then current
balance (if any) of each Deferred Compensation Account of a Schedule 3
Participant shall be credited with an amount equal to the product of: (a) the
balance of the Deferred Compensation Accounts as of the close of business on that
December 31st; and (b) the Applicable Rate specified with respect to
that Schedule 3 Participant on Schedule 3 to the Plan.  As of the time at which payment of an amount
from a Deferred Compensation Account of a Schedule 3 Participant occurs, there
shall be added to the amount paid an amount equal to the product of: (a) the
amount to be paid from the Deferred Compensation Account (determined without
regard to this sentence); (b) the Applicable Rate specified with respect to
that Schedule 3 Participant on


 

















 


Schedule 3 to the Plan;
and (c) a fraction, the numerator of which is the number of days elapsed
subsequent to the immediately preceding December 31st and prior to
the date that payment is to occur, and the denominator of which is 365.


 


2.                                                                                       The Plan is amended by adding following
Schedule 2 thereto a new Schedule 3 in


the form attached hereto.


 


IN WITNESS WHEREOF, ALLTEL has caused this Amendment to be executed on
this 21st day of April, 1999.


 


	
   

  	
  ALLTEL CORPORATION, BY THE

  COMPENSATION COMMITTEE OF ITS

  BOARD OF DIRECTORS

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Lawrence L. Gellerstedt III

  	
   

  
	
   

  	
   

  	
  Lawrence L. Gellerstedt, III

  
	
   

  	
   

  	
  Chairman

  



 


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