exv10w14wa






Exhibit 10.14(a)




FIRST AMENDMENT TO THE

STERLING CHEMICALS, INC. COMPREHENSIVE WELFARE

BENEFIT PLAN




          Whereas, Sterling Chemicals, Inc. (the “Corporation”) currently maintains a
Comprehensive Welfare Benefit Plan (the “Plan”);




          Whereas, pursuant to Section 10.02 of the Plan, the Sterling Chemicals, Inc. Employee
Benefits Plans Committee ( the “Committee”) has the right to amend the Plan or any benefit
agreement at any time; and




          Whereas, the Committee desires to, and hereby elects to, modify the medical and
prescription drug benefit programs under the Plan as provided in this First Amendment to the Plan
(this “Amendment”);




          Now, Therefore, the Plan is hereby amended as follows:




Article IV




Eligibility and Participation




          Section 1. Amendment of Article IV of the Plan. Article IV of the Plan is hereby
amended by adding: notwithstanding any other provisions of the Retiree Medical Plan and the Retiree
Prescription Drug Plan, a Participant who (a) receives an offer during July, 2008 from the Employer
to participate in the voluntary hourly or salaried exit program or salaried involuntary severance
program due to the reduction in force by means of an official letter from the Employer, (b) duly
elects to accept such offer and presents his written election in accordance with the program before
the deadline for making such election and (c) who meets the required 10 years of service
eligibility but is not yet age 55, shall be eligible to participate in the Retiree Medical program
and Retire Prescription Drug program once attaining age 55; if such employee subsequently elects to
retire under the Sterling Chemicals, Inc. Salaried Employees Pension Plan or the Sterling
Chemicals, Inc. Hourly Paid Employees Pension Plan upon reaching age 55.




          Section 2. Effect of Amendments. Except as amended and modified by this Amendment,
the Plan shall continue in full force and effect. The Plan and this Amendment shall be read, taken
and construed as one and the same instrument. This Amendment shall supersede any provisions of the
Plan to the extent those provisions are inconsistent with the provisions of this Amendment. Upon
the effectiveness of this Amendment, each reference in the Plan to “this Plan” or “the Plan” shall
mean and be a reference to the Plan as amended hereby.




          Section 3. Binding Effect. This Amendment shall inure to the benefit of, and shall be
binding upon the Employer (as defined in the Plan) and its successors and assigns and upon the
participants in the Plan and their respective heirs, executors, personal representatives,
administrators, successors and assigns.




 









 





          Section 4. Severability. Should any clause, sentence, paragraph, subsection or
Section of this Amendment be judicially declared to be invalid, unenforceable or void, such
decision will not have the effect of invalidating or voiding the remainder of this Amendment, and
the part or parts of this Amendment so held to be invalid, unenforceable or void will be deemed to
have been stricken herefrom as if such stricken part or parts had never been included herein.




          Section 5. Governing Law. To The Extent Not Superseded By The Laws Of The United
States, This Amendment Shall Be Construed and Enforced in Accordance With, and the Rights
of the Parties Shall Be Governed By, the Internal Laws of the State of Texas, Without Reference to
Principles of Conflicts of Law. 




          In Witness Whereof, the Corporation has caused this Amendment to be duly executed in
its name and on its behalf by its proper officer thereunto duly authorized effective as of July 10,
2008.




	 	 	 	 	 
	 

	 	Sterling Chemicals, Inc.	 	 
	 
	 
	 	/s/ Kenneth M. Hale	 	 
	 

	 	 

Kenneth M. Hale
	 	     
	 

	 	Senior Vice President and General Counsel	 	 






IMPORTANT NOTE



Prudential Financial, its contractors and any employees of Prudential Financial or its contractors
cannot provide you with legal advice in connection with the execution of this document. Prior to
execution of this document, you should consult your attorney on whether this document is
appropriate for you.





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