Exhibit 10.5


CURTISS-WRIGHT CORPORATION 

RETIREMENT
PLAN


AMENDED AND RESTATED,

effective
as of JANUARY 1, 2010,

except as
otherwise specified





i


TABLE OF CONTENTS


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 PREAMBLE

 	
  

 	
 1 

 
	
  

 	
  

 	
  

 
	
 ARTICLE 1: DEFINITIONS

 	
  

 	
 3 

 
	
  

 	
  

 	
  

 
	
 ARTICLE
 2: ELIGIBILITY

 	
  

 	
 15 

 
	
  

 	
  

 	
  

 
	
 2.01

 	
  

 	
 Eligibility for
 Participation

 	
  

 	
 15

 
	
 2.02

 	
  

 	
 Break in Service

 	
  

 	
 16

 
	
 2.03

 	
  

 	
 Treatment of
 Periods of Military Service, Disability and other Leaves of Absence

 	
  

 	
 16

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 3: COMPANY CONTRIBUTIONS

 	
  

 	
 18 

 
	
  

 	
  

 	
  

 
	
 3.01

 	
  

 	
 Amount

 	
  

 	
 18

 
	
 3.02

 	
  

 	
 Payment

 	
  

 	
 18

 
	
 3.03

 	
  

 	
 Forfeitures

 	
  

 	
 18

 
	
 3.04

 	
  

 	
 Return of Company
 Contributions

 	
  

 	
 18

 
	
  

 	
  

 	
  

 
	
 ARTICLE
 4: CASH BALANCE ACCOUNT

 	
  

 	
 19 

 
	
  

 	
  

 	
  

 
	
 4.01

 	
  

 	
 Escalating Annuity
 Benefit and Cash Balance Account

 	
  

 	
 19

 
	
 4.02

 	
  

 	
 Pay Based Credits

 	
  

 	
 19

 
	
 4.03

 	
  

 	
 Cost of Living
 Adjustment

 	
  

 	
 19

 
	
 4.04

 	
  

 	
 Vesting

 	
  

 	
 20

 
	
 4.05

 	
  

 	
 Distribution of
 Escalating Annuity Benefit and Cash Balance Account

 	
  

 	
 20

 
	
 4.06

 	
  

 	
 Death Benefit

 	
  

 	
 20

 
	
 4.07

 	
  

 	
 Amount of
 Escalating Annuity Benefits

 	
  

 	
 21

 
	
 4.08

 	
  

 	
 Supplemental
 Credits

 	
  

 	
 21

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 5: VESTING

 	
  

 	
 23 

 
	
  

 	
  

 	
  

 
	
 5.01

 	
  

 	
 Vesting Schedule

 	
  

 	
 23

 
	
 5.02

 	
  

 	
 Break in Service

 	
  

 	
 25

 
	
 5.03

 	
  

 	
 Forfeiture and
 Restoration of Vesting Years of Service and Credited Service

 	
  

 	
 25

 
	
 5.04

 	
  

 	
 Applicability of
 Prior Vesting Schedule

 	
  

 	
 26

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 6: AMOUNT AND COMMENCEMENT OF RETIREMENT BENEFIT

 	
  

 	
 28 

 
	
  

 	
  

 	
  

 
	
 6.01

 	
  

 	
 Normal Retirement

 	
  

 	
 28

 
	
 6.02

 	
  

 	
 Minimum Retirement
 Benefits

 	
  

 	
 36

 
	
 6.03

 	
  

 	
 Early Retirement

 	
  

 	
 36

 
	
 6.04

 	
  

 	
 Deferred
 Retirement

 	
  

 	
 37

 
	
 6.05

 	
  

 	
 Termination of
 Service After August 31, 1994

 	
  

 	
 37

 
	
 6.06

 	
  

 	
 Employee
 Contributions

 	
  

 	
 37

 
	
 6.07

 	
  

 	
 Deferred
 Commencement of Benefits

 	
  

 	
 37

 
	
 6.08

 	
  

 	
 Deductions for
 Disability Benefits

 	
  

 	
 38

 
	
 6.09

 	
  

 	
 Mandatory
 Commencement of Benefits

 	
  

 	
 38

 
	
 6.10

 	
  

 	
 Maximum Retirement
 Benefit

 	
  

 	
 38

 
	
 6.11

 	
  

 	
 Prior Plan
 Benefit

 	
  

 	
 40

 
	
 6.12

 	
  

 	
 Supplemental
 Benefit

 	
  

 	
 47

 
	
 6.13

 	
  

 	
 Reemployment
 Following Commencement of Annuity Payments

 	
  

 	
 47

 









ii


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 7: FORM OF BENEFIT PAYMENT

 	
  

 	
 48 

 
	
  

 	
  

 	
  

 
	
 7.01

 	
  

 	
 Normal Form of
 Payment

 	
  

 	
 48

 
	
 7.02

 	
  

 	
 Optional Forms of
 Payment for All Benefits

 	
  

 	
 48

 
	
 7.03

 	
  

 	
 Minimum
 Distributions and Limitation on Optional Forms of Payment

 	
  

 	
 50

 
	
 7.04

 	
  

 	
 Notice to Married
 Participants

 	
  

 	
 51

 
	
 7.05

 	
  

 	
 Mandatory Cashout
 of Small Benefits

 	
  

 	
 51

 
	
 7.06

 	
  

 	
 Annuity Contract
 Nontransferable

 	
  

 	
 52

 
	
 7.07

 	
  

 	
 Conflicts With
 Annuity Contracts

 	
  

 	
 52

 
	
 7.08

 	
  

 	
 Rollovers

 	
  

 	
 52

 
	
 7.09

 	
  

 	
 Waiver of Thirty
 (30) Day Notice Period

 	
  

 	
 54

 
	
 7.10

 	
  

 	
 Delayed
 Commencement of Normal Retirement Benefit

 	
  

 	
 54

 
	
 7.11

 	
  

 	
 Limitation on
 Benefits In the Event of a Liquidity Shortfall

 	
  

 	
 56

 
	
 7.12

 	
  

 	
 Limitations Based
 on Funded Status of the Plan

 	
  

 	
 57

 
	
 7.13

 	
  

 	
 Limitations on
 Unpredictable Contingent Event Benefit

 	
  

 	
 58

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 8: DEATH BENEFITS

 	
  

 	
 59 

 
	
  

 	
  

 	
  

 
	
 8.01

 	
  

 	
 Pre-Retirement
 Death Benefit

 	
  

 	
 59

 
	
 8.02

 	
  

 	
 Post-Retirement
 Death Benefit

 	
  

 	
 60

 
	
 8.03

 	
  

 	
 Payment to
 Beneficiary

 	
  

 	
 60

 
	
 8.04

 	
  

 	
 Required
 Distributions

 	
  

 	
 60

 
	
 8.05

 	
  

 	
 Return of
 Contributions

 	
  

 	
 61

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 9: RETIREMENT BENEFITS UNDER COLLECTIVE BARGAINING AGREEMENTS

 	
  

 	
 62 

 
	
  

 	
  

 	
  

 
	
 9.01

 	
  

 	
 Eligibility for
 Employees Subject to a Collective Bargaining Agreement

 	
  

 	
 62

 
	
 9.02

 	
  

 	
 Amount, Form, and
 Commencement of Retirement Benefit

 	
  

 	
 62

 
	
 9.03

 	
  

 	
 Credited Service

 	
  

 	
 81

 
	
 9.04

 	
  

 	
 Definitions

 	
  

 	
 84

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 10: MERGER OF METAL IMPROVEMENT COMPANY, INC. AND CURTISS-WRIGHT FLIGHT
 SYSTEMS/SHELBY, INC. CONTRIBUTORY RETIREMENT PLANS

 	
  

 	
 85 

 
	
  

 	
  

 	
  

 
	
 10.01

 	
  

 	
 Merger Date

 	
  

 	
 85

 
	
 10.02

 	
  

 	
 Eligibility

 	
  

 	
 85

 
	
 10.03

 	
  

 	
 Retirement
 Benefits

 	
  

 	
 85

 
	
 10.04

 	
  

 	
 Prior Accrued
 Benefit

 	
  

 	
 86

 
	
 10.05

 	
  

 	
 Vesting

 	
  

 	
 86

 
	
 10.06

 	
  

 	
 Transfer of
 Assets

 	
  

 	
 86

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 11: ADMINISTRATION

 	
  

 	
 87 

 
	
  

 	
  

 	
  

 
	
 11.01

 	
  

 	
 Plan
 Administrator

 	
  

 	
 87

 
	
 11.02

 	
  

 	
 Administrative
 Committee’s Authority and Powers

 	
  

 	
 87

 
	
 11.03

 	
  

 	
 Delegation of
 Duties

 	
  

 	
 87

 
	
 11.04

 	
  

 	
 Compensation

 	
  

 	
 88

 
	
 11.05

 	
  

 	
 Exercise of
 Discretion

 	
  

 	
 88

 
	
 11.06

 	
  

 	
 Fiduciary
 Liability

 	
  

 	
 88

 
	
 11.07

 	
  

 	
 Indemnification by
 Company

 	
  

 	
 88

 
	
 11.08

 	
  

 	
 Plan Participation
 by Fiduciaries

 	
  

 	
 88

 
	
 11.09

 	
  

 	
 Payment of
 Expenses

 	
  

 	
 89

 









iii


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 12: AMENDMENT AND TERMINATION OF PLAN

 	
  

 	
 90 

 
	
  

 	
  

 	
  

 
	
 12.01

 	
  

 	
 Amendment

 	
  

 	
 90

 
	
 12.02

 	
  

 	
 Procedure for
 Amendment

 	
  

 	
 91

 
	
 12.03

 	
  

 	
 Company’s Right to
 Terminate Plan

 	
  

 	
 91

 
	
 12.04

 	
  

 	
 Consequences of
 Termination

 	
  

 	
 91

 
	
 12.05

 	
  

 	
 Special
 Restrictions on Benefits

 	
  

 	
 91

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 13: MERGER OF PLAN AND TRANSFER OF ASSETS OR LIABILITIES

 	
  

 	
 93 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 13.01

 	
  

 	
 Merger or
 Transfer

 	
  

 	
 93

 
	
 13.02

 	
  

 	
 Transfer from
 Trust

 	
  

 	
 93

 
	
 13.03

 	
  

 	
 Transfer to Trust
 and Transfer Account

 	
  

 	
 93

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 14: SPECIAL PROVISIONS FOR NON-KEY EMPLOYEES

 	
  

 	
 94 

 
	
  

 	
  

 	
  

 
	
 14.01

 	
  

 	
 Effective Date

 	
  

 	
 94

 
	
 14.02

 	
  

 	
 Determination of
 Top-Heavy Status

 	
  

 	
 94

 
	
 14.03

 	
  

 	
 Minimum Benefit

 	
  

 	
 97

 
	
 14.04

 	
  

 	
 Minimum Vesting

 	
  

 	
 98

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 15: GENERAL PROVISIONS

 	
  

 	
 99 

 
	
  

 	
  

 	
  

 
	
 15.01

 	
  

 	
 Trust Fund Sole
 Source of Payments for Plan

 	
  

 	
 99

 
	
 15.02

 	
  

 	
 Exclusive Benefit

 	
  

 	
 99

 
	
 15.03

 	
  

 	
 Binding Effect

 	
  

 	
 99

 
	
 15.04

 	
  

 	
 Nonalienation

 	
  

 	
 99

 
	
 15.05

 	
  

 	
 Claims Procedure

 	
  

 	
 100

 
	
 15.06

 	
  

 	
 Location of
 Participant or Beneficiary Unknown

 	
  

 	
 101

 
	
 15.07

 	
  

 	
 Applicable Law

 	
  

 	
 101

 
	
 15.08

 	
  

 	
 Rules of
 Construction

 	
  

 	
 101

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 16: TRANSFERS

 	
  

 	
 102 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 SCHEDULE A 1: EARLY RETIREMENT FACTORS ON OR AFTER SEPTEMBER 1, 1994 

 	
  

 	
 105 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE A 2: DEFERRED RETIREMENT FACTORS ON OR AFTER SEPTEMBER 1,
1994 

 	
  

 	
 106 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 SCHEDULE B: RETIREMENT PLAN RATES IN FORCE FOR PURPOSES OF ARTICLE
6.13(B)(II)(D) 

 	
  

 	
 107 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE C: EARLY RETIREMENT FACTORS FOR DEFERRED VESTED EMPLOYEES
WHO TERMINATED EMPLOYMENT PRIOR TO SEPTEMBER 1, 1994 AND PRIOR TO AGE 55
(CONTRIBUTORS) 

 	
  

 	
 108 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE D: EARLY RETIREMENT FACTORS FOR EARLY COMMENCEMENT OF
DEFERRED VESTED PENSIONS 

 	
  

 	
 109 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE E: JOINT AND SURVIVOR FACTORS 

 	
  

 	
 110 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 SCHEDULE F: EARLY RETIREMENT FACTORS (UNION EMPLOYEES) 

 	
  

 	
 111 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE G 1: WOOD-RIDGE DEFERRED PENSION RATES 

 	
  

 	
 112 

 









iv


	
  

 	
  

 	
  

 
	
 SCHEDULE G 2: BUFFALO DEFERRED PENSION RATES 

 	
  

 	
 113 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE G 3: CURTISS-WRIGHT FLIGHT SYSTEMS DEFERRED PENSION
RATES 

 	
  

 	
 115 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE G 4: TARGET ROCK CORPORATION DEFERRED PENSION RATES 

 	
  

 	
 116 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE H: CERTAIN BUFFALO EMPLOYEES 

 	
  

 	
 118 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE I 1: SPECIAL FACTORS FOR ADDITIONAL BENEFITS REFERENCED
IN ARTICLE 6.01(C) 

 	
  

 	
 119 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE I 2: SPECIAL FACTORS FOR BENEFITS REFERENCED IN ARTICLE
6.01(D) 

 	
  

 	
 120 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE I 3: SPECIAL FACTORS FOR BENEFITS REFERENCED IN ARTICLE
6.01(E) 

 	
  

 	
 121 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE I 4: SPECIAL FACTORS FOR BENEFITS REFERENCED IN ARTICLE
6.01(F) 

 	
  

 	
 122 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE J: SPECIAL PROVISIONS APPLICABLE TO EMPLOYEES OF ACQUIRED
ENTITIES 

 	
  

 	
 124 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE K 1: SPECIAL PROVISIONS FOR SUPPLEMENTAL CREDITS FOR
PARTICIPANTS AFFECTED BY CERTAIN REDUCTIONS IN FORCE 

 	
  

 	
 141 

 
	
  

 	
  

 	
  

 
	
 SCHEDULE K 2: SPECIAL VESTING PROVISIONS FOR PARTICIPANTS
AFFECTED BY CERTAIN REDUCTIONS IN FORCE 

 	
  

 	
 144 

 
	
  

 	
  

 	
  

 
	
 EMD APPENDIX 

 	
  

 	
 146 

 









1


CURTISS-WRIGHT CORPORATION RETIREMENT PLAN

AS
AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2010, 

except as
otherwise specified


PREAMBLE


          The
Curtiss-Wright Contributory Retirement Plan (the “Prior Plan”), a defined
benefit pension plan, was established effective May 1, 1953 for
eligible non-union Employees of the Curtiss-Wright Corporation (the “Company”).
The benefits under the Prior Plan were also available to the Company’s union
employees whose collective bargaining units negotiated for these benefits.


          Effective
December 31, 1991, the Curtiss-Wright Pension Plan was merged into
the Prior Plan. The Prior Plan was in full force and operation through
August 31, 1994.


          Effective
September 1, 1994, the Prior Plan was renamed the Curtiss-Wright
Corporation Retirement Plan (the “Plan”) and was amended and restated in its
entirety (the “September 1, 1994 Restatement”). Also effective
September 1, 1994, the Metal Improvement Company, Inc. Retirement
Income Plan and the Curtiss-Wright Flight Systems/Shelby, Inc. Contributory
Retirement Plan were merged into the Plan. The September 1, 1994
Restatement included special effective dates for certain provisions thereof, in
accordance with the requirements of the Tax Reform Act of 1986, the Omnibus
Budget Reconciliation Act of 1986, the Omnibus Budget Reconciliation Act of
1987, the Technical and Miscellaneous Revenue Act of 1988, the Omnibus Budget
Reconciliation Act of 1989, the Unemployment Compensation Amendments of 1992,
the Omnibus Budget Reconciliation Act of 1993 and regulations and rulings
thereunder. Subsequent to the September 1, 1994 Restatement, the Plan
was amended from time to time.


          Effective
January 1, 2001, the Plan was amended and restated in its entirety
(the “January 1, 2001 Restatement”), and included special effective
dates for certain provisions thereof, in accordance with the requirements of
the Uruguay Round Agreements Act, the Uniformed Services Employment and
Reemployment Rights Act of 1994, the Small Business Job Protection Act of 1996,
the Taxpayer Relief Act of 1997, the Internal Revenue Service Restructuring and
Reform Act of 1998, the Community Renewal Tax Relief Act of 2000, or the
Economic Growth and Tax Relief Reconciliation Act of 2001 and regulations and
rulings thereunder. Subsequent to the January 1, 2001 Restatement,
the Plan has been amended from time to time.


          Effective
January 1, 2007 the Curtiss Wright Electro-Mechanical Division
Pension Plan was merged into the Plan, and is now designated as the EMD
Component of the Plan.


          The
Company hereby amends and restates the Plan in its entirety, effective as of
January 1, 2010; provided, however, that the effective date of any
provision or provisions of the Plan shall, to the extent required by specific
provisions of the Plan, the Economic Growth and Tax Relief Reconciliation Act
of 2001 (with technical corrections made by the Job Creation and Worker
Assistance Act of 2002), the Pension Funding Equity Act of 2004, the American
Jobs Creation Act of 2004, the Pension Protection Act of 2006, the Heroes
Earnings Assistance and Relief Tax Act of 2008 and the Worker, Retiree, and
Employer Recovery Act of 2008.







2


          Until
the applicable effective dates of the provisions of the Plan as hereby amended
and restated, the January 1, 2001 Restatement shall continue in full
force and effect and its provisions shall be amended and restated as of the
applicable effective dates described herein, without any termination or gap or
lapse in time or effect.


          The amount
of benefits, forms of benefit, benefits payable upon a Participant’s death, and
commencement of benefits for Participants who are non-union employees are set
forth in Articles 4, 5, 6, 7, and 8. The amount of
benefits, benefits payable upon death, and commencement of benefits for
Participants who are union employees are set forth in Article 9.






3


ARTICLE 1: DEFINITIONS 


	
  

 	
  

 	
  

 
	
 Wherever used herein, the following terms shall have the following
 meanings unless the context otherwise requires:

 
	
  

 	
  

 	
  

 
	
 1.01

 	
  “Actuarial
 Equivalent” means the value determined on the basis of applicable factors set
 forth below, or as otherwise specifically set forth in the Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 All lump sums other than those attributable to the Cash Balance
 Account that are paid to participants after age fifty-five (55), regardless
 of whether the participant terminated prior to age fifty-five (55), will use
 an immediate annuity factor times the early retirement factor at that age.
 All lump sums other than those attributable to the Cash Balance Account paid
 before age fifty-five (55) will use a deferred annuity factor deferred to age
 sixty-five (65). For calculating the Cash Balance Account, the Escalating
 Annuity Benefit is adjusted to payment age as described in Articles 4.07(b)
 and (c), multiplied by the complete expectation of life of the Participant,
 at the date of determination, based on the IRS Mortality Table.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For a non-escalating annuity that commences prior to Early Retirement
 Date, the 1983 GAM table for Males and Females with an eighty percent (80%)
 weighting on the male table’s q and a twenty percent (20%) weighting on the
 female table’s q. The interest rate is six percent (6%). The early retirement
 reduction factor will be based on benefit payments that would have commenced
 at age sixty-five (65), reduced without subsidy to an age below fifty-five
 (55).

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For calculating Joint & Survivor reduction factors which are
 applied to a Life Annuity benefit, the applicable mortality table and
 interest rate shall be the mortality table derived by using a fixed blend of
 fifty percent (50%) of the male mortality rates and fifty percent (50%) of
 the female mortality rates from the 1983 Group Annuity Mortality Table with
 ages set forward two (2) years for participants and ages set back one (1)
 year for beneficiaries and an interest rate of seven percent (7%).

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 For calculating lump sum factors for benefits other than escalating
 benefits, converting the Cash Balance Account into an immediate level
 annuity, deriving the employee annuity associated with employee contributions
 with interest at a specified date, the applicable mortality table and
 interest rate shall be the IRS Mortality Table and the IRS Interest Rate. 

 
	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 All lump sums that are paid to participants will use an immediate
 annuity factor times the early retirement factor at that age. The early
 retirement factor for benefits commencing prior to age 55 for the
 non-escalating annuity benefit is actuarially reduced from age 65 using the
 IRS Interest Rate and the IRS Mortality Table. For the escalating annuity
 benefit, early retirement factors for all ages are actuarially reduced, as
 described in Article 4.07(b) and (c).

 
	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 For converting an amount payable as an escalating annuity to a lump
 sum, the amount of the annuity shall be multiplied by the complete
 expectation of life of the Participant, at the date of determination, based
 on the IRS Mortality Table. For converting an amount payable as an escalating
 annuity to any other form of 

 









4


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 benefit, the amount shall first be converted to a lump sum as above,
 the lump sum shall be converted to an immediate single life annuity using
 whatever factors are then otherwise used in the Plan to convert annuities to
 lump sums, and the single life annuity will be converted to any other form of
 annuity using whatever factors are otherwise used in the Plan to convert
 single life annuities to other forms of annuities.

 
	
  

 	
  

 	
  

 
	
  

 	
 (g)

 	
 Notwithstanding the foregoing, in calculating the amount of a lump
 sum payment with an Annuity Starting Date on or after
 January 1, 2008, in no event shall the lump sum payment be less than
 the lump sum amount determined on the basis of the IRS Interest Rate and the
 IRS Mortality Table in accordance with the terms of the Plan as in effect on
 December 31, 2007.

 
	
  

 	
  

 	
  

 
	
 1.02

 	
  “Administrative Committee” shall mean the person(s)
 appointed by the Company to act on behalf of the Company as the sponsor and
 “named fiduciary” (within the meaning of Section 402(a)(2) of ERISA), as
 appropriate, with respect to Plan administrative matters. When performing any
 activity or exercising any authority under the provisions of the Plan, the
 Administrative Committee shall be deemed to act solely on behalf of the
 Company, and not in an individual capacity.

 
	
  

 	
  

 
	
 1.03

 	
 “Affiliated Company” means any company not participating in
 the Plan which is a member of a controlled group of corporations, as defined
 in Section 414(b) of the Code, which also includes as a member the Company;
 any trade or business under common control, as defined in Section 414(c) of
 the Code, with the Company; any organization, whether or not incorporated,
 which is a member of an affiliated service group, as defined in Section
 414(m) of the Code, which includes the Company; and any other entity required
 to be aggregated with the Company pursuant to regulations under Section
 414(o) of the Code. Notwithstanding the foregoing sentence, for purposes of
 Article 6.10 and Article 1.25, the definitions in Sections 414(b) and (c) of
 the Code shall be modified as provided in Section 415(h) of the Code.

 
	
  

 	
  

 
	
 1.04

 	
  “Age” means the age attained by a
 Participant, expressed in years and months.

 
	
  

 	
  

 
	
 1.05

 	
  “Annuity Starting Date” means the first day of the period
 for which an amount is payable as an annuity or, if a benefit is not payable
 in the form of an annuity, the first day on which all events have occurred
 which entitle the Participant to such benefit. The Annuity Starting Date for
 a Participant receiving payments under the provisions of Article 9.02(c)
 shall be his Normal Retirement Date.

 
	
  

 	
  

 
	
 1.06

 	
  “Average Compensation” means the average of a
 Participant’s Compensation over the sixty (60) consecutive months within the
 last one hundred twenty (120) months which produces the highest average. If
 the Participant has less than sixty (60) months of Service, Compensation is
 averaged over the Participant’s months of Service from the date of his
 employment to his date of termination of employment. Average Compensation
 shall be determined in accordance with such uniform rules uniformly
 applicable to all employees similarly situated as shall be prescribed by the
 Administrative Committee.

 
	
  

 	
  

 
	
  

 	
 With respect to
 any Participant who is rehired by the Company after January 31, 2010,
 the Average Compensation of such Participant for purposes of calculating his
 or her Normal Retirement Benefit in accordance with Article 6.01 shall be
 frozen as of his or 

 









5


	
  

 	
  

 	
  

 
	
  

 	
 her previous termination of employment date. Notwithstanding the
 preceding sentence, a rehired Participant’s Compensation earned after rehire
 after January 31, 2010 will be taken into considerations when
 calculated his or her pay based credits in accordance with Article 4.02.

 
	
  

 	
  

 
	
 1.07

 	
  “Beneficiary” means the individual or entity
 designated as such by a Participant pursuant to the Plan or otherwise
 entitled to receive any payment pursuant to the Plan upon the death of the
 Participant. If with respect to any payment no individual or entity has been
 designated by a Participant, or no designated Beneficiary survives the
 Participant, the Participant’s Beneficiary shall be (a) the Participant’s
 surviving Spouse, if living at the time of such payment; or in default
 thereof (b) the Participant’s estate.

 
	
  

 	
  

 
	
 1.08

 	
  “Board of
 Directors” means the Board of Directors of the Company.

 
	
  

 	
  

 
	
 1.09

 	
  “Casual Employee” means an Employee who, under the
 Company’s generally applicable payroll and human resources practices,

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 is hired for an assignment of a limited nature and duration, which
 shall not exceed 90 days; and

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 is classified as being in inactive status upon the completion of an
 assignment, subject to recall for another assignment of limited nature and
 duration.

 
	
  

 	
  

 	
  

 
	
 1.10

 	
  “Code” means the Internal Revenue Code of
 1986, as amended from time to time, and the corresponding provisions of any
 subsequently enacted Federal tax laws.

 
	
  

 	
  

 
	
 1.11

 	
  “Company” means Curtiss-Wright Corporation,
 including any affiliate or subsidiary of the Company which shall adopt this
 Plan for its employees, with the approval of the Company, and any other
 corporation, partnership, business association or proprietorship which shall
 have assumed in writing the obligations of the Plan and Trust, with the
 approval of the Company, including any successor as a result of a statutory
 merger, purchase of assets or any other form of reorganization of the
 business of the Company.

 
	
  

 	
  

 
	
 1.12

 	
  “Compensation” means, except as defined in Article
 6.12(b), all of each Participant’s regular or base salary or wages, including
 overtime pay, commissions and payments under the Company’s incentive
 compensation plans or bonus plans.

 
	
  

 	
  

 
	
  

 	
 Compensation shall include only that Compensation which is actually
 paid to the Participant during the applicable period, provided, however,
 payments under the Company’s cash based incentive compensation plans and for
 accrued vacation pay shall be taken into account in the periods to which such
 payments relate. Except as provided elsewhere in this Plan, the applicable
 period shall be the Plan Year. Effective January 1, 2009,
 Compensation shall also include “differential wage payments” pursuant to the
 Heroes Earnings Assistance and Relief Tax Act of 2008. 

 
	
  

 	
  

 
	
  

 	
 Compensation shall also include any amount which is contributed by
 the Company pursuant to a salary reduction agreement and which is not
 includable in the gross income of the Employee under a “qualified cash or
 deferred arrangement,” as defined in Section 401(k) of the Code, or under a
 “cafeteria plan,” as defined in Section 125 of the Code, or under a qualified
 transportation fringe as defined in Section 132(f) of the Code. Compensation
 shall also include any amount that would have been payable to the 

 









6


	
  

 	
  

 	
  

 
	
  

 	
 Employee but for a deferral election made by the Employee under the
 Curtiss-Wright Corporation Executive Deferred Compensation Plan, which amount
 shall be deemed to have been paid at the time at which it would have been
 paid in the absence of such election, provided, however, that no amount shall
 be included in an Employee’s Compensation pursuant to this sentence if the
 inclusion of such amount would cause the Plan to fail to comply with any
 nondiscrimination provision of the Code.

 
	
  

 	
  

 	
  

 
	
  

 	
 For Plan Years beginning on or after January 1, 2002, the
 annual compensation of each Participant taken into account under the Plan
 shall not exceed $200,000, as adjusted for cost-of-living increases in
 accordance with Section 401(a)(17)(B) of the Code. In determining benefit
 accruals in Plan Years beginning on or after January 1, 2002, the
 annual compensation limit described in this paragraph shall be taken into
 account, for determination periods beginning before January 1, 2002.

 
	
  

 	
  

 
	
  

 	
 For Plan Years beginning on or after January 1, 1994 and
 prior to January 1, 2002, the annual Compensation of each Employee taken
 into account under the Plan shall not exceed the OBRA ’93 annual
 compensation limit. The OBRA ’93 annual compensation limit is $150,000,
 as adjusted by the Commissioner for increases in the cost of living in
 accordance with Section 401(a)(17)(B) of the Code. The cost-of-living
 adjustment in effect for a calendar year applies to any period, not exceeding
 twelve (12) months, over which compensation is determined (determination
 period) beginning in such calendar year.

 
	
  

 	
  

 
	
  

 	
 For Plan Years beginning on or after January 1, 1994 and
 prior to January 1, 2002, (i) any reference in this Plan to the
 limitation under Section 401(a)(17) of the Code shall mean the OBRA ’93
 annual compensation limit set forth in this provision; and (ii) if
 Compensation for any Plan Year beginning before January 1, 1994 is taken
 into account in determining an Employee’s contributions or benefits for the
 current year, the compensation for such prior year is subject to the
 applicable annual compensation limit in effect for that prior year. 

 
	
  

 	
  

 
	
  

 	
 Effective on and after January 1, 1989 and before
 January 1, 1994, Compensation taken into account for any purpose
 under the Plan, including the determination of Average Compensation, shall
 not exceed $200,000 per year. As of January 1 of each calendar year on
 and after January 1, 1990 and before January 1, 1994, the
 applicable limitation as determined by the Commissioner of Internal Revenue
 for that calendar year shall become effective as the limitation on
 Compensation to be taken into account under the Plan for such calendar year
 and all prior calendar years, in lieu of the $200,000 limitation set forth
 above, or as previously adjusted.

 
	
  

 	
  

 
	
  

 	
 Special Provisions applicable under Prior Plan:

 






	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, however,
 subject to any limitations imposed under Section 401(a)(17) of the Code,
 effective for periods prior to September 1, 1994, Compensation
 shall mean:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 for each calendar month prior to July 1, 1970, 1/12th of
 his basic salary (on an annual basis) in effect at the beginning of each Plan
 Year; and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 for each calendar month after June 30, 1970, 1/12th of the
 sum of his basic salary (on an annual basis) in effect at the beginning of
 each Plan 

 









7


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Year, plus any cash payments he received in the prior Plan Year under
 the Company’s Modified Incentive Compensation Plan;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 and shall remain constant throughout each particular Plan Year
 (except for the effect on the last half of the 1970 Plan Year of cash
 payments received in 1969 under the Company’s Modified Incentive Compensation
 Plan) regardless of increases or decreases in actual salary. In the case of
 an Employee not eligible to participate under the Plan at the beginning of a
 Plan Year, his Compensation for the remaining months of that Plan Year shall
 be 1/12th of his basic salary (on an annual basis) in effect on his
 eligibility date.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes only of subparagraphs 3(c)(i)(B) of Article III of the
 Prior Plan, Compensation means:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 prior to July 1, 1970, the basic salary or basic wages
 actually paid to the Employee in the particular Plan Year;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 after June 30, 1970, the basic salary or basic wages plus
 cash payments under the Company’s Modified Incentive Compensation Plan
 actually paid to the Employee in the particular Plan Year; and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 after July 1, 1982, basic salary, basic wages or
 compensation received under either the Company’s Modified Incentive
 Compensation Plan or the Metal Improvement Company bonus plan shall not be
 considered under this Plan as reduced on account of any deferral or
 contribution which is made pursuant to the Curtiss-Wright Corporation
 Deferred Compensation Plan (a tax qualified defined contribution plan,
 subsequently renamed the Curtiss-Wright Corporation Savings and Investment
 Plan, herein, “the Savings Plan”). Basic salary, basic wages or Compensation
 received under either the Company’s Modified Incentive Compensation Plan or
 the Metal Improvement Company bonus plan shall be calculated as if no
 deferral or contributions were made to the Savings Plan.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 “Basic salary or basic wages” of an Employee means his basic salary
 or basic wages only, and shall in no case include any amounts paid to him as
 overtime, bonuses, deferred compensation or additional compensation of any
 sort.

 
	
  

 	
  

 	
  

 
	
 1.13

 	
  “Covered Compensation” means, for any Participant, the
 average of the taxable wage bases in effect under Section 230 of the Social
 Security Act for each year in the 35-year period ending with the year in
 which the Participant attains his Social Security Retirement Age. No increase
 in Covered Compensation shall decrease a Participant’s Accrued Benefit under
 the Plan. In determining a Participant’s Covered Compensation for any Plan
 Year, the taxable wage base for the current Plan Year and any subsequent Plan
 Year shall be assumed to be the same as the taxable wage base in effect as of
 the beginning of the Plan Year for which the determination is made.

 
	
  

 	
  

 
	
 1.14

 	
  “Credited
 Service” means completed years and calendar months of employment and shall
 include the following:

 









8


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 All periods of employment of an Employee with the Company, and
 periods of employment with an Affiliated Company while such Affiliated
 Company is a participating employer in the Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 A period of Leave of Absence recognized under Article 2.03. 

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For periods on or after May 1, 1966 and before
 December 31, 1991, Credited Service of an Employee eligible to
 participate in this Plan shall include Service which would be creditable
 under the Curtiss-Wright Pension Plan for any periods of his employment not
 included as Credited Service under paragraphs (a) and (b) above.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 For a continuous period up to two years while an Employee is in
 receipt of Disability Payments as provided in Article 2.03(b).

 
	
  

 	
  

 	
  

 
	
  

 	
 Notwithstanding any provision in this Plan to the contrary, for
 purposes of determining Credited Service, an Employee shall be credited with
 a calendar month of Service for a month in which such Participant completes
 one (1) Hour of Service. This provision shall apply only in the month of hire
 and the month of separation of Service.

 
	
  

 	
  

 
	
  

 	
 Special Provisions applicable under Prior Plan

 
	
  

 	
  

 
	
  

 	
 For purposes of determining Credited Service for the Prior Plan, the
 following provisions shall apply:

 
	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Only Employees who were participants under the terms of the Prior
 Plan shall be entitled to Credited Service.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Credited Service shall mean completed years and calendar months of
 employment, including periods of employment with the Company or an Affiliated
 Company following his most recent date of hire preceding
 December 31, 1991.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Special Provisions applicable to Employees of Acquired Entities

 
	
  

 	
  

 
	
  

 	
 The Credited Service of Employees who were formerly employed by
 entities that were acquired by the Company shall be subject to the special
 rules set forth in Schedule J.

 
	
  

 	
  

 
	
 1.15

 	
  “Disability Payments” means payments received under
 the Company’s long-term or short-term disability plans, payments received
 under the workers’ compensation law (excluding statutory payments for loss of
 any physical or bodily member such as a leg, arm or finger), or solely with
 respect to an Employee who is not covered by the Company’s long-term
 disability plan, payments of a Social Security disability pension received on
 account of a disability incurred while an Employee.

 
	
  

 	
  

 
	
 1.16

 	
  “Early
 Retirement Date” means the date on which a Participant has attained
 at least age fifty-five (55) and completed at least five (5) Years of
 Credited Service, or three (3) Years of Credited Service, effective
 January 1, 2008.

 









9


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 A Participant who terminates employment after satisfying the service
 requirement for Early Retirement and who thereafter reaches the age
 requirement contained herein shall be entitled to receive his benefits
 pursuant to Article 6.03 of the Plan.

 
	
  

 	
  

 
	
 1.17

 	
  “Effective
 Date” The original effective date of the Prior Plan was
 May 1, 1953. The effective date of this amendment and restatement
 of the Plan is January 1, 2010, except as otherwise provided herein, or
 as required by applicable law.

 
	
  

 	
  

 
	
 1.18

 	
  “Employee” means any person employed by the
 Company who receives compensation other than a pension, severance pay,
 retainer, or fee under contract but excluding:

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Any Leased Employee; and 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Any person deemed to be an independent
 contractor by the Company and paid by the Company in accordance with its
 practices for the payment of independent contractors, including the provision
 of tax reporting on Internal Revenue Service Form 1099, notwithstanding
 any subsequent reclassification of such person for any purpose under the
 Code, whether agreed to by the Company or adjudicated under applicable law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 The term “employee,” as used in the Plan,
 means any individual who is employed by the Company or an Affiliated Company
 as a common law employee of the Company or an Affiliated Company, regardless
 of whether the individual is an “Employee,” and any Leased Employee.

 
	
  

 	
  

 
	
 1.19

 	
  “ERISA” means the Employee Retirement
 Income Security Act of 1974, as amended from time to time, and the
 corresponding provisions of any subsequently enacted pension laws.

 
	
  

 	
  

 
	
 1.20

 	
  “Fiduciary” means any person that exercises
 any discretionary authority or discretionary control respecting the
 management or disposition of Plan assets or renders any investment advice for
 a fee or other compensation or exercises any discretionary authority or
 responsibility for the administration of the Plan.

 
	
  

 	
  

 
	
 1.21

 	
  “Highly
 Compensated Employee” means, for a Plan Year, any employee of the Company
 or an Affiliated Company (whether or not eligible for membership in the Plan)
 who:

 
	
  

 	
  

 
	
  

 	
  

 	
 (a)

 	
 was a 5 percent owner of the Company (as defined in Section 416(i) of
 the Code) for such Plan Year or the prior Plan Year, or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (b)

 	
 for the preceding Plan Year received remuneration (as defined in
 Article 6.10(b)) in excess of $80,000, and, pursuant to the Company’s
 top-paid group election, was among the highest 20 percent of employees
 of the Company for the preceding Plan Year when ranked by remuneration paid
 for that year and excluding, for the purpose of such determination, employees
 described in Section 414(q)(5) of the Code. The $80,000 dollar amount in
 the preceding sentence shall be adjusted from time to time for cost of living
 in accordance with Section 414(q) of the Code.

 









10


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Notwithstanding the foregoing, employees who are nonresident aliens
 and who receive no earned income from the Company or an Affiliated Company
 which constitutes income from sources within the United States shall be
 disregarded for all purposes of this Article 1.21.

 
	
  

 	
  

 
	
  

 	
 The Company’s top-paid group election, shall be used consistently in
 determining Highly Compensated Employees for determination years of all
 employee benefit plans of the Company and Affiliated Companies for which
 Section 414(q) of the Code applies (other than a multiemployer plan) that
 begin with or within the same calendar year, until such election is changed by
 Plan amendment in accordance with IRS requirements. 

 
	
  

 	
  

 
	
  

 	
 The provisions of this Article 1.21 shall be further subject to such
 additional requirements as shall be described in Section 414(q) of the
 Code and its applicable regulations, which shall override any aspects of this
 Article 1.21 inconsistent therewith.

 
	
  

 	
  

 
	
  

 	
 “Highly Compensated Former Employee” means for a Plan Year any former
 employee of the Company or an Affiliated Company who had terminated
 employment prior to the Plan Year and who was a Highly Compensated Employee
 for either the year of termination or any Plan Year ending on or after the
 employee’s 55th birthday.

 
	
  

 	
  

 
	
 1.22

 	
  “Hour of
 Service” means:

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Each hour for which an Employee is paid, or entitled to payment, for
 the performance of duties for the Company. These hours will be credited to
 the Employee for the computation period in which the duties are performed;
 and

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Each hour for which an Employee is paid, or entitled to payment, by
 the Company on account of a period of time during which no duties are
 performed (irrespective of whether the employment relationship has
 terminated) due to vacation, holiday, illness, incapacity (including
 disability), layoff, jury duty, military duty, or Leave of Absence. No more
 than five hundred one (501) Hours of Service will be credited under this
 paragraph for any single continuous period (whether or not such period occurs
 in a single computation period); and

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Each hour for which back pay, irrespective of mitigation of damages,
 is either awarded or agreed to by the Company. The same Hours of Service will
 not be credited both under paragraph (a) or paragraph (b), as the case may
 be, and under this paragraph (c). These hours will be credited to the
 Employee for the computation period or periods to which the award or
 agreement pertains rather than the computation period in which the award,
 agreement or payment is made.

 
	
  

 	
  

 	
  

 
	
  

 	
 Hours of Service will also be credited for any individual considered
 an Employee for purposes of this Plan under Section 414(n) or (o) of the Code
 and the regulations thereunder.

 
	
  

 	
  

 
	
  

 	
 Notwithstanding any provision in this Plan to the contrary, Hours of
 Service shall not be credited for severance pay.

 
	
  

 	
  

 
	
  

 	
 The Hours of Service credited shall be
 determined as required by Section 2530.200b-2(b) and (c) of the Labor
 Regulations.

 









11


	
  

 	
  

 	
  

 	
  

 
	
 1.23

 	
  “IRS Interest Rate” means, effective January 1, 2008, the annual rate of interest prescribed under
 Section 417(e)(3)(C) of the Code (as in effect on and after the first day of
 the 2008 Plan Year), as determined for the first full calendar month
 preceding the applicable Stability Period. For Plan Years beginning before January 1, 2008, IRS Interest Rate means the annual rate of
 interest on 30-year Treasury Securities as specified by the Commissioner of
 Internal Revenue for the first full calendar month preceding the applicable
 Stability Period, which rate is the interest rate published in Federal
 Reserve release H.15, or its successor, as the average yield on a 30-year
 Treasury Constant Maturities for said month.

 
	
  

 	
  

 
	
 1.24

 	
  “IRS Mortality
 Table”
 means, effective January 1, 2008, the mortality table prescribed in
 Section 417(e)(3)(B) of the Code (as in effect on and after the first day of
 the 2008 Plan Year). However, when determining the amount of a benefit with
 an Annuity Starting Date prior to January 1, 2008 and on or after
 December 31, 2002, the IRS Mortality Table means the mortality
 table prescribed by Revenue Ruling 2001-62.

 
	
  

 	
  

 
	
 1.25

 	
  “Leased
 Employee” means any person (other than a
 common law employee of the Company) who, pursuant to an agreement between the
 Company and any other person (“leasing organization”), has performed services
 for the Company or any related persons determined in accordance with Section
 414(n)(6) of the Code on a substantially full-time basis for a period of at
 least one year and such services are performed under the primary direction of
 or control by the Company. In the case of any person who is a Leased
 Employee before or after a period of service as an Employee, the period
 during which he has performed services as a Leased Employee for the Company
 or Affiliated Company shall be counted solely for purposes of determining
 eligibility to participate in the Plan and vesting in the Plan to the extent
 such service would be recognized for other Employees; however, the Leased
 Employee shall not, by reason of that status, become a Participant in the
 Plan or accrue any benefit under the plan for the period during which he was
 a Leased Employee.

 
	
  

 	
  

 
	
 1.26

 	
  “Leave of
 Absence” means any leave of absence which may be granted by the Company in
 accordance with reasonable standards and policies uniformly observed and
 consistently applied and may include, by way of illustration and not
 limitation, leaves of absence granted because of illness of the Employee or
 of his family members, but shall specifically exclude any period during which
 the Employee is in receipt of Disability Payments.

 
	
  

 	
  

 
	
 1.27

 	
  “Life
 Annuity” means, for other than the Escalating Annuity Benefit, a benefit
 payable in equal monthly amounts for the life of the annuitant and ceasing
 with the payment made on the first day of the month in which the annuitant
 dies, or, for the Escalating Annuity Benefit, the benefit form described in
 the second paragraph of Article 4.01.

 
	
  

 	
  

 
	
 1.28

 	
  “Limitation
 Year”
 means the Plan Year.

 
	
  

 	
  

 
	
 1.29

 	
  “Maternity/Paternity
 Leave” means a temporary cessation from active employment with the Company or
 with any Affiliated Company, for any of the following reasons:

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 the pregnancy of the Employee;

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the birth of a child of the Employee;

 









12


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 the placement of a child with the Employee in connection with the
 adoption of such child by the Employee; or

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 the caring for such child for a period beginning immediately
 following such birth or placement; provided, however, that in order for an
 Employee’s absence to qualify as a Maternity/Paternity Leave of Absence, the
 Employee must furnish the Administrative Committee in a timely manner, with
 such information and documentation as the Administrative Committee may
 reasonably request to establish that the absence from work is for reasons
 referred to above and the number of days for which there was such absence.

 
	
  

 	
  

 	
  

 
	
 1.30

 	
  “Normal
 Retirement Age” means the later of:

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 the date a Participant attains age sixty-five (65); or

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the fifth (5th) anniversary (the third (3rd) anniversary effective
 January 1, 2008) of the date as of which the Participant commenced
 employment.

 
	
  

 	
  

 	
  

 
	
  

 	
 A Participant shall become fully vested in his Normal Retirement
 Benefit upon attaining his Normal Retirement Age.

 
	
  

 	
  

 
	
 1.31

 	
  “Normal
 Retirement Date” means the first day of the month coinciding with
 or next following the Participant’s Normal Retirement Age.

 
	
  

 	
  

 
	
 1.32

 	
  “Participant” means a person who meets the requirements
 of Article 2, 9 or 10 for participation in the Plan, including a former
 Participant.

 
	
  

 	
  

 
	
 1.33

 	
  “Plan” means the Curtiss-Wright
 Corporation Retirement Plan, as set forth herein and as it may be amended.

 
	
  

 	
  

 
	
 1.34

 	
  “Plan Year” means the calendar year:

 
	
  

 	
  

 
	
 1.35

 	
  “Prior Plan” means Curtiss-Wright Contributory
 Retirement Plan, established on May 1, 1953, and which was in full
 force and operation through August 31, 1994.

 
	
  

 	
  

 
	
 1.36

 	
  “Qualified Joint and Survivor Annuity”
 means
 an immediate annuity for the life of the Participant with a survivor annuity
 for the life of the Spouse, which is equal to one-half of the amount which is
 payable during the joint lives of the Participant and the Spouse, and which
 is the amount of benefit which can be purchased with the actuarial equivalent
 of the Participant’s vested retirement benefit.

 
	
  

 	
  

 
	
 1.37

 	
  “Service” means all periods of employment
 with the Company. The period of employment begins when a Participant first
 completes one (1) Hour of Service and ends on the earlier of the date the
 Employee resigns, is discharged, retires, dies or, if the Employee is absent
 for any other reason, on the first anniversary of the first day of such
 absence (with or without pay) from the Company. If an Employee is absent for
 any reason and returns to the employ of the Company before incurring a
 One-Year Break in Service, he will receive credit for his period of absence
 up to a maximum of twelve (12) months. Service subsequent to a One-Year Break
 in Service will be credited as a separate period of employment.

 









13


	
  

 	
  

 	
  

 	
  

 
	
 1.38

 	
  “Social
 Security Retirement Age” means age 65 with respect to a Participant who was
 born before January 1, 1938; age 66 with respect to a Participant
 who was born after December 31, 1937 and before
 January 1, 1955; and age 67 with respect to a Participant who was
 born after December 31, 1954.

 
	
  

 	
  

 
	
 1.39

 	
  “Spouse” means a person of the opposite
 sex of the Participant who is the Participant’s husband or wife as provided
 in the Defense of Marriage Act of 1996, and any former Spouse to the extent
 provided under a qualified domestic relations order as described in Section
 414(p) of the Code (“QDRO”). 

 
	
  

 	
  

 
	
 1.40

 	
  “Stability
 Period” means the Plan Year in which occurs the Annuity
 Starting Date for the distribution.

 
	
  

 	
  

 
	
 1.41

 	
  “Temporary Employee” means an Employee who, under the
 Company’s generally applicable payroll and human resources practices,

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 is hired for a specific assignment of limited scope that will have a
 duration of at least 90 days; and

 
	
  

 	
 (b)

 	
 is hired subject to the condition that he will be terminated upon
 completion of such specific assignment.

 
	
  

 	
  

 	
  

 
	
 1.42

 	
  “Trust” means the trust created by the
 Trust Agreement.

 
	
  

 	
  

 
	
 1.43

 	
  “Trust
 Agreement” means the agreement entered into with a bank or trust company
 establishing the Trust under the Plan for the purpose of holding
 contributions under the Plan and for the payment of benefits under the Plan,
 as such agreement may be amended from time to time.

 
	
  

 	
  

 
	
 1.44

 	
  “Trust Fund” means the assets of the Trust.

 
	
  

 	
  

 
	
 1.45

 	
  “Trustee” means the person or persons
 acting as trustee or trustees hereunder at any time or from time to time. A
 Trustee shall be deemed to be a “named fiduciary” pursuant to Section
 402(a)(1) of ERISA.

 
	
  

 	
  

 
	
 1.46

 	
  “Vesting Year
 of Service” means any Plan Year during which the Employee is credited with at
 least one thousand (1,000) Hours of Service. Vesting Years of Service shall
 include all Years of Service determined as of August 31, 1994, for
 which such Employee received a Year of Service for vesting purposes under the
 terms of the Prior Plan, or under the terms of either the Metal Improvement
 Company Retirement Income Plan or the Curtiss-Wright Flight Systems/Shelby,
 Inc. Retirement Plan. If the Company maintains the Plan of a predecessor
 employer, Service with such employer will be treated as Service for the
 Company.

 
	
  

 	
  

 
	
  

 	
 Special Provisions applicable to Employees of Acquired Entities

 
	
  

 	
  

 
	
  

 	
 The Vesting Years of Service of Employees who were formerly employed
 by entities that were acquired by the Company shall be subject to the special
 provisions set forth in Schedule J.

 
	
  

 	
  

 
	
 1.47

 	
  “Year of
 Eligibility Service” means, with respect to any Employee, the 12-month
 period of employment with the Company or any Affiliated Company, whether or
 not as 

 









14


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 an Employee, beginning on the date he first completes an Hour of
 Service upon hire or rehire, or any Plan Year beginning after that date, in
 which he first completes at least 1,000 Hours of Service.

 
	
  

 	
  

 
	
 1.48

 	
  “Year of
 Credited Service” means each year with the Company with respect to
 which benefits are treated as accruing on behalf of the Participant for such
 year pursuant to Article 1.14 of the Plan.

 
	
  

 	
  

 
	
 1.49

 	
  “Year of
 Service” means, unless otherwise indicated, twelve (12) consecutive months of
 Service.

 













15


ARTICLE 2: ELIGIBILITY


	
 

	
 

	
 

	
 


	
2.01

	
Eligibility for Participation.


	
 

	
 

	
 

	
 


	
 

	
(a)

	
Any nonrepresented Employee and any represented Employee whose union
has negotiated a benefit under this Plan, not described in this paragraph
(a), shall be eligible to participate in the Plan as of the date he completes
his Year of Eligibility Service, provided that he then satisfies the
following eligibility requirements:


	
 

	
 

	
 

	
 


	
 

	
 

	
(i)

	
He shall be a salaried or hourly Employee; and


	
 

	
 

	
 

	
 


	
 

	
 

	
(ii)

	
He shall either be employed by the Company in the United States, or,
if he is in the employ of a participating subsidiary and/or constituent
corporation now or hereafter organized under the laws of a country, or
political subdivision thereof, foreign to the United States of America, he
shall be a citizen of the United States of America.


	
 

	
 

	
 

	
 


	
 

	
 

	
Notwithstanding any provision hereof to the contrary, an Employee who
is hired or rehired after January 31, 2010 (or any Employee
acquired by the Company or an Affiliated Company after
January 31, 2010) shall not be eligible to accrue benefits under
Article 6 of the Plan. Such Employee shall be eligible to accrue benefits
under Article 4 of the Plan, and any other benefits not specifically excluded
in the preceding sentence.


	
 

	
 

	
 


	
 

	
(b)

	
In addition to the above, any nonrepresented Employee and any
represented Employee whose union had negotiated a benefit under this Plan,
employed by the Company as of September 1, 1994, became a
Participant under this Plan as of September 1, 1994.


	
 

	
 

	
 


	
 

	
(c)

	
Special Provisions applicable to Employees of Acquired Entities: The eligibility of Employees who
were formerly employed by entities that were acquired by the Company and
Employees who are employed at facilities or operations that were acquired by
the Company subsequent to the acquisition thereof, and the Vesting Years of
Service of Employees who were formerly employed by entities that were
acquired by the Company shall be subject to the special rules set forth in
Schedule J.


	
 

	
 

	
 


	
 

	
(d)

	
Notwithstanding any provision hereof to the contrary, an Employee who
is classified as a Casual Employee or as a Temporary Employee shall not be
eligible to become a Participant in the Plan even in the event that such
Casual Employee or Temporary Employee shall work 1,000 hours for the Company.


	
 

	
 

	
 


	
 

	
(e)

	
Notwithstanding any provision herein foregoing, effective
February 1, 2010, any Employee who was (1) a Participant in the Plan;
(2) accruing benefits under the provisions of Article 6; and (3) was on an
approved Leave of Absence before February 1, 2010 shall continue to
be eligible to accrue benefits under the provisions of Article 6 if he or she
returns from an approved Leave of Absence after January 31, 2010
and satisfies either (i) or (ii) below:












16


	
 

	
 

	
 

	
 


	
 

	
 

	
(i)

	
if the Leave of Absence was as a result of military service, the
Employee must return to the Company while his reemployment rights were
protected by law.


	
 

	
 

	
 

	
 


	
 

	
 

	
(ii)

	
if the Leave of Absence was not covered under (i) above, the Employee
must return to the employ of the Company on or before the expiration of the
Leave of Absence.


	
 

	
 

	
 

	
 


	
 

	
 

	
If the Employee does not satisfy either (i) or (ii) above, he or she
will not be eligible to accrue benefits under Article 6 of the Plan. He or
she shall be eligible to accrue benefits under Article 4 of the Plan and any
other benefits not specifically excluded in the preceding sentence.


	
 

	
 

	
 


	
 

	
(f)

	
An Employee who has transferred from an eligible to an ineligible
location under the provisions of Article 16(d)(i) will continue to accrue
benefits under the provisions of Article 6, even if such Employee
subsequently transfers to another location after January 31, 2010.


	
 

	
 

	
 


	
 

	
(g)

	
An Employee who has transferred from a represented position to a
nonrepresented position under the provisions of Article 16(d)(iii) after
January 31, 2010 shall not be eligible to accrue benefits in
accordance with the provisions of Article 6 on or after the date of such
transfer.


	
 

	
 

	
 


	
2.02

	
Break in Service. 


	
 

	
 


	
There are no Breaks in Service under the terms of this Plan. All
periods of employment shall be aggregated for the purpose of determining
whether an Employee has satisfied the requirements of Section 2.01.


	
 


	
2.03

	
Treatment of Periods of Military Service,
Disability and other Leaves of Absence.


	
 

	
 


	
 

	
(a)

	
Notwithstanding any provision hereof, a Participant’s Service, as
taken into account under the Plan for purposes of vesting and for purposes of
determining eligibility for and the amount of his retirement benefits
hereunder, in accordance with Articles 4, 6 and 9, shall include, to the
extent required by law, any period of absence from service with the Company
due to a period of service in the uniformed services of the United States
which occurs after the date the Participant meets the eligibility
requirements for membership in the Plan. If he shall have returned to the
service of the Company after having applied to return while his reemployment
rights were protected by law, the Participant shall be deemed to have earned
Compensation during the period of absence at the rate he would have received
had he remained employed as an Employee for that period or, if such rate is
not reasonably certain, on the basis of the Participant’s rate of
compensation during the 12-month period immediately preceding such period of
absence (or if shorter, the period of employment immediately preceding such
period).


	
 

	
 

	
 


	
 

	
(b)

	
In the event a Participant incurs a disability while an Employee and
becomes entitled to Disability Payments on account of such disability, the
Participant shall continue to accrue benefits under the provisions of
Articles 4 and 6 and shall 












17


	
 

	
 

	
 

	
 


	
 

	
 

	
continue to be credited with Vesting Years of Service for the period
he is in receipt of the Disability Payments, up to a maximum continuous
period of twenty-four months (including any applicable waiting period for
such Disability Payments provided that after the expiration of such waiting
period the Participant becomes entitled to Disability Payments). For purposes
of computing the benefit accrued by a Participant under this paragraph (b), a
Participant shall be deemed to have earned Compensation during the period he
is accruing a benefit under this paragraph (b) at the rate of Compensation he
was receiving immediately prior to the date he ceased active employment on
account of the disability. A Participant who is entitled to Disability
Payments and who is credited with at least five Vesting Years of Service
(three Vesting Years of Service effective January 1, 2008) may
elect at any time by written advance application to the Administrative
Committee to cease further accruals under the provisions of this paragraph
(b) and in lieu thereof to commence receipt of payments under the applicable
provisions of the Plan.


	
 

	
 

	
 

	
 


	
 

	
 

	
A Participant who made the election in the preceding sentence after
January 31, 2010 shall not be eligible to accrue benefits
determined in accordance with Article 6 if he or she is rehired after
January 31, 2010. A Participant, who is entitled to Disability
Payments and is rehired after January 31, 2010 with the Company,
before the end of the twenty-four month period described above, shall
continue to be eligible to accrue benefits under the Provisions of Article 6.
A Participant who is rehired after January 31, 2010, and after the end
of the twenty-four month period described above shall not be eligible to
accrue benefits under Article 6 of the Plan on or after such rehire date. He
or she shall be eligible to accrue benefits under Article 4 of the Plan and
any other benefits not specifically excluded in the preceding sentence.


	
 

	
 

	
 

	
 


	
 

	
(c)

	
Notwithstanding any provisions of the Plan to the contrary, an
Employee’s period of Leave of Absence not otherwise included under paragraph
(a) or (b) above, shall be included for purposes of determining vesting and
for purposes of determining the amount of his retirement benefits hereunder
in accordance with Articles 4, 6, and 9, provided that the Employee returns
to the employ of the Company at or before the expiration of the Leave of
Absence. If the Employee receives credit for service under the preceding
sentence, the Employee shall be deemed to have earned Compensation during the
Leave of Absence at the rate of pay he was receiving immediately prior to his
Leave of Absence.


	
 

	
 

	
 

	
 


	
 

	
(d)

	
Notwithstanding any provisions of the Plan to the contrary, an
Employee who dies or incurs a disability on or after
January 1, 2007 while performing qualified military service shall
be treated as if he returned to the service of the Company on the day
preceding his death or disability and terminated employment the following
day.












18


ARTICLE 3: COMPANY CONTRIBUTIONS


	
 

	
 

	
 

	
 


	
3.01

	
Amount. 


	
 

	
 


	
Effective September 1, 1994, no contribution shall be
required of any Participant as a condition of his participation in the Plan.
The Company shall contribute to the Plan, for each Plan Year at least the
amount, if any, necessary to satisfy the minimum funding requirements of the
Code for such Plan Year.


	
 


	
3.02

	
Payment. 


	
 

	
 


	
Company contributions for any Plan Year shall be paid in cash to the
Trustee no later than the date prescribed by Section 412 of the Code and the
regulations thereunder for meeting the minimum funding requirements for such
Plan Year.


	
 


	
3.03

	
Forfeitures. 


	
 

	
 


	
Any forfeitures arising under the Plan shall be used to reduce the
Company’s contribution.


	
 


	
3.04

	
Return of Company Contributions. 


	
 

	
 


	
A contribution made by the Company may be returned to the Company if:


	
 


	
 

	
(a)

	
the contribution is made by the reason of a mistake of fact, provided
such contribution is returned within one year of the mistaken payment; or


	
 

	
 

	
 


	
 

	
(b)

	
the contribution is conditioned on its deductibility for Federal
income tax purposes and such deduction is disallowed, provided such
contribution is returned within one year of the disallowance of the deduction
for Federal income tax purposes and provided further that each contribution
shall be deemed to be conditioned on its deductibility, unless otherwise
stated in writing by the Company); or


	
 

	
 

	
 


	
 

	
(c)

	
the contribution is made prior to the receipt of a determination
letter from the Internal Revenue Service as to the initial qualification of
the Plan under Section 401(a) of the Code and no favorable determination
letter is received; provided that any contribution made incident to that
initial qualification must be returned to the Company within one year after
the initial qualification is denied, but only if the application for
qualification is made by the time prescribed by law for filing the Company’s
return for the taxable year in which the Plan is adopted, or such later date
as the Secretary of the Treasury may prescribe.


	
 

	
 

	
 


	
The amount of any contribution which may be returned shall be reduced
to reflect its proportionate share of any net investment loss in the Trust
Fund. In the event paragraph (c) applies, the returned contribution may
include any net investment earnings or gains in the Trust Fund.












19


ARTICLE 4: CASH BALANCE ACCOUNT


	
 

	
 

	
 

	
 


	
4.01

	
Escalating Annuity Benefit and Cash Balance
Account. 


	
 

	
 

	
 

	
 


	
Effective September 1, 1994, an Escalating Annuity Benefit
shall be established and maintained for each Participant to which credits
shall be made pursuant to the provisions of this Article 4. The amount of
Escalating Annuity Benefit credited to any Participant shall be in addition
to any other benefits credited under this Plan. The lump sum value of a
Participant’s Escalating Annuity Benefit, determined in accordance with
Article 1.01, shall be referred to as his Cash Balance Account.


	
 

	
 

	
 

	
 


	
The normal form of retirement benefit for the Escalating Annuity
Benefit is a life annuity payable monthly, commencing at Normal Retirement
Date, under which the monthly benefit is automatically increased at the
beginning of each calendar year after benefit commencement. The percentage of
increase, or escalator, applicable to a calendar year is (i) for increases
prior to 1997, the applicable rate from Article 4.03(a), and (ii) for
increases after 1996, the 30-year Treasury Bond rate for December of the
prior year.


	
 

	
 

	
 

	
 


	
4.02

	
Pay Based Credits. 


	
 

	
 

	
 

	
 


	
There shall be credited to the Cash Balance Account of each
Participant three percent (3%) of the Participant’s Compensation earned
during that Plan Year, such amount being credited as of the first day of the
Plan Year.


	
 

	
 

	
 

	
 


	
4.03

	
Cost of Living Adjustment. 


	
 

	
 

	
 

	
 


	
For each Participant who has not commenced to receive his Escalating
Annuity Benefit, such benefit shall be increased in the manner described in
paragraph (b) below by a Cost of Living Adjustment determined in accordance
with paragraph (a) below, except that for active Participants beyond Normal Retirement
Age, (a) and (b) below will not apply and (c) below will apply:


	
 

	
 

	
 

	
 


	
 

	
(a)

	
The Cost of Living Adjustments shall be as follows:


	
 

	
 

	
 

	
 


	
 

	
 

	
(i)

	
6.880% for calendar year 1994; however, for the period from
September 1, 1994 to December 31, 1994, the equivalent
rate of 2.24266% is credited.


	
 

	
 

	
 

	
 


	
 

	
 

	
(ii)

	
8.688% for calendar year 1995.


	
 

	
 

	
 

	
 


	
 

	
 

	
(iii)

	
6.230% for calendar year 1996.


	
 

	
 

	
 

	
 


	
 

	
 

	
(iv)

	
6.550% for calendar year 1997.


	
 

	
 

	
 

	
 


	
 

	
 

	
(v)

	
for years subsequent to 1997, the 30-year Treasury Bond rate for
December of the prior year.


	
 

	
 

	
 

	
 


	
 

	
(b)

	
The Participant’s Escalating Annuity Benefit shall be increased at
the end of each Plan Year described in (a) above by an amount equal to the
Cost of Living 












20


	
 

	
 

	
 

	
 


	
 

	
 

	
Adjustment for such year multiplied by the Participant’s Escalating
Annuity Benefit on the first day of such year inclusive of the Pay Based
Credits allocated to such year under 4.02 above.


	
 

	
 

	
 


	
 

	
 

	
The amount of a Participant’s Escalating Annuity Benefit at any date
shall be the amount of the Benefit on the first day of the month containing
such date. The value of a Participant’s Escalating Annuity Benefit on the
first day of a month shall be determined by increasing the value of the
Benefit as of the first day of the Plan Year containing such month by any Pay
Based Credits earned in such year and then by multiplying the sum by a Cost
of Living Factor based on (a) above and the number of months from the
beginning of the year to the first day of the month of determination.


	
 

	
 

	
 


	
 

	
(c)

	
Participants who remain active employees beyond Normal Retirement Age
will not receive Cost of Living Adjustments in accordance with (a) and (b)
above, but will instead have their Escalating Annuity Benefits increased at
the end of each Plan Year by the 30-year Treasury Bond rate for December of
the prior year. If the amount of an Escalating Annuity Benefit is to be
determined as of a date other than the beginning or end of a Plan Year, the
rules of the second paragraph of (b) above shall be applied but using the
30-year Treasury Bond rate for December of the prior year in lieu of the
rates set forth in (a) above. Such increase will be in addition to any Pay
Based Credits earned under Article 4.02 above.


	
 

	
 

	
 


	
4.04

	
Vesting. 


	
 

	
 

	
 

	
 


	
The interest of a Participant in his Escalating Annuity Benefit shall
be vested in accordance with Article 5 of this Plan.


	
 

	
 

	
 

	
 


	
4.05

	
Distribution of Escalating Annuity Benefit
and Cash Balance Account.


	
 

	
 

	
 

	
 


	
 

	
(a)

	
A Participant shall be entitled to commence distribution of his
Escalating Annuity Benefit upon (i) retirement on his Normal Retirement Date
or Early Retirement Date, as the case may be, or (ii) the date he separates
from Service with the Company with a vested benefit.


	
 

	
 

	
 

	
 


	
 

	
(b)

	
A Participant’s Escalating Annuity Benefit shall be distributable
pursuant to a form of payment permissible under Article 7 as elected by the
Participant.


	
 

	
 

	
 

	
 


	
4.06

	
Death Benefit.


	
 

	
 

	
 

	
 


	
 

	
(a)

	
If a Participant who has an Escalating Annuity Benefit dies before
commencement of the payment of such Benefit, the Participant’s Beneficiary
shall receive an annuity that is the Actuarial Equivalent of the Escalating
Annuity Benefit, payable for the life of the Beneficiary. Payment of the
annuity shall commence on what would have been the Participant’s Normal
Retirement Date (or the first day of the month following his date of death,
if later), unless the Beneficiary elects earlier commencement.


	
 

	
 

	
 

	
 


	
 

	
(b)

	
In lieu of the annuity described in Article 4.06(a), a Beneficiary
may elect to receive the Participant’s Cash Balance Account in a single sum.
Payment shall 












21


	
 

	
 

	
 

	
 


	
 

	
 

	
be made at such time as the Beneficiary elects. In the event the
Beneficiary is the Participant’s estate, the death benefit shall
automatically be paid to the estate in one lump sum.


	
 

	
 

	
 

	
 


	
 

	
(c)

	
Subject to the spousal consent requirements of Article 8.01 of the
Plan, the Participant may, by written designation filed with the
Administrative Committee, designate one Beneficiary to receive payment under
this Article 4 and may rescind or change any such designation.


	
 

	
 

	
 

	
 


	
 

	
(d)

	
In the absence of spousal consent under Article 8.01, the Actuarial
Equivalent of any vested Escalating Annuity Benefit shall be paid to the
surviving Spouse as a single life annuity over the Spouse’s life. In no event
shall the amount of the annuity payable to the surviving Spouse be less than
the amount that would be payable under Article 8.01.


	
 

	
 

	
 

	
 


	
4.07

	
Amount of Escalating Annuity Benefits.


	
 

	
 


	
 

	
(a)

	
A Participant’s accrued benefit under this Article 4 as of any date
is his Escalating Annuity Benefit as of such date.


	
 

	
 

	
 

	
 


	
 

	
(b)

	
If the Participant’s benefit commences prior to Normal Retirement
Date, the amount of Escalating Annuity commencing at any earlier benefit
commencement date shall be the amount of his accrued Escalating Annuity
Benefit multiplied by an early retirement factor. For the purpose of this
Article 4.07 the early retirement factor shall be the ratio of 18.75 to the
complete expectation of life at the Participant’s age at benefit
commencement, such expectation being calculated using the IRS Mortality
Table.


	
 

	
 

	
 

	
 


	
 

	
(c)

	
If the Participant’s benefit commences on or after Normal Retirement
Date, the amount of Escalating Annuity commencing at any such benefit
commencement date shall be the amount of his accrued Escalating Annuity
Benefit multiplied by a late retirement factor. For the purpose of this
Article 4.07 the late retirement factor shall be the ratio of 18.75 to the
complete expectation of life at the Participant’s age at benefit
commencement, such expectation being calculated using the IRS Mortality
Table.


	
 

	
 

	
 

	
 


	
 

	
(d)

	
The lump sum value of the Escalating Annuity Benefit described in (b)
or (c) above shall be the Actuarial Equivalent of such Escalating Annuity
Benefit and any other form of annuity benefit shall be the Actuarial
Equivalent of the lump sum so determined. 


	
 

	
 

	
 

	
 


	
4.08

	
Supplemental Credits.


	
 

	
 

	
 

	
 


	
 

	
(a)

	
Supplemental Credits shall be provided in accordance with the
provisions of Schedule K 1.


	
 

	
 

	
 

	
 


	
 

	
(b)

	
For purposes of Article 4.03(b), the Supplemental Credits added to a
Participant’s Escalating Annuity Benefit in accordance with this Article 4.08
shall be treated in the same manner as the Pay Based Credits earned by the
Participant during the year in which such supplemental credits were added.












22


	
 

	
 

	
 

	
 


	
 

	
(c)

	
The supplemental credits added to a Participant’s Escalating Annuity
Benefit in accordance with this Article 4.08 shall be payable in the same
manner and under the same conditions as amounts credited to his Escalating
Annuity Benefit under Article 4.02.












23


ARTICLE 5: VESTING


	
 

	
 

	
 

	
 


	
5.01

	
Vesting Schedule.


	
 

	
 

	
 

	
 


	
 

	
(a)

	
Normal Retirement Benefit determined under Article 6.01.


	
 

	
 

	
 

	
 


	
 

	
 

	
Effective January 1, 2008, upon termination of Service
prior to Normal Retirement Date, the interest of a Participant in that
portion of his Normal Retirement Benefit that is determined in accordance
with Article 6.01 shall be vested in accordance with the following schedule,
based on the number of Vesting Years of Service of the Participant on the
date of his termination of employment:








	
 

	
 

	
 


	
Vesting Years of Service

as of Date of Termination:

	
 

	
Nonforfeitable Percentage:


	




	
 

	





	
Less than 3

	
 

	
0%


	
3 or more

	
 

	
100%








	
 

	
 

	
 

	
 


	
 

	
 

	
Prior to January 1, 2008. upon termination of Service prior
to Normal Retirement Date, the interest of a Participant in that portion of
his Normal Retirement Benefit that is determined in accordance with Article
6.01 shall be vested in accordance with the following schedule, based on the
number of Vesting Years of Service of the Participant on the date of his
termination of employment:








	
 

	
 

	
 


	
Vesting Years of Service

as of Date of Termination:

	
 

	
Nonforfeitable Percentage:


	




	
 

	





	
4 or less

	
 

	
0%


	
5 or more

	
 

	
100%








	
 

	
 

	
 

	
 


	
 

	
(b)

	
Normal Retirement Benefit derived from Cash Balance Account as
determined under Article 4.


	
 

	
 

	
 

	
 


	
 

	
 

	
(i)

	
Vesting Schedule Effective January 1, 2008


	
 

	
 

	
 

	
 


	
 

	
 

	
Upon termination of Service prior to attaining his Normal Retirement
Age, the interest of a Participant in the portion of his Normal Retirement
Benefit that is derived from his Cash Balance Account, as determined in
accordance with Article 4 shall be vested in accordance with the following
schedule based on the number of Vesting Years of Service of the Participant
on the date of his termination of Service:








	
 

	
 

	
 


	
Vesting Years of Service

as of Date of Termination:

	
 

	
Nonforfeitable Percentage:


	




	
 

	





	
Less than 3

	
 

	
0%


	
3 or more

	
 

	
100%












24


	
 

	
 

	
 

	
 


	
 

	
 

	
(ii)

	
Participant employed prior to June 1, 1997:


	
 

	
 

	
 

	
 


	
 

	
 

	
Upon termination of Service prior to attaining his Normal Retirement
Age, the interest of a Participant who commenced employment with the Company
or an Affiliated Company on or after June 1, 1997 in the portion of
his Normal Retirement Benefit that is derived from his Cash Balance Account,
as determined in accordance with Article 4 shall be vested in accordance with
the following schedule based on the number of Vesting Years of Service of the
Participant on the date of his termination of Service:








	
 

	
 

	
 


	
Vesting Years of Service

as of Date of Termination:

	
 

	
Nonforfeitable Percentage:


	




	
 

	





	
4 or less

	
 

	
0%


	
5 or more

	
 

	
100%








	
 

	
 

	
 

	
 


	
 

	
 

	
(iii)

	
Participant employed prior to June 1, 1997:


	
 

	
 

	
 

	
 


	
 

	
 

	
Upon termination of Service prior to attaining his Normal Retirement
Age, the interest of a Participant who commenced employment with the Company
or an Affiliated Company prior to June 1, 1997 in the portion of
his Normal Retirement Benefit that is derived from his Cash Balance Account,
as determined in accordance with Article 4 shall be vested in accordance with
the following schedule based on the number of Vesting Years of Service of the
Participant on the date of his termination of Service:








	
 

	
 

	
 


	
Vesting Years of Service

as of Date of Termination:

	
 

	
Nonforfeitable Percentage:


	




	
 

	





	
1

	
 

	
20%


	
2

	
 

	
40%


	
3

	
 

	
60%


	
4

	
 

	
80%


	
5

	
 

	
100%








	
 

	
 

	
 

	
 


	
 

	
(c)

	
Special Provision for Reductions in Force.


	
 

	
 

	
 

	
 


	
 

	
 

	
The provisions of paragraphs (a) and (b) above shall be subject to
the provisions of Schedule K 2, if and to the extent applicable,
with respect to Participants whose employment with the Company is terminated
on account of a reduction in force.


	
 

	
 

	
 

	
 


	
 

	
(d)

	
Special Provision for Reductions in Force.


	
 

	
 

	
 

	
 


	
 

	
 

	
The provisions of paragraphs (a) and (b) above shall be subject to
the provisions of Schedule K 2, if and to the extent applicable,
with respect to Participants whose employment with the Company is terminated
on account of a reduction in force.













25


	
  

 	
  

 	
  

 	
  

 
	
 5.02

 	
 Break
 in Service. 

 
	
  

 	
  

 	
  

 	
  

 
	
 There are no Breaks in Service under the terms of this Plan. All
 periods of employment shall be aggregated for the purpose of determining a
 Participant’s Vesting Years of Service and for the purpose of determining
 whether a Participant’s nonforfeitable percentage in accordance with Article
 5.01.

 
	
  

 	
  

 	
  

 	
  

 
	
 5.03

 	
 Forfeiture and Restoration of Vesting Years
 of Service and Credited Service.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 In the case of a termination of a Participant’s employment from the
 Company for any reason, if as of the date of such termination the Participant
 was not fully vested in his retirement benefit, the Participant may elect,
 subject to the limitations of Articles 4, 6 and 7 and to the provisions of
 paragraph (d) below, to receive a distribution of the entire vested portion
 of such retirement benefit and the nonvested portion will be treated as a
 forfeiture.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 If a Participant received a distribution from the Plan and
 subsequently resumes covered employment under the Plan, the following shall
 apply:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The Participant’s Vesting Years of Service shall be restored.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Repayment of any distribution from the Plan shall not be permitted.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 If the Participant had less than three Vesting Years of Service at
 the time of his termination (five years prior to January 1, 2008),
 his Years of Credited Service shall also be restored, and the forfeited
 portion of his Company-derived retirement benefit, determined as of the time
 of his termination, shall be restored to him, without interest from the time
 of the distribution to the date the Participant resumes covered employment,
 but subject to the provisions of Article 4.07.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 If the Participant had three or more Vesting Years of Service at the
 time of his termination (five years prior to January 1, 2008)
 received a distribution representing less than his entire Company-derived
 retirement benefit, all of his Years of Credited Service shall be restored.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 If the Participant had three or more Vesting Years of Service at the
 time of his termination (five years prior to January 1, 2008), and
 received a single sum representing all of his retirement benefit, his Years
 of Credited Service shall not be restored to him.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vi)

 	
 If a Participant’s Credited Service is restored in accordance with
 subparagraph (b)(iii), or (b)(iv), then, upon subsequent retirement or
 termination of employment, the Participant’s retirement benefit shall be
 reduced by the Actuarial Equivalent value of any benefit previously distributed
 to him.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vii)

 	
 For Participants who terminate employment after
 January 1, 2008, three Years of Vesting Service shall be
 substituted for five Years of Vesting Service in subparagraphs (i), (iii),
 (iv) and (v) above.

 









26


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 If a Participant terminated employment from the Company, but did not
 receive a distribution from the Plan in accordance with paragraph (a) above,
 and subsequently resumes covered employment under the Plan, the following
 shall apply;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The Participant’s Vesting Years of Service shall be restored.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The Participant’s Credited Service shall be restored.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 If the present value of a Participant’s vested retirement benefit
 derived from Company and Participant contributions exceeds $1,000, and the
 retirement benefit is immediately distributable, the Participant and the
 Participant’s Spouse (or where either the Participant or the Spouse has died,
 the survivor) must consent to any distribution of such retirement benefit.
 The consent of the Participant and the Participant’s Spouse shall be obtained
 in writing within the ninety (90) day period ending on the Annuity Starting
 Date. The Plan Administrator shall notify the Participant and the
 Participant’s Spouse of the right to defer any distribution until the
 Participant’s retirement benefit is no longer immediately distributable. Such
 notification shall include a general description of the material features,
 the consequences of failing to defer distribution, and an explanation of the
 relative values of, the optional forms of benefit available under the Plan in
 a manner that would satisfy the notice requirements of Sections 411(a)(11)
 and 417(a)(3) of the Code, and shall be provided no less than thirty (30)
 days and no more than ninety (90) days prior to the Annuity Starting Date.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Notwithstanding the foregoing, only the Participant need consent to
 the commencement of a distribution in the form of a Qualified Joint and
 Survivor Annuity while the retirement benefit is immediately distributable.
 Neither the consent of the Participant nor the Participant’s Spouse shall be
 required to the extent that a distribution is required to satisfy Section
 401(a)(9) or Section 415 of the Code.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For purposes of this Article 5.03, a retirement benefit is immediately
 distributable if any part of the retirement benefit could be distributed to
 the Participant (or surviving Spouse) before the Participant attains (or
 would have attained if not deceased) the Normal Retirement Age.

 
	
  

 	
  

 	
  

 	
  

 
	
 5.04

 	
 Applicability of Prior Vesting Schedule.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding the vesting schedules set forth in Article 5.01, the
 vested percentage of a Participant’s retirement benefit shall not be less
 than the vested percentage attained under the terms of the Prior Plan as of
 August 31, 1994.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 A Participant with at least three (3) Years of Service as of
 September 1, 1994 may elect to have his nonforfeitable percentage
 computed under the Prior Plan. For Plan Years beginning before
 December 31, 1988, or with respect to Participants who fail to
 complete at least one Hour of Service in a Plan Year beginning after
 December 31, 1988, five (5) shall be substituted for three (3) in
 the preceding sentence. If a Participant fails to make such election, then
 such Participant shall be subject to the vesting schedules set forth in
 Article 5.01. The

 









27


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Participant’s election period shall commence on the effective date of
 Article 5.01 as amended and shall end sixty (60) days after the latest of:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 the adoption date of such amendment,

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 the effective date of such amendment, or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 the date the Participant receives written notice of such amendment
 from the Company or Plan Administrator.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Notwithstanding the foregoing, any Employee who was a Participant as
 of the effective date of the amendment of Article 5.01 and who completed
 three (3) Years of Service shall be subject to the vesting schedule
 determined without regard to such amendment, provided that such schedule
 provides, in all circumstances, a nonforfeitable percentage that is no less
 than the percentage determined Article 5.01 as amended. For Plan Years
 beginning before December 31, 1988, or with respect to Employees
 who fail to complete at least one Hour of Service in a Plan Year beginning
 after December 31, 1988, five (5) shall be substituted for three
 (3) in the preceding sentence.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 This election herein above shall also be applicable when a Top-Heavy
 Plan reverts to non-Top-Heavy status.

 









28


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE
 6: AMOUNT AND COMMENCEMENT OF RETIREMENT BENEFIT

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 6.01

 	
 Normal
 Retirement. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 In addition to the portion of his Normal Retirement benefit that is
 determined in accordance with Article 4, a Participant who retires on his
 Normal Retirement Date shall be entitled to a Normal Retirement Benefit
 determined in accordance with this Article 6.01 and subject to the minimum
 benefit provisions of Article 6.02. The Participant shall be entitled to
 receive a Normal Retirement Benefit, the Actuarial Equivalent of which is
 equal to the sum of (a) and (b) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Service Before September 1, 1994.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 For Participants in covered employment on or after September 1,
 1994, the Normal Retirement Benefit attributable to Service before
 September 1, 1994 shall be the amount determined in subparagraph
 (a)(ii). For Participants in covered employment on or after
 September 1, 1994 and who remain in covered employment on or after
 January 1, 1997, the Normal Retirement Benefit attributable to
 Service before September 1, 1994 shall be the greater of the amount
 determined in subparagraph (a)(ii) or the amount determined in subparagraph
 (a)(iii).

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The amount determined in this subparagraph (a)(ii) shall be the
 product of the Participant’s accrued benefit under the Prior Plan as of
 August 31, 1994 and a fraction, the numerator of which is the
 amount determined in (A) and the denominator of which is the amount
 determined in (B), as follows:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 The greater of (I) the Participant’s Average Compensation as of
 August 31, 1994 or (II) the Participant’s Average Compensation at
 retirement.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 The Participant’s Average Compensation as of
 August 31, 1994, 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to a Participant with a “frozen Section 401(a)(17)
 benefit”, within the meaning of Article 6.02(b), the amount shall be
 determined by adjusting the frozen December 31, 1993 accrued
 benefit and the frozen accrued benefit for the period from
 January 1, 1994 to August 31, 1994 separately, using in
 the denominator, the Participant’s Average Final Compensation as of
 December 31, 1993 and August 31, 1994 respectively, in
 each case, as limited by Section 401(a)(17).

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 If a Participant elects pursuant to Article 6.07(c) to receive a
 distribution of his employee contributions to the Plan, prior to his Annuity
 Starting Date, the accrued benefit under the Prior Plan as of
 August 31, 1994, adjusted as provided in this subparagraph, shall
 be reduced by the Actuarial Equivalent of the amount actually distributed to
 the Participant.

 









29


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The amount determined in this subparagraph shall be the portion of
 Participant’s accrued benefit under the Prior Plan, as of
 August 31, 1994, that is attributable only to employer
 contributions, with the portion of the accrued benefit attributable to employer
 contributions under the Prior Plan, multiplied by the fraction described in
 subparagraphs (ii)(A) and (B), increased by the Actuarial Equivalent value of
 the Participant’s contributions, provided, however, that this increase shall
 not apply, if the Participant elects pursuant to Article 6.07(c) to receive a
 distribution of his employee contributions to the Plan, prior to his Annuity
 Starting Date.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Service After August 31, 1994.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Normal Retirement Benefit attributable to Service after
 August 31, 1994 shall be equal to one and one-half (11⁄2%) percent of
 Average Compensation in excess of Covered Compensation multiplied by the
 Participant’s total number of Years of Credited Service after August 31,
 1994, up to a maximum of 35 years, plus one percent (1%) of Average
 Compensation up to Covered Compensation multiplied by the Participant’s total
 number of Years of Credited Service after August 31, 1994, up to a
 maximum of 35 years.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Effective January 1, 1997, in addition to the benefits
 described in Article 4.02 and paragraphs (a) and (b) above, the Normal
 Retirement Benefit of certain participants shall be increased. Participants
 described in Part A of Schedule I shall receive the increase set forth in
 subparagraphs (c)(i) through (c)(iii) herein. Participants described in Part
 B of Schedule I shall receive the increase set forth in subparagraph (c)(iv)
 herein, adjusted for optional form of payment as provided in Article 7.02.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The benefit described in Article 6.01(a) shall be increased by the
 sum of (A) and (B) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor in Schedule I 1 multiplied by the employer
 accrued benefit under Article 6.01(a), as of the date of determination, but
 in no event later than December 31, 2000,

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor in Schedule I 1 multiplied by the employer
 accrued benefit under Article 6.01(a) as of the date of determination, but in
 no event later than December 31, 2000, multiplied by a
 Participant’s Years of Credited Service after December 31, 1997 and
 before January 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The benefit described in Article 6.01(b) shall be increased by the
 sum of (A) and (B) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the product of the applicable factor in Schedule I 1, multiplied
 by the fraction 10/3, multiplied by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation determined as of the date of
 determination, but in no event later than

 









30


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
 December 31, 2000, and Covered Compensation determined as
 of December 31, 1997, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation, as determined in accordance
 with subparagraph (A)(I) above, up to Covered Compensation, with Covered
 Compensation determined as of December 31, 1997.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the product of the applicable factor in Schedule I 1, multiplied
 by a Participant’s Years of Credited Service after
 December 31, 1997 and before January 1, 2001, multiplied
 by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation and Covered Compensation
 determined as of the date of determination, but in no event later than
 December 31, 2000, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation up to Covered Compensation,
 with Covered Compensation and Average Compensation determined in accordance
 with subparagraph (B)(I) above.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The benefit described in Article 4.02 shall be increased by the sum
 of (A) to (D) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor described in Schedule I 1 multiplied by
 the Participant’s Cash Balance Account as of December 31, 1997.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor described in Schedule I 1 multiplied by
 the credit to the Participant’s Cash Balance Account for the 1998 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 the applicable factor described in Schedule I 1 multiplied by
 the credit to the Participant’s Cash Balance Account for the 1999 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 the applicable factor described in Schedule I 1 multiplied by
 the credit to the Participant’s Cash Balance Account for the 2000 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 The additional benefits set forth in Part B of Schedule I 1.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 In the event the limitation on Compensation in Section 401(a)(17) of
 the Code is increased at any time by statute or regulation, but not by
 application of the cost-of-living adjustment factor in Section 401(a)(17)(b)
 of the Code, all accruals under this Article 6.01(c) shall cease as of the
 effective date of said increase.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Effective January 1, 2000, in addition to the benefit
 described in Article 4.02 and paragraphs (a), (b) and (c) above, the Normal
 Retirement Benefit of certain 

 









31


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 participants shall be increased. Participants described in Schedule
 I 2 shall receive the increase set forth in subparagraphs (d)(i) through
 (d)(iii) herein. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The sum of the benefits described in Article 6.01(a) and 6.01(c)(i)
 shall be increased by the sum of (A) and (B) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor in Schedule I 2 multiplied by the employer
 accrued benefit under Article 6.01(a) and 6.01(c)(i) as of the date of
 determination, but in no event later than December 31, 2003, 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor in Schedule I 2 multiplied by the employer
 accrued benefit under Article 6.01(a) and 6.01(c)(i) as of the date of
 determination, but in no event later than December 31, 2003,
 multiplied by a Participant’s Years of Credited Service after
 December 31, 2000 and before January 1, 2004.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The benefit described in Article 6.01(b) and 6.01(c)(ii) shall be
 increased by the sum of (A) and (B) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the product of the applicable factor in Schedule I 2, multiplied
 by three (3.0), multiplied by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent of Average Compensation in excess of Covered
 Compensation, with Average Compensation determined as of the date of
 determination, but in no event later than December 31, 2003, and
 Covered Compensation determined as of December 31, 2000, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent of Average Compensation, as determined in accordance with
 subparagraph (A)(I) above, up to Covered Compensation, with Covered
 Compensation determined as of December 31, 2000, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (III)

 	
 the accrued benefit provided under Article 6.01(c)(ii)(A) and
 6.01(c)(ii)(B).

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the product of the applicable factor in Schedule I 2, multiplied
 by a Participant’s Years of Credited Service after
 December 31, 2000 and before January 1, 2004, multiplied
 by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation and Covered Compensation
 determined as of the date of determination, but in no event later than
 December 31, 2003, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation up to Covered Compensation,
 with Covered Compensation and Average Compensation determined in accordance
 with subparagraph (I) above.

 









32


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The benefit described in Article 4.02 and 6.01(c)(iii) shall be
 increased by the sum of (A) to (D) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor described in Schedule I 2, multiplied by
 the Participant’s Cash Balance Account as of December 31, 2000.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor described in Schedule I 2, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2001 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 The applicable factor described in Schedule I 2, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2002 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 The applicable factor described in Schedule I 2, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2003 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 If the Internal Revenue Service, upon timely application, determines
 that this Article 6.01(d) causes the Plan to lose its status as a qualified
 plan under Section 401(a) of the Code, then this paragraph (d) shall be void ab initio.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 Effective January 1, 2004, in addition to the benefit
 described in Article 4.02 and paragraphs (a), (b), (c) and (d) above, the
 Normal Retirement Benefit of certain participants shall be increased.
 Participants described in Part A of Schedule I 3 shall receive the
 increase set forth in subparagraphs (e)(i) through (e)(iii) herein. Participants
 described in Part B of Schedule I 3 shall receive the increase set forth
 in subparagraph (e)(iv) herein, adjusted for optional form of payment as
 provided in Article 7.02.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The sum of the benefits described in Article 6.01(a), 6.01(c)(i) and
 6.01(d)(i) shall be increased by the sum of (A) and (B) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor in Schedule I 3, multiplied by the
 employer accrued benefit under Article 6.01(a), 6.01(c)(i) and 6.01(d)(i) as
 of the date of determination, but in no event later than
 December 31, 2006,

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor in Schedule I 3, multiplied by the
 employer accrued benefit under Article 6.01(a), 6.01(c)(i) and 6.01(d)(i) as
 of the date of determination, but in no event later than
 December 31, 2006, multiplied by a Participant’s Years of Credited
 Service after December 31, 2003 and before January 1, 2007.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The benefit described in Article 6.01(b), 6.01(c)(ii) and 6.01(d)(ii)
 shall be increased by the sum of (A) and (B) below:

 









33


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the product of the applicable factor in Schedule I 3, multiplied
 by three (3.0), multiplied by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation determined as of the date of
 determination, but in no event later than December 31, 2006, and
 Covered Compensation determined as of December 31, 2003, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation, as determined in accordance
 with subparagraph (I) above, up to Covered Compensation, with Covered
 Compensation determined as of December 31, 2003, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (III)

 	
 the accrued benefit provided under Article 6.01(c)(ii)(A),
 6.01(c)(ii)(B), 6.01(d)(ii)(A) and 6.01(d)(ii)(B).

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the product of the applicable factor in Schedule I 3, multiplied
 by a Participant’s Years of Credited Service after
 December 31, 2003 and before January 1, 2007, multiplied
 by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation and Covered Compensation
 determined as of the date of determination, but in no event later than
 December 31, 2006, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation up to Covered Compensation,
 with Covered Compensation and Average Compensation determined in accordance
 with subparagraph (I) above.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The benefit described in Article 4.02, 6.01(c)(iii) and 6.01(d)(iii)
 shall be increased by the sum of (A) to (D) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor described in Schedule I 3, multiplied by
 the Participant’s Cash Balance Account as of December 31, 2003.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor described in Schedule I 3, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2004 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 the applicable factor described in Schedule I 3, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2005 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 the applicable factor described in Schedule I 3, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2006 Plan Year.

 









34


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 The additional benefits set forth in Part B of Schedule I 3.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 In the event the limitation on Compensation in Section 401(a)(17) of
 the Code is increased at any time by statue or regulation (but not by
 application of the cost-of-living adjustment factor in Section 401(a)(17)(b)
 of the Code), all accruals under this Article 6.01(e) shall cease as of the
 effective date of said increase.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vi)

 	
 If the Internal Revenue Service, upon timely application, determines
 that this Article 6.01(e) causes the Plan to lose its status as a qualified
 plan under Section 401(a) of the Code, then this paragraph (e) shall be void ab initio.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 Effective January 1, 2007, in addition to the benefit
 described in Article 4.02 and paragraphs (a), (b), (c), (d) and (e) above,
 the Normal Retirement Benefit of certain participants shall be increased.
 Participants described in Schedule I 4 shall receive the increase set
 forth in subparagraphs (f)(i) through (f)(iii) herein. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The sum of the benefits described in Article 6.01(a), 6.01(c)(i)
 6.01(d)(i), and 6.01(e)(i) shall be increased by the sum of (A) and (B)
 below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor in Schedule I 4, multiplied by the
 employer accrued benefit under Article 6.01(a), 6.01(c)(i), 6.01(d)(i) and
 6.01(e)(i) as of the date of determination, but in no event later than
 December 31, 2009,

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor in Schedule I 4, multiplied by the
 employer accrued benefit under Article 6.01(a), 6.01(c)(i), 6.01(d)(i) and
 6.01(e)(i) as of the date of determination, but in no event later than
 December 31, 2009, multiplied by a Participant’s Years of Credited
 Service after December 31, 2006 and before January 1, 2010.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The benefit described in Article 6.01(b), 6.01(c)(ii), 6.01(d)(ii)
 and 6.01(e)(ii) shall be increased by the sum of (A) and (B) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the product of the applicable factor in Schedule I 4, multiplied
 by three (3.0), multiplied by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation determined as of the date of
 determination, but in no event later than December 31, 2009, and Covered
 Compensation determined as of December 31, 2006, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation, as determined in accordance
 with subparagraph (I) above, up

 









35


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
 to Covered Compensation, with Covered Compensation determined as of
 December 31, 2006, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (III)

 	
 the accrued benefit provided under Article 6.01(c)(ii)(A),
 6.01(c)(ii)(B), 6.01(d)(ii)(A), 6.01(d)(ii)(B), 6.01(e)(ii)(A) and
 6.01(e)(ii)(B).

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the product of the applicable factor in Schedule I 3, multiplied
 by a Participant’s Years of Credited Service after
 December 31, 2006 and before January 1, 2010, multiplied
 by the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 one and one-half percent (11⁄2%) of Average Compensation in excess of
 Covered Compensation, with Average Compensation and Covered Compensation
 determined as of the date of determination, but in no event later than
 December 31, 2009, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 one percent (1%) of Average Compensation up to Covered Compensation,
 with Covered Compensation and Average Compensation determined in accordance
 with subparagraph (I) above.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The benefit described in Article 4.02, 6.01(c)(iii), 6.01(d)(iii) and
 6.01(e)(iii) shall be increased by the sum of (A) to (D) below:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the applicable factor described in Schedule I 4, multiplied by
 the Participant’s Cash Balance Account as of December 31, 2006.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the applicable factor described in Schedule I 4, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2007 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 the applicable factor described in Schedule I 4, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2008 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 the applicable factor described in Schedule I 4, multiplied by
 the credit to the Participant’s Cash Balance Account for the 2009 Plan Year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 In the event the limitation on Compensation in Section 401(a)(17) of
 the Code is increased at any time by statue or regulation (but not by application
 of the cost-of-living adjustment factor in Section 401(a)(17)(b) of the
 Code), all accruals under this Article 6.01(f) shall cease as of the
 effective date of said increase.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 If the Internal Revenue Service, upon timely application, determines
 that this Article 6.01(f) causes the Plan to lose its status as a qualified
 plan under Section 401(a) of the Code, then this paragraph (f) shall be void ab initio.

 









36


	
  

 	
  

 	
  

 	
  

 
	
 6.02

 	
 Minimum
 Retirement Benefits.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 A minimum retirement benefit equal to the greater of (i) or (ii)
 below shall be provided for “contributing participants” as such term is
 defined under the Prior Plan, who attained age fifty-five (55) with sixty
 (60) months of contributory Service ending on August 31, 1994:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 the Normal Retirement Benefit under the Plan; or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 the Participant’s Prior Plan Benefit determined pursuant to Article
 6.11.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision of the Plan to the contrary, the annual
 normal retirement benefit of a Participant who is affected by the imposition
 of the OBRA ’93 annual compensation limit, as described in Article 1.12,
 shall be equal to the greater of: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 the Participant’s retirement benefit calculated under the provisions
 of the Plan as determined with regard to such limitation, or 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 a retirement benefit equal to the Participant’s accrued benefit
 determined as of December 31, 1993, plus the Participant’s accrued
 benefit based solely on service after such date under the provisions of the
 Plan as determined with regard to such imposition. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For purposes of this Article 6.02, the accrued benefit determined as
 of December 31, 1993 shall be equal to the greater of (A) the
 Participant’s accrued benefit determined as of December 31, 1993,
 as determined with regard to the limitation on Compensation as in effect
 prior to the imposition of the OBRA ‘93 annual compensation limit, or (B)
 the Participant’s accrued benefit determined as of
 December 31, 1988, plus the Participant’s accrued benefit based
 solely on service after such date under the provisions of the Plan as
 determined with regard to such limitation, and such amount shall be deemed to
 the “frozen Section 401(a)(17) benefit” for purposes of Article 6.01(a).

 
	
  

 	
  

 	
  

 	
  

 
	
 6.03

 	
 Early Retirement. 

 
	
  

 	
  

 	
  

 	
  

 
	
 If a Participant’s Service terminates on or after the Participant’s
 Early Retirement Date, the Participant shall be entitled to receive his
 Normal Retirement Benefit determined as of the date on which the Participant
 terminated Service; provided, however, that in no event shall the Normal
 Retirement Benefit of any Participant who continues to perform Service after
 the Early Retirement Date be reduced as a result of such continued Service.
 Should the Participant elect to receive his Normal Retirement Benefit prior
 to the Normal Retirement Age, the Participant shall be entitled to a
 retirement benefit that is equal to his Normal Retirement Benefit multiplied
 by the applicable Early Retirement Factor set forth in Schedule A 1. The
 Early Retirement Benefit shall be payable in one of the forms provided in
 Article 7 of the Plan and shall commence on the first day of the month
 following the date on which the Participant terminates Service, unless the
 Participant elects a later commencement date, which commencement date shall
 not be later than his Normal Retirement Date.

 










37


	
  

 	
  

 	
  

 
	
 6.04

 	
 Deferred Retirement. 

 
	
  

 	
  

 	
  

 
	
 If a Participant should continue
 Service beyond his Normal Retirement Age, the Participant shall continue his
 accrual of benefits in accordance with Article 6.01 of the Plan and the
 benefit payable upon his retirement shall be subject to the provisions of
 Article 6.09. 

 
	
  

 	
  

 	
  

 
	
 6.05

 	
 Termination of Service After
 August 31, 1994. 

 
	
  

 	
  

 	
  

 
	
 A Participant who separates from
 Service shall be entitled to receive a distribution equal to the Actuarial
 Equivalent of his nonforfeitable interest, determined in accordance with
 Article 5.01(a), in the portion of his Normal Retirement Benefit determined
 under this Article 6. In the event of such an election, the vested retirement
 benefit shall commence as soon as administratively practicable following the
 Participant’s separation from Service. The vested retirement benefit shall be
 payable in one of the forms provided in Article 7 of the Plan.

 
	
  

 	
  

 	
  

 
	
 6.06

 	
 Employee Contributions.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Effective September 1, 1994, no
 contribution shall be required of any Participant as a condition of his
 participation in the Plan. The provisions of the Prior Plan shall govern
 mandated employee contributions required before September 1, 1994.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For periods on or after January 1,
 1988, interest on the employee contributions shall be calculated pursuant to
 Section 411(c)(2)(C)(iii)(I) of the Code. For the period from
 January 1, 1976 to January 1, 1988, interest shall be
 equal to 5%. Prior to January 1, 1976, interest shall be equal to the rate in
 effect under the terms of the Prior Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 A Participant may request a
 distribution of his employee contributions plus accrued interest thereon at
 any time, in writing, on a form or forms prescribed by the Administrative
 Committee. Such distribution shall be in a lump sum cash payment equal to the
 aggregate of his employee contributions plus accrued interest thereon. The
 distribution shall reduce the Participant’s retirement benefit under Article
 6.01(a)(i) by the Actuarial Equivalent of the amount distributed.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 If a Participant is employed on or
 after January 1, 1997, employee contributions that have not been
 returned to the Participant as of his Annuity Starting Date shall be
 converted into an additional benefit of Actuarial Equivalent value in the
 application of Article 6.01(a)(ii) in the form of benefit selected by the
 Participant in accordance with Article 7.02.

 
	
  

 	
  

 	
  

 
	
 6.07

 	
 Deferred Commencement of Benefits.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Subject to Article 7.03 of the
 Plan, a Participant may elect, in the form and manner prescribed by the
 Administrative Committee, to defer payment of his nonforfeitable interest,
 determined in accordance with Article 5.01, in that portion of his Normal
 Retirement Benefit determined in accordance with Article 6.01 to a date
 specified by the Participant.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 If payment of the Participant’s
 vested Normal Retirement Benefit commences after the Participant’s Normal
 Retirement Date, the Participant shall be entitled to 

 









38


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 a retirement benefit that is equal
 to his Normal Retirement Benefit multiplied by the applicable Deferred
 Retirement Factor determined in accordance with Schedule A 2.

 
	
  

 	
  

 	
  

 
	
 6.08

 	
 Deductions for Disability Benefits.

 
	
  

 	
  

 	
  

 
	
 In determining benefits payable to
 any Participant, a deduction shall be made equivalent to all or any part of
 the following benefits payable to such pensioner by reason of any law of the
 United States, or any political subdivision thereof, which has been or shall
 be enacted, provided that such deduction shall be to the extent that such
 benefits have been provided by premiums, taxes or other payments paid by or
 at the expense of the Company:

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Disability benefits, other than a
 Primary Insurance Amount payable under the Federal Social Security Act as now
 in effect or as hereafter amended.

 
	
  

 	
  

 	
  

 
	
 (b)

 	
 Workers’ Compensation (including
 hearing, pulmonary, ocular, and other occupational diseases and accident
 claims but excluding statutory payments for loss of any physical or bodily
 members such as leg, arm or finger) for Workers’ Compensation awards granted
 subsequent to March 1, 1978, for Wood-Ridge and Nuclear facilities;
 January 9, 1978 for Curtiss-Wright Flight Systems, Inc.; May 5,
 1978 for Target Rock Corp.; July 28, 1987 for Buffalo facility; and
 March 1, 1978 for the Corporate Office.

 
	
  

 	
  

 	
  

 
	
 6.09

 	
 Mandatory Commencement of Benefits. 

 
	
  

 	
  

 	
  

 
	
 Unless a Participant elects
 otherwise, in accordance with the provisions of Article 7, payment of the
 Participant’s vested retirement benefit must commence not later than the
 sixtieth (60th) day after the close of the Plan Year in which occurs the
 latest of:

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 the Participant attains the
 earlier of age sixty- five (65) and the Normal Retirement Age,

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the date the Participant’s Service
 terminates or

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 the tenth (10th) anniversary of
 the year in which the Participant commenced Plan participation.

 
	
  

 	
  

 	
  

 
	
 6.10

 	
 Maximum Retirement Benefit.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Subject to the following
 provisions and the limitations set forth in Section 415 of the Code, any
 regulations or rulings thereunder and notwithstanding any provision of the
 Plan to the contrary, the maximum annual Pension payable to a Participant
 under the Plan in the form of a single life annuity, when added to any
 pension attributable to contributions of the Company or an Affiliated Company
 provided to the Participant under any other qualified defined benefit plan,
 shall be equal to the lesser of (1) the dollar limitation described in
 Section 415(b)(1)(A) of the Code or (2) the Participant’s average annual
 remuneration during the three consecutive calendar years of his service with
 the Company or Affiliated Company affording the highest such average or
 during all of the years of such service if less than three years.

 









39


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of this Article 6.10,
 the term “remuneration” with respect to any Participant shall mean the wages,
 salaries, and other amounts paid in respect of such Participant by the
 Company or an Affiliated Company for personal services actually rendered and
 shall include, but not by way of limitation, bonuses, overtime payments, and
 commissions and shall exclude deferred compensation, stock options, and other
 distributions which receive special tax benefits under the Code. Remuneration
 shall also include any pre-tax contributions under a “qualified cash or
 deferred arrangement” (as defined under Section 401(k) of the Code and its
 applicable regulations) or under a “cafeteria plan” (as defined under Section
 125 of the Code and its applicable regulations) or under a “qualified
 transportation fringe” (as defined under Section 132(f) of the Code and its
 applicable regulations).

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Effective
 January 1, 2008, remuneration shall also include amounts required
 to be recognized under the provisions of Section 1.415(c)-2(e) of the
 Treasury Regulations. Remuneration shall not exceed the limitation on
 compensation under Section 401(a)(17) of the Code.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Notwithstanding the provisions of
 paragraph (a) above, the maximum annual pension payable to a Participant who
 has a “freeze date” shall not be less than his “old law benefit.” A
 Participant’s “old law benefit” at any date is the maximum benefit he would
 be entitled to receive at such date, determined without regard to any changes
 in the terms and conditions of the Plan after December 8, 1994,
 without regard to any benefits that accrue under the Plan after his freeze
 date, and without regard to any cost of living changes that become effective
 after his freeze date. The “freeze date” of a Participant whose pension
 commences on or after January 1, 1995, and before January 1, 2000
 shall be December 31, 1999.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 In the case of a Participant of
 the Plan whose benefits have not yet commenced as of
 January 1, 2001, the benefit payable to the Spouse under a
 Qualified Joint and Survivor Annuity or under a qualified preretirement
 survivor annuity shall be subject to the dollar limitation which would apply
 if the benefits were payable to the Participant in the form of a life
 annuity. The amount of the benefit payable to the Spouse, and which is
 subject to the preceding sentence, shall be computed from the Participant’s
 accrued benefit, determined in accordance with Article 4 and Article 6, and
 before application of this Article 6.10.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 If the benefit is payable neither
 as a life annuity nor as a Qualified Joint and Survivor Annuity, the maximum
 limitation shall be the Actuarial Equivalent of the maximum limitation
 otherwise applicable. Actuarial Equivalent for purposes of this paragraph
 shall be determined in accordance with Section 415(b) of the Code and the
 regulations or rulings issued thereunder and using the Plan’s optional form
 of payment factors, or, if less, using factors calculated from the IRS
 Mortality Table, if applicable, and either:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 if the benefit is not subject to
 the provisions of Section 417(e)(3) of the Code, an interest rate of 5
 percent, or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 if the benefit is subject to the
 provisions of Section 417(e)(3) of the Code:

 









40


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 an interest rate of 5.5 percent
 for distributions made in Plan Years beginning in 2004 and 2005; and

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the IRS Interest Rate for
 distributions made in Plan Years beginning in 2006 or any subsequent Plan
 Year.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 However, in the case of a
 Participant or Beneficiary whose Annuity Starting date occurs during calendar
 year 2004, the amount payable under any form of payment subject to the
 provisions of Section 417(e)(3) of the Code and subject to adjustment under
 the preceding paragraph shall not be less than the amount that would have
 been payable had the amount payable been determined using the IRS Interest
 Rate in effect on December 31, 2003.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 Notwithstanding anything
 hereinabove to the contrary, the limitations, adjustments and other
 requirements prescribed in this Article 6.10 shall at all times comply with
 the provisions of Section 415 of the Code and the regulations thereunder, the
 terms of which are specifically incorporated herein by reference.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 6.11

 	
 Prior Plan Benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Applicability of Prior Plan
 Benefit

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The provisions of this Article 6.11 shall be applicable
 to:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 any Participant who terminated
 from employment with the Company prior to September 1, 1994 and who
 was fully vested in his benefits under the Prior Plan; and

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 any Participant who attained age
 fifty-five (55) and had completed sixty (60) continuous months of
 contributory active service as of August 31, 1994, and who remained
 in employment with the Company subsequent to that date.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Normal Retirement Benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 A Participant who retires on his Normal
 Retirement Date shall be entitled to his Normal Retirement Benefit calculated
 as of the date he retires. The Normal Retirement Benefit of a Participant
 shall be an annual annuity benefit, payable in monthly installments, equal to
 the sum of the following:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 a Past Service Benefit, if he (i)
 became an active Participant as of May 1, 1953, (ii) remained a
 continuous Participant, whether active or suspended, during the period of his
 employment on and after May 1, 1953, and made contributions while
 an active Participant during such period; plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 a Future Service Benefit, if he
 made contributions while an active Participant; plus

 









41


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 a Supplemental Benefit, if made
 contributions while an active Participant; plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 a Pension Equivalent Benefit; and
 minus

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 the value of contributions that
 the Participant would have made, from September 1, 1994 to the
 Participant’s retirement date, assuming, for this purpose that the provisions
 of the Prior Plan remained in effect for such period and the Participant had
 elected to make contributions in accordance with such provisions.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The amounts taken into account for
 purposes of subparagraph (b)(i) shall be determined as follows:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 The Past Service Benefit of a
 Participant eligible therefor shall be equal to three-quarters of one percent
 (3/4%) of his “annual earnings” as of May 1, 1953, multiplied by
 the number of his Years of Credited Service prior to May 1, 1953.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 The Future Service Benefit of a
 Participant eligible therefor shall be one percent (1%) of his annual
 earnings for each year of active participation during which he made
 contributions under the Prior Plan.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 The “Supplemental Benefit” of a
 Participant eligible therefor shall be the benefit calculated under either
 (I) or (II) below, whichever shall be applicable:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 If the Participant shall have been
 a continuous Participant, whether active or suspended, for the period from
 his eligibility date to his Normal Retirement Date and made contributions at
 all times while an active Participant under the Prior Plan during such
 period, two percent (2%) of his “final average earnings” in excess of $3,600
 as determined below, multiplied by the sum of his years of Credited Service
 (not in excess of fifteen (15) years). For purposes of the preceding
 sentence, “final average annual earnings in excess of $3,600” means:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
 (1)

 	
 for an Employee with five (5) or
 more years of active participation, the average of the excess of his annual
 earnings over $3,600 for the five (5) consecutive years of his active
 participation during his final years of active participation, but not in
 excess of ten (10), which produce the highest such average, or

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
 (2)

 	
 for an Employee with less than
 five (5) years of active participation, the average of his annual earnings in
 excess of $3,600 actually paid to him for the period of his service, not in
 excess of five (5) 

 









42


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
 years, ending with his last year
 of active participation.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 If the Participant shall not have
 been a continuous Participant, whether active or suspended, for the period
 from his eligibility date to his Normal Retirement Date, or did not make
 contributions at all times while an active Participant under the Prior Plan
 during such period, an amount calculated under (I) above, as if the
 Participant had, in fact, been a continuous Participant for such period and
 made contributions at all times under the Prior Plan, while an active
 Participant therein, multiplied by a fraction, the numerator of which shall
 be the sum of his Years of Credited Service (not limited to fifteen (15)
 years) on the basis of which the Participant shall actually accrue a Past
 and/or Future Service Benefit under the Plan, and the denominator of which
 shall be the sum of his Years of Service, whether or not regarded as Credited
 Service for purposes of the Plan and not limited to fifteen (15) years, on
 the basis of which the Participant would have been entitled to accrue a Past
 and/or Future Service Benefit under the Plan if he had, in fact, been a
 continuous Participant for such period and made contributions while an active
 Participant therein.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 The “Pension Equivalent Benefit”
 of a Participant eligible therefor shall be the monthly pension benefit in
 accordance with Schedule B; provided, however, that the portion, if any, of
 such Pension Equivalent Benefit which shall have been based upon Years of
 Credited Service for which the Participant also is entitled to Past and/or
 Future Service Benefits under this Article 6.11 shall be reduced by the
 amount of such Past and/or Future Service Benefits.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Death Benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 In the event an inactive
 Participant to whom this Article 6.11 is applicable shall die before
 retirement, a death benefit shall be payable to his beneficiary equal to the
 aggregate of his contributions, plus interest, and any applicable annuity.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Severance of Employment Benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 After Vesting Date.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 If the employment of a Participant
 who has made contributions while an active Participant shall be severed after
 he shall have completed five (5) Years of Credited Service, and before he has
 reached his Early Retirement Date, he shall be entitled to a Severance of
 Employment Benefit which shall be an annual annuity benefit commencing as of
 the first of the month next following his sixty-fifth (65th) birthday, which
 shall be equal to his Normal Retirement Benefit, determined in accordance
 with 

 









43


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 paragraph (b) above based upon his
 Years of Credited Service and years of active participation on the date of
 his severance of employment. In the calculation of the Supplemental Benefit
 of a Participant who severs his employment under this paragraph (d)(i), the
 denominator of the fraction referred to in subparagraph (b)(ii)(C)(II) shall
 include Years of Service the Participant would have had at his Normal
 Retirement Date, if he had remained in the employ of the Company until such
 date. Such Participant may elect, by filing a written request therefor with
 the Administrative Committee on such form and on such terms and conditions as
 the Administrative Committee may prescribe, to receive an annual annuity
 benefit commencing as of the first of any month following his fifty-fifth
 (55th) birthday, in which event such annual annuity benefit shall be the
 actuarial equivalent benefit calculated under the preceding sentences of this
 subparagraph (d)(i), based upon the early retirement reduction factors set
 forth Schedule C. The first payment of a benefit under this subparagraph
 (d)(i) will commence the first of the month next following receipt by the
 Administrative Committee of all completed necessary forms and documentation.
 On or after January 1, 1976, one (1) Year of Service toward
 eligibility for a vested benefit in accordance with this paragraph will be
 credited for any Participant who works at least one thousand (1,000) hours in
 any calendar year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 In lieu of the foregoing annuity
 benefits, the Participant may elect, by filing a written request therefor
 with the Administrative Committee on such form and on such terms and
 conditions as the Administrative Committee may prescribe, at any time after
 the date of his severance of employment and prior to the commencement of said
 annuity benefit, to receive in a lump sum cash payment the aggregate of his
 contributions, plus interest, and a deferred pension benefit equal to the
 benefit hereto paid for solely through Company Contributions. In the event
 that the Participant makes the election described in the foregoing sentence
 and further elects to commence receipt of such benefit prior to his Normal
 Retirement Date, such benefit will be reduced in accordance with the factors
 set forth in Schedule D.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Prior to Vesting Date.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 If the employment of a Participant
 who has made contributions while an active Participant shall be severed prior
 to satisfying the applicable age and service conditions prescribed in
 paragraph (d)(i) above, he shall be entitled, without request therefor, to a
 Severance of Employment Benefit equal to the aggregate of his contributions
 plus interest.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 Optional Survivor Benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Participant’s fifty-five
 percent (55%) optional survivor benefit and/or contingent annuitant benefit
 shall be reduced by a percentage as set forth below for each full month or
 fraction thereof in effect for such Participant.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The appropriate percentages are:

 









44


	
   

 	
 For
 Coverage While The

 Participant’s Age Is

 	
   

 	
  Monthly
 Percentage

 	
   

 
	
  

 	

 


 	
  

 	

 


 	
  

 
	
  

 	
 under 35

 	
  

 	
 0.01%

 	
  

 
	
  

 	
 35 – 45

 	
  

 	
 0.02%

 	
  

 
	
  

 	
 45 – 54 and 11 months

 	
  

 	
 0.04%

 	
  

 






	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any reduction for the optional
 survivor benefit and/or contingent annuitant option provided by the terms of
 the Plan as of January 1, 2006 shall be eliminated with respect to any
 Participant or surviving Spouse whose Annuity Starting Date had not occurred
 as of December 31, 2005.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 Optional Annuity Benefits for
 Deferred Vested Participant.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Deferred Vested Participant may
 elect, by filing a written request therefor with the Administrative Committee
 on such form and on such terms and conditions as the Administrative Committee
 may prescribe to receive his deferred vested benefit in either of the
 following optional annuity forms:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 A benefit with a survivor benefit
 adjustment, under which his surviving Spouse will receive fifty-five percent
 (55%) of such annuity benefit after the death of the Participant For a
 Participant receiving a benefit with a survivor benefit adjustment, the
 reduced amount of his monthly benefit shall be equal to an amount determined
 by multiplying the monthly benefit otherwise payable to the Participant by
 ninety percent (90%) if the Participant’s age and his designated Spouse’s age
 are the same; or, if such ages are not the same, such percentage shall be
 increased by one-half of one percent (1/2%), up to a maximum of one hundred
 percent (100%) for each year that the designated Spouse’s age exceeds the
 Participant’s age and shall be decreased by one-half of one percent (1/2%)
 for each year that the designated Spouse’s age is less than the Participant’s
 age.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 A “Contingent Annuity Option” of
 seventy-five percent (75%) or one hundred percent (100%) with respect to the
 total of the Supplemental Benefit amount included within his annuity benefit,
 under which an annuity, on such terms as the Administrative Committee may
 prescribe, shall be payable for the Participant’s life and continue after his
 death, in the same or lesser amount, to and for the life of a selected
 contingent annuitant; provided, however, that if such selected contingent
 annuitant is other than the Participant’s Spouse or physically or mentally
 disabled child, the amount payable under the option shall be adjusted, if necessary,
 so that the reduction in the Supplemental Benefit otherwise payable to the
 Participant on account of the option does not exceed forty percent (40%).
 Such annuity shall be the actuarial equivalent of the aforesaid Supplemental
 Benefit amount, determined in accordance with Schedule E. Election of a
 seventy-five (75%) percent or one hundred percent (100%) option shall
 ordinarily be made at least one year prior to the commencement date of the
 Participant’s annuity benefit which includes a Supplemental Benefit;
 otherwise, the Administrative Committee may require evidence satisfactory to
 it of the Participant’s good health. 

 










45


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (g)

 	
 For purposes of determining a
 Participant’s minimum benefit in accordance with this Article 6.11, the
 following definitions shall apply:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Credited Service. The term “credited service” shall
 have the following meanings:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 Service Prior to
 May 31, 1953. Only Employees who become contributing active
 Participants as of May 31, 1953 shall be entitled to “credited
 service” under this paragraph (f)(i) for any periods prior to
 May 31, 1953. Such “credited service” shall mean completed years
 and calendar months of employment prior to May 31, 1953, including
 the following periods:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 the period of employment of an
 Employee with the Company, following his most recent date of hire preceding
 May 31, 1953 and prior to his sixty-eighth (68th) birthday;

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 the period of employment of an
 Employee with the Company receding his most recent date of hire and prior to
 his sixty-eighth (68th) birthday; provided, however, that the period of his
 employment preceding a break in employment, except a break in employment of
 any duration during the interval commencing August 1, 1945, and ending
 on or before December 31, 1949, of two (2) or more years shall not
 be taken into account;

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (III)

 	
 any periods of approved Leave of
 Absence or military leave during the period(s) defined in (I) and/or (II)
 above.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 Service Commencing on or After
 May 31, 1953. “Credited service” after May 31, 1953
 shall mean completed years and calendar months of employment commencing on or
 after May 31, 1953 and shall include the following periods:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (I)

 	
 the periods of employment of an
 Employee with the Company while eligible to participate under the Plan
 following his most recent date of hire and prior to the earlier of his
 retirement or termination of employment;

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (II)

 	
 the period of employment of an
 Employee with the Company preceding his most recent date of hire; provided,
 however, that the period of his employment preceding a break in employment,
 except a break in employment of any duration of two (2) or more years shall
 not be taken into account;

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (III)

 	
 any periods of leave of absence
 approved by the Company in writing, or military leave during the period
 defined in (I) and (II) above.

 









46


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 Pension Plan Equivalent Service. On and after May 1, 1966,
 “credited service” of an Employee eligible to participate in this Plan shall
 include Service which would be creditable under the Curtiss-Wright Pension
 Plan for any period(s) of his employment not included as Credited Service
 under subparagraphs (I) and (II) above.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Years of Participation. The term “years of participation”
 shall be Years of Credited Service while a continuous Participant; “years of
 active participation” shall mean Years of Credited Service while an active
 Participant, whether or not interrupted by a period or periods of suspended
 participation; and “years of contributory active participation” shall mean
 Years of Credited Service while (a) an active Participant prior to
 May 1, 1966 and (b) a contributing active Participant after
 May 1, 1966, whether or not interrupted by a period or periods of
 suspended participation.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
  “Annual Earnings” for periods prior to
 September 1, 1994 shall mean:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 for each calendar month prior to
 July 1, 1970, one-twelfth (1/12) of his basic salary, on an annual
 basis, in effect at the beginning of each Plan Year; and

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 for each calendar month after
 June 30, 1970, one-twelfth (1/12) of the sum of his basic salary,
 on an annual basis, in effect at the beginning of each Plan Year, plus any
 cash payments he received in the prior Plan Year under the Company’s
 incentive compensation plan;

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
  “Interest” for deferred vested Participants
 who terminated employment prior to September 1, 1994 means interest
 calculated from the first day of the Plan Year next following the Participant’s
 contribution, compounded annually to the first of any month in which (A)
 there shall occur an event under the Plan calling for the distribution of an
 amount plus interest or (B) the Participant’s retirement, whichever first
 occurs. Interest to May 1, 1966 shall be calculated at the rate of
 two percent (2%) compounded annually; interest from May 1, 1966 to
 January 1, 1971 shall be calculated at the rate of three and
 one-half percent (31⁄2%) compounded annually; and interest from
 January 1, 1971 to December 31, 1975 shall be calculated
 at the rate of four and one-half percent (41⁄2%) compounded annually. Interest
 from January 1, 1976 to December 31, 1987 shall be
 calculated at the rate of five percent (5%) compounded annually; and interest
 from January 1, 1988 at one hundred twenty percent (120%) of the
 Federal mid-term rate as at the beginning of the Plan Year compounded
 annually.

 









47


	
  

 	
  

 	
  

 
	
 6.12

 	
 Supplemental Benefit.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 The Board of Directors shall have
 the authority to cause a benefit, calculated in accordance with paragraph (b)
 below, to be paid to any one or more of the individuals identified in
 Schedule H. The supplemental benefit shall be in addition to any benefit
 payable under the Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 The supplemental benefit shall be
 as specified herein for the individuals listed in Schedule H. Such payment
 shall be payable either in the form of an annuity described in paragraph (c)
 below, payable beginning at normal retirement date, or, at the election of
 the Participant, with spousal consent if necessary, in the form of a lump sum
 payment on the first day of any month following the sale of the Corporation’s
 Buffalo facility and the completion of the applicable forms and waiting
 period as specified in Article 7.09. In lieu of lump sum payment as described
 above, the Participant may elect to commence his annuity at the same time the
 lump sum would have been payable.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 The supplemental benefit shall be
 paid in accordance with Article 7.01(a) for an unmarried Participant or
 Article 7.01(b) for a married Participant, unless the Participant elects the
 following optional form of payment: cash lump sum. In order to derive the
 life annuity described by Article 7.01(a), the lump sum listed in Schedule H
 will be divided by a deferred annuity factor, using the PBGC interest rates -
 as described in Article 1.01. Article 7.01(b) annuities are derived by using
 the basis stipulated in Article 1.01. Early retirement annuities are the
 actuarial equivalent of normal retirement annuities using the immediate PBGC
 interest rate and the P 84 (0) mortality table as stated in Article 1.01.

 
	
  

 	
  

 	
  

 
	
 6.13

 	
 Reemployment Following Commencement of
 Annuity Payments.

 
	
  

 	
  

 	
  

 
	
 Notwithstanding any provisions of
 the Plan to the contrary, in the event a Participant who is in receipt of annuity
 payments is reemployed by the Company or an Affiliated Company, payment of
 such benefit payments shall continue. Upon the Participant’s subsequent
 termination of employment with the Company and all Affiliated Companies, the
 Participant shall be entitled to an additional benefit based on the formula
 then in effect and his Years of Credited Service and Compensation earned
 after his date of reemployment and such additional benefit shall be subject
 to and payable in accordance with the provisions of Article 7.

 
	
  

 	
  

 	
  

 
	
 In the event a Participant dies
 while in active service, the additional benefit shall be payable in
 accordance with Article 4.06 or Article 8 or 9, as applicable.

 










48


ARTICLE 7: FORM OF BENEFIT PAYMENT


	
  

 	
  

 	
  

 	
  

 
	
 7.01

 	
 Normal Form of Payment. 

 
	
  

 	
  

 
	
 Unless a Participant has elected pursuant to Article 7.02 of the Plan
 that his vested Normal Retirement Benefit be paid in another form or to a
 Beneficiary other than his surviving Spouse, a Participant’s vested Normal
 Retirement Benefit shall be paid in whichever of the following forms is
 applicable:

 
	
  

 
	
  

 	
 (a)

 	
 If the Participant does not have a Spouse at the time payment of his
 vested Normal Retirement Benefit commences, the vested Normal Retirement
 Benefit shall be payable in the form of a Life Annuity.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 If the Participant has a Spouse at the time payment of the vested
 Normal Retirement Benefit commences, and the Participant terminates Service
 after attaining the earlier of his Normal Retirement Age or his Early
 Retirement Date, the Participant’s vested Normal Retirement Benefit shall be
 payable in the form of a Qualified Joint and Survivor Annuity which is the
 Actuarial Equivalent of the vested Normal Retirement Benefit payable to the
 Participant as a Life Annuity.

 
	
  

 	
  

 	
  

 
	
 Effective January 1, 2008, notwithstanding any provision
 hereof to the contrary, if a Participant is permitted, in accordance with
 Article 7.02, to elect to receive a benefit in the form of a lump sum payment,
 then in no event shall a Participant’s benefit, as payable in the normal form
 determined in accordance with this Article 7.01, be less than the Actuarial
 Equivalent of the lump sum amount payable to the Participant in accordance
 with Article 7.02(b).

 
	
  

 
	
 7.02

 	
 Optional Forms of Payment for All Benefits.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 In lieu of the form of payment provided in Article 7.01, a
 Participant may elect in the manner prescribed by the Administrative
 Committee and during the election period described in paragraph (c) below of,
 a form of benefit payment provided under paragraph (b) below; provided,
 however, that any election, made by a Participant who has a Spouse, not to
 have payment of the Participant’s benefits made in the form of a Qualified
 Joint and Survivor Annuity under Article 7.01(b), shall not be effective
 unless:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 The Spouse of the Participant consents in writing to the election;
 the election designates a specific Beneficiary, including any class of
 beneficiaries or any contingent beneficiaries, which may not be changed
 without spousal consent (or the Spouse expressly permits designations by the
 Participant without any further spousal consent); and the Spouse’s consent
 acknowledges the effect of such election and is witnessed by a member of the
 Administrative Committee or a Notary Public. Additionally, a Participant’s
 waiver of the Qualified Joint and Survivor Annuity shall not be effective
 unless the election designates a form of benefit payment which may not be
 changed without spousal consent (or the Spouse expressly permits designations
 by the Participant without any further spousal consent).

 









49


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 If it is established to the satisfaction of the Administrative
 Committee that the required consent may not be obtained because there is no
 Spouse, because the Spouse cannot be located, or because of such other
 circumstances as provided in Treasury regulations under the applicable
 provisions of the Code, a waiver will be deemed a qualified election.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The Participant elects an annuity form under paragraph (b)(ii) below
 with his Spouse as Beneficiary.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any consent by a Spouse (or establishment that the consent of a
 Spouse may not be obtained) shall be effective only with respect to such
 Spouse. At any time during the election period described in Article 7.02(c),
 a Participant may, without the consent of the Participant’s Spouse, revoke an
 election to have payment of the retirement benefit made in a form other than
 a Qualified Joint and Survivor Annuity.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 In the event an election is validly made and in effect pursuant to
 paragraph (a) of the Plan not to receive payment of benefits in the normal
 form provided in Article 7.01, then the benefit payable to a Participant
 shall be the Actuarial Equivalent of the retirement benefit otherwise payable
 to the Participant in the form of a Life Annuity. A Participant may, in the
 form and manner prescribed by the Administrative Committee, elect any one of
 the following optional forms of payment:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 a Life Annuity payable monthly to the Participant;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 an immediate joint and survivor annuity commencing on or after the
 Participant’s Early Retirement Date, or date of termination of employment, if
 later, under which one hundred percent (100%), seventy-five percent (75%),
 sixty-six and two-thirds percent (66-2/3%) or fifty percent (50%) of the
 amount payable to the Participant for his life is continued thereafter for
 the life of a contingent annuitant designated by him, for a period not in
 excess of the joint life expectancies of the Participant and the
 Participant’s Beneficiary;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 a lump sum payment; provided the amount of the lump sum payment at
 the Annuity Starting Date exceeds $5,000, or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 one-half (1/2) as a lump sum payment and one-half (1/2) as an annuity.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Participant may make separate elections of an optional form of
 benefit with respect to the portion of his benefit payable under Article 4
 and the benefit payable under Article 6. However, both benefits together, as
 provided under Articles 4 and 6, must commence simultaneously.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Any election not to receive payment of benefits under the Plan in the
 normal form provided in Article 7.01 of the Plan shall be made at any time
 during the election period in writing. Any such election may be revoked in
 writing, and a new election made, at any time during the election period. The
 election period shall be the ninety (90) day period ending on the Annuity
 Starting Date.

 









50


	
  

 	
  

 	
  

 	
  

 
	
 7.03

 	
 Minimum Distributions and Limitation on
 Optional Forms of Payment.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any other Plan provision, all distributions required
 under this Article 7.03 shall be determined and made in accordance with
 Sections 1.401(a)(9)-2 through 1.401(a)(9)-9 of the Treasury Regulations
 issued under Section 401(a)(9) of the Code, including the incidental death
 benefit provisions of Section 401(a)(9)(G) of the Code. Further, such
 regulations shall override any Plan provision that is inconsistent with
 Section 401(a)(9) of the Code. If a Participant dies after payments have
 commenced, any payments continuing on to his Spouse or Beneficiary shall be
 distributed at least as rapidly as under the method of distribution being
 used as of the Participant’s date of death.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 The following rules shall apply to all distributions:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Any additional benefits accruing to a Participant in a calendar year
 after the first distribution calendar year will be distributed beginning with
 the first payment interval ending in the calendar year immediately following
 the calendar year in which such amount accrues.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 If the Participant’s benefit is being distributed in the form of a
 joint and survivor annuity for the joint lives of the Participant and
 non-spouse Beneficiary, annuity payments to be made on or after the Participant’s
 required beginning date to the designated beneficiary after the Participant’s
 death must not at any time exceed the applicable percentage of the annuity
 payment for such period that would have been payable to the Participant using
 the table set forth in Q&A-2 of Section 1.401(a)(9)-6 of the Treasury
 Regulations. If the form of distribution combines a joint and survivor
 annuity for the joint lives of the Participant and a non-spouse Beneficiary
 and a period certain annuity, the requirement in the preceding sentence will
 apply to annuity payments to be made to the designated beneficiary after the
 expiration of the period certain. If the Annuity Starting Date occurs in a
 calendar year which precedes the calendar year in which the Participant reaches
 age 70, in determining the applicable percentage, the
 Participant/Beneficiary’s age difference is reduced by the number of years
 that the Participant is younger than age 70 on the employee’s birthday in the
 calendar year that contains the Annuity Starting Date.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 If the Participant’s benefit is being distributed in the form of a
 period certain and life annuity option, the period certain may not exceed the
 applicable distribution period for the Participant under the Uniform Lifetime
 Table set forth in Section 1.401(a)(9)-9 of the Treasury Regulations for the
 calendar year that contains the Annuity Starting Date. If the Annuity
 Starting Date precedes the year in which the Participant reaches age 70, the
 applicable distribution period for the Participant is the distribution period
 for age 70 under the Uniform Lifetime Table set forth in Section
 1.401(a)(9)-9 of the Treasury Regulations plus the excess of 70 over the age
 of the Participant as of the Participant’s birthday in the year that contains
 the Annuity Starting Date.

 









51


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 For purposes of this Article, the following definitions shall apply:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 Designated beneficiary. The individual who is designated as the
 beneficiary under Article 1.07 is the designated beneficiary under Section
 401(a)(9) of the Code and Section 1.401(a)(9)-4, Q&A-1, of the Treasury
 Regulations. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 Distribution calendar year. A calendar year for which a minimum
 distribution is required. For distributions beginning before the
 Participant’s death, the first distribution calendar year is the calendar
 year immediately preceding the calendar year which contains the Participant’s
 required beginning date.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 Life Expectancy. Life expectancy as computed using the Single Life
 Table in Section 1.401(a)(9)-(9) of the Treasury Regulations.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 Required beginning date. With respect to a Participant who is a
 5-percent owner as defined in Section 416(i) of the Code, the April 1 of
 the calendar year following the calendar year in which the Participant
 attains age 701⁄2 and, with respect to a Participant who is not a 5-percent
 owner, the April 1 following the later of the calendar year in which the
 Participant attains age 701⁄2 or the calendar year in which the Participant
 retires.

 






	
  

 	
  

 	
  

 	
  

 
	
 7.04

 	
 Notice to Married Participants. 

 
	
  

 	
  

 
	
 No less than thirty (30) days and no more than ninety (90) days prior
 to the Annuity Starting Date, the Administrative Committee shall furnish any
 Participant who has a Spouse, by mail or personal delivery, with a written
 explanation of (a) the terms and conditions of the Qualified Joint and
 Survivor Annuity provided in Article 7.01 of the Plan, (b) the Participant’s
 right to make, and the effect of, an election to waive the Qualified Joint
 and Survivor Annuity form of benefit, (c) the rights of the Participant’s
 Spouse under Article 7.02(b) of the Plan to consent to a waiver of the
 Qualified Joint and Survivor Annuity form, and (d) the right to make, and the
 effect of, a revocation of an election to waive payment in the form of a
 Qualified Joint and Survivor Annuity. Within thirty (30) days following
 receipt by the Administrative Committee of a Participant’s written request,
 the Participant shall be furnished an additional written explanation, in
 terms of dollar amounts, of the financial effect of an election not to
 receive the Qualified Joint and Survivor Annuity. For notices given in Plan
 Years beginning after December 31, 2006, such notification shall
 also include a description of how much larger benefits may be if the commencement
 of distributions is deferred. The Administrative Committee shall not be
 required to comply with more than one such request.

 
	
  

 
	
 7.05

 	
 Mandatory Cashout of Small Benefits.

 
	
  

 	
  

 
	
 Notwithstanding any provision of the Plan to the contrary, in any
 case, a lump sum payment of Actuarial Equivalent value shall be made in lieu
 of all benefits in the event:

 
	
  

 
	
  

 	
 (a)

 	
 the Participant’s Annuity Starting Date occurs on or after his Normal
 Retirement Date and the present value of his benefit determined as of his Annuity
 Starting Date amounts to $5,000 or less, or

 









52


	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the Participant’s Annuity Starting Date occurs prior to his Normal
 Retirement Date and the present value of his benefit determined as of his
 Annuity Starting Date amounts to $1,000 or less.

 
	
  

 	
  

 	
  

 
	
 In determining the amount of a lump sum payment payable under this
 paragraph, Actuarial Equivalent value shall mean a benefit, in the case of a
 lump sum benefit payable prior to a Participant’s Normal Retirement Date, of
 equivalent value to the benefit which would otherwise have been provided
 commencing at the Participant’s Normal Retirement Date, or if larger, the
 benefit which would otherwise have been provided commencing at the earliest
 date he could have commenced payment. In the event the present value of a
 benefit exceeds $1,000 upon its initial determination as to its present
 value, the present value of the benefit shall be redetermined annually as of
 the first day of each subsequent Plan Year. The determination as to whether a
 lump sum payment is due shall be made as soon as practicable following the
 Participant’s termination of service. Any lump sum benefit payable shall be
 made as soon as practicable following the determination that the amount
 qualifies for distribution under the provisions of this paragraph. In no
 event shall a lump sum payment be made following the date pension payments
 have commenced as an annuity.

 
	
  

 
	
 Notwithstanding any provision of the Plan to the contrary, a
 Participant who is entitled to a pension upon his termination of employment
 and who has not reached his Normal Retirement Date shall be entitled to elect
 to receive his pension in one lump sum of Actuarial Equivalent value to the
 pension payable at his Annuity Starting Date provided that the amount of the
 lump sum payment exceeds $1,000 but does not exceed $5,000 at the time of
 payment. The Participant may elect to receive the lump sum payment as soon as
 practicable following his termination of employment or as of the first day of
 any later month that precedes his Normal Retirement Date. Such election shall
 be made in accordance with such administrative rules as the Administrative
 Committee shall prescribe. Spousal Consent to the Participant’s election of
 the lump sum is not required. A Participant who is entitled to elect a
 distribution under this paragraph shall not be entitled to receive payment in
 any other form of payment offered under the Plan.

 
	
  

 
	
 7.06

 	
 Annuity Contract Nontransferable. 

 
	
  

 	
  

 
	
 Any annuity contract distributed herefrom must be nontransferable.

 
	
  

 
	
 7.07

 	
 Conflicts With Annuity Contracts. 

 
	
  

 	
  

 
	
 The terms of any annuity contract purchased and distributed by the
 Plan to a Participant, Spouse or Beneficiary shall comply with the
 requirements of this Plan.

 
	
  

 
	
 7.08

 	
 Rollovers. 

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision of the Plan to the contrary that would
 otherwise limit a distributee’s election under this Article 7.08, a
 distributee may elect, at the time and in the manner prescribed by the Plan
 Administrator, to have any portion of an eligible rollover distribution paid
 directly to an eligible retirement plan specified by the distributee in a
 direct rollover.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 The following definitions apply to the terms used in this Article
 7.08:

 









53


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 An “eligible rollover distribution” is any distribution of all or any
 portion of the balance to the credit of the distributee, except that an
 eligible rollover distribution does not include: any distribution that is one
 of a series of substantially equal periodic payments (not less frequently
 than annually) made for the life (or life expectancy) of the distributee or
 the joint lives (or joint life expectancies) of the distributee and the
 distributee’s designated beneficiary, or for a specified period of ten years
 or more; any distribution to the extent such distribution is required under
 Section 401(a)(9) of the Code; and the portion of any distribution that is
 not includible in gross income (determined without regard to the exclusion
 for net unrealized appreciation with respect to employer securities) and any
 distribution where all otherwise eligible distributions are expected to total
 less than $200;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 A portion of a distribution shall not fail to be an eligible rollover
 distribution merely because the portion consists of after-tax employee
 contributions which are not includible in gross income. However, such portion
 may be transferred only to (1) an individual retirement account or annuity
 described in Section 408(a) or (b) of the Code; (2) for taxable years
 beginning after December 31, 2001 and before January 1, 2007;
 to a qualified trust which is part of a defined contribution plan that agrees
 to separately account for amounts so transferred, including separately
 accounting for the portion of such distribution which is includible in gross
 income and the portion of such distribution which is not so includible; or
 (3) for taxable years beginning after December 31, 2006, to a
 qualified trust or to an annuity contract described in Section 403(b) of the
 Code, if such trust or contract provides for separate accounting for amounts
 so transferred (including interest thereon), including separately accounting
 for the portion of such distribution which is includible in gross income and
 the portion of such distribution which is not so includible.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 An “eligible retirement plan” is an individual retirement account
 described in Section 408(a) of the Code, an individual retirement annuity
 described in Section 408(b) of the Code, an annuity plan described in Section
 403(a) of the Code, a Roth individual retirement account described in Section
 408A of the Code (effective January 1, 2008), a qualified trust
 described in Section 401(a) of the Code, an annuity contract described in
 Section 403(b) of the Code, or an eligible plan under Section 457(b) of the
 Code which is maintained by a state, political subdivision of a state, or any
 agency or instrumentality of a state or political subdivision of a state and
 which agrees to separately account for amounts transferred into such plan
 from this Plan; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 A “distributee” includes an Employee or former Employee. In addition,
 the Employee’s or former Employee’s surviving spouse and the Employee’s or
 former Employee’s spouse or former spouse who is the alternate payee under a
 qualified domestic relations order, as defined in Section 414(p) of the Code,
 are distributees with regard to the interest of the spouse or former spouse;
 and

 









54


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 A “direct rollover” is a payment by the Plan to the eligible
 retirement plan specified by the distributee.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Effective April 1, 2007, a distributee also includes a
 non-spouse Beneficiary. In the case of a nonspouse beneficiary, the direct
 rollover may be made only to an individual retirement account or annuity
 described in Sections 408(a) or 408(b) of the Code (“IRA”) that is
 established on behalf of the designated beneficiary and that will be treated
 as an inherited IRA pursuant to the provisions of Section 402(c)(11) of the
 Code. Also, in this case, the determination of any required minimum
 distribution under Section 401(a)(9) of the Code that is ineligible for
 rollover shall be made in accordance with Notice 2007-7, Q&A 17 and 18,
 2007-5 I.R.B. 395. 

 
	
  

 	
  

 	
  

 
	
 In the event that the provisions of this Article or any part thereof
 cease to be required by law as a result of subsequent legislation or
 otherwise, this Article or any applicable part thereof shall be ineffective
 without the necessity of further amendments to the Plan.

 
	
  

 
	
 7.09

 	
 Waiver of Thirty (30) Day Notice Period. 

 
	
  

 	
  

 
	
 The notice required by Section 1.411(a)-11(c) of the Treasury
 Regulations must be provided to a Participant no less than thirty (30) days
 and no more than ninety (90) days before the Annuity Starting Date.

 
	
  

 
	
 A Participant may, after receiving the notice required under Sections
 411 and 417 of the Code, affirmatively elect to have his benefit commence
 sooner than 30 days following his receipt of the required notice, provided
 all of the following requirements are met:

 
	
  

 
	
  

 	
  

 	
 (i)

 	
 the Plan Administrator clearly informs the Participant that he has a
 period of at least 30 days after receiving the notice to decide when to have
 his benefit begin, and if applicable, to choose a particular optional form of
 payment;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 the Participant affirmatively elects a date for benefits to begin,
 and if applicable, an optional form of payment, after receiving the notice;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 the Participant is permitted to revoke his election until the later
 of his Annuity Starting Date or seven (7) days following the day he received
 the notice;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 the Participant’s Annuity Starting Date is after the date the notice
 is provided; and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 payment does not commence less than seven (7) days following the day
 after the notice is received by the Participant.

 
	
  

 	
  

 	
  

 	
  

 
	
 7.10

 	
 Delayed Commencement of Normal Retirement
 Benefit.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision hereof to the contrary, in the event a
 Participant’s pension otherwise required to commence on the Participant’s
 Normal Retirement Date is delayed because the Administrative Committee is
 unable to locate the Participant or for any other reason, the Administrative
 Committee shall 

 









55


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 commence payment within 90 days after the date the Participant is
 located. Unless the Participant elects an optional form of payment in
 accordance with the provisions of Article 7.02, payment shall be in the
 normal (automatic) form set forth in Article 7.01(a) or 7.01(b), as
 applicable to the Participant on his Annuity Starting Date. The pension
 payable to the Participant as of his Annuity Starting Date shall be of
 Actuarial Equivalent to the pension otherwise payable to the Participant on
 his Normal Retirement Date.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 In the event a Participant whose pension is delayed beyond his Normal
 Retirement Date as described in the foregoing paragraph dies prior to his
 Annuity Starting Date, and is survived by a Spouse, the Spouse shall be
 entitled to receive a survivor annuity under the provisions of Article
 7.01(b), computed as Actuarial Equivalent of the pension otherwise payable to
 the Participant on his Normal Retirement Date.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For purposes of this paragraph (a), Actuarial Equivalent shall be
 determined in the same manner as provided in Article 6.07(b).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 In lieu of the pension otherwise payable under paragraph (a) above, a
 Participant described in paragraph (a) above may elect to receive his pension
 as of his Normal Retirement Date in accordance with subparagraph (b)(i) or
 subparagraph (b)(ii) below:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Annuity with Partial Lump Sum. A Participant may elect to
 receive a pension payable in the amount that would have been payable to the
 Participant if payments had commenced on the Participant’s Normal Retirement
 Date (“retroactive Annuity Starting Date”) in the form elected by the
 Participant; plus one lump sum payment equal to the sum of the monthly payments
 the Participant would have received during the period beginning on his Normal
 Retirement Date and ending with the month preceding his Annuity Starting
 Date, together with interest at the annual rate specified in Article
 4.03(a)(v), compounded annually. The amount of such monthly payments shall be
 determined as of the Participant’s Normal Retirement Date on the basis of the
 actual form of payment in which the Participant’s pension is payable under
 Article 7.01 or 7.02, as applicable. The lump sum shall be paid on or as soon
 as practicable following the date the Participant’s pension commences. An
 election under this subparagraph (b)(i) shall be subject to the following
 requirements: 

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 The Participant’s benefit, including any interest adjustment, must
 satisfy the provisions of Section 415 of the Code, both at the retroactive
 Annuity Starting Date and at the actual commencement date, except that if
 payments commence within 12 months of the retroactive Annuity Starting Date,
 the provisions of Section 415 of the Code need only be satisfied as of the
 retroactive Annuity Starting Date.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 Spousal Consent to the retroactive Annuity Starting Date is required
 unless:

 









56


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (1)

 	
 the amount of the survivor annuity payable to the spouse determined
 as of the retroactive Annuity Starting Date under the form elected by the
 Participant is no less than the amount the spouse would receive under the
 Qualified Joint and Survivor Annuity on the actual commencement date; or

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (2)

 	
 the Participant’s spouse on his retroactive Annuity Starting Date is
 not his spouse on his actual commencement date and is not treated as his
 spouse under a qualified domestic relations order.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 The Participant may not elect the lump sum optional form of payment
 under Article 7.02.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Lump Sum Payment. A Participant shall receive payment of his
 pension in the form of one lump sum payment determined as if his Normal
 Retirement Date was his Annuity Starting Date (“retroactive Annuity Starting Date”).
 Such election shall be subject to the following requirements:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the Participant’s benefit, including any interest adjustment, must
 satisfy the provisions of Sections 415 of the Code, both at the retroactive
 Annuity Starting Date and at the actual commencement date;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the lump sum payment shall not be less than the amount that would
 have been payable on the retroactive Annuity Starting Date if the lump sum
 amount had been calculated using the IRS Interest Rate and IRS Mortality
 Table in effect on the date of distribution;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 the lump sum payment shall be increased by an amount of interest
 credited at the annual rate specified in Article 4.03(a)(v) from the
 Participant’s Normal Retirement Date to his actual commencement date; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 Spousal Consent to the retroactive Annuity Starting Date is required
 unless the Participant’s spouse on his retroactive Annuity Starting Date is
 not his spouse on his actual commencement date and is not treated as his
 spouse under a qualified domestic relations order.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Participant may make an election under this paragraph (b) in
 accordance with such administrative rules as shall be prescribed by the
 Administrative Committee.

 






	
  

 	
  

 	
  

 	
  

 
	
 7.11

 	
 Limitation
 on Benefits In the Event of a Liquidity Shortfall. 

 
	
  

 	
  

 
	
 Notwithstanding any provisions of the Plan to the contrary, in the
 event the Plan has a liquidity shortfall within the meaning of Section
 401(a)(32) of the Code, the Trustee shall, as directed by the Administrative
 Committee, cease payment during the period of such liquidity shortfall of (a)
 

 









57


	
  

 	
  

 	
  

 	
  

 
	
 any payment in excess of the monthly amount payable under a single
 life annuity (plus any social security supplements described in Section
 411(a)(9) of the Code) to any Participant or Beneficiary whose Annuity
 Starting Date occurs during such period, (b) any payment for the purchase of
 an irrevocable commitment from an insurer to pay benefits, or (c) any other
 payment specified in regulations promulgated under Section 401(a)(32) of the
 Code.

 
	
  

 
	
 7.12

 	
 Limitations Based on Funded Status of the
 Plan.

 
	
  

 	
  

 
	
 Notwithstanding any provision of the Plan to the contrary, the
 following provisions shall apply as required by Section 436 of the Code
 effective for Plan Years beginning on or after January 1, 2008,
 except to the extent the exception under Section 436(d)(4) of the Code
 applies:

 
	
  

 
	
  

 	
 (a)

 	
 In the event the Plan’s adjusted funding target attainment percentage
 for a Plan Year is less than 60 percent, benefit accruals shall cease during
 the period benefit accruals are restricted under the provisions of Section
 436(e) of the Code. The benefit accruals that were not permitted to accrue
 pursuant to the application of the provisions of the preceding sentence shall
 be restored automatically as of the 436 measurement date the limitations
 under Section 436(e) of the Code cease to apply, if (i) the continuous period
 of the limitation is 12 months or less, and (ii) the Plan’s enrolled actuary
 certifies that the adjusted funding target attainment percentage for the Plan
 would not be less than 60 percent taking into account the restored benefit
 accruals for the prior Plan Year. 

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 In the event the Plan’s adjusted funding target attainment percentage
 for a Plan Year falls below the threshold defined under Section 436(d)(1)
 and/or (3) of the Code, the Trustee shall, as directed by the Administrative
 Committee, cease payment of any prohibited payment during the period
 specified in, and to the extent necessary to comply with the provisions of
 Section 436(d) of the Code.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 In no event shall a prohibited payment be paid during any period the
 Employer is a debtor in a case under Title 11, United States Code, or similar
 federal or state law, to the extent necessary to comply with the provisions
 of Section 436(d)(2) of the Code.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 In no event shall an amendment that has the effect of increasing
 liabilities of the Plan by reason of increases in benefits, establishment of
 new benefits, changing the rate of benefit accrual, or changing the rate at
 which benefits become nonforfeitable become effective during the period such
 amendment would violate the provisions of Section 436(c) of the Code.

 
	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 If an optional form of benefit that is otherwise available under the
 terms of the Plan is not available because of the application of Section
 436(d)(1) or (2) of the Code, the Participant or Beneficiary, as applicable,
 shall be eligible to elect another form of benefit available under the Plan
 or to defer payment to a later date (to the extent permitted under applicable
 qualification requirements).

 
	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 If an optional form of benefit that is otherwise available under the
 terms of the Plan is not available because of the application of Section
 436(d)(3) of the Code, a Participant or Beneficiary, as applicable, shall be
 eligible to defer his entire payment to a later date (to the extent permitted
 under applicable qualification 

 









58


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 requirements) or to bifurcate the benefit into unrestricted and
 restricted portions. If a Participant or Beneficiary elects to bifurcate the
 benefit, the Participant or Beneficiary shall be eligible to elect, with
 respect to the unrestricted portion of the benefit, any optional form
 otherwise available under the Plan with respect to the Participant’s or
 Beneficiary’s entire benefit and in such a case, if the Participant or
 Beneficiary elects payment of the unrestricted portion of the benefit in the
 form of a prohibited payment, the Participant or Beneficiary shall be
 eligible to elect:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 to receive payment of the restricted portion of the benefit in any
 optional form of benefit under the Plan that is not a prohibited payment and
 that would have been permitted with respect to the Participant’s or
 Beneficiary’s entire benefit[; or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 if the Administrative Committee has determined in a consistent and
 nondiscriminatory manner that a Participant or Beneficiary may defer only the
 restricted portion of his benefit, to defer commencement of the restricted
 portion of his benefit until after the restrictions on prohibited payments
 lapse (to the extent permitted under applicable qualification requirements)
 and receive said amount in any optional form of payment available under the
 Plan. Such election shall be subject to any other applicable qualification requirements,
 shall be treated as a new Annuity Starting Date, and shall be made in
 accordance with all Plan rules regarding elections of forms of benefit.

 
	
  

 	
  

 	
  

 	
  

 
	
 For purposes of this Article 7.12, the terms “adjusted funding target
 attainment percentage,” “prohibited payment,” “unrestricted portion of the
 benefit,” and “restricted portion of the benefit” shall have the meanings
 given under Section 436 of the Code, the regulations thereunder, and any
 applicable Internal Revenue Service guidance. 

 
	
  

 
	
 In the event that the provisions of this Article 7.12 or any part
 thereof cease to be required by law as a result of subsequent legislation or
 otherwise, this Article 7.12 or any applicable part thereof shall be
 ineffective without the necessity of further amendments to the Plan.

 
	
  

 
	
 7.13

 	
 Limitations on Unpredictable Contingent
 Event Benefit.

 
	
  

 	
  

 
	
 Notwithstanding any provision of the Plan to the contrary, with
 respect to Plan Years beginning on or after January 1, 2008, if a
 Participant or Beneficiary is entitled to an “unpredictable contingent event
 benefit” (as defined under Section 436(b) of the Code) with respect to any
 event occurring during any Plan Year, such unpredictable contingent event
 benefit shall not be provided to such Participant or Beneficiary if the Plan’s
 adjusted funding target attainment percentage (as defined in Article 7.12)
 for such Plan Year is less than 60 percent or would be less than 60 percent
 taking into account such occurrence; provided, however, that such
 unpredictable contingent event benefit shall become payable if and when the
 Plan meets the exemption under Section 436(b)(2) of the Code.

 
	
  

 
	
 In the event that the provisions of this Article 7.13 or any part
 thereof cease to be required by law as a result of subsequent legislation or
 otherwise, this Article 7.13 or any applicable part thereof shall be
 ineffective without the necessity of further amendments to the Plan.

 










59


ARTICLE 8: DEATH BENEFITS


	
  

 	
  

 	
  

 
	
 8.01

 	
 Pre-Retirement Death Benefit.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 If a Participant who has a vested interest in his retirement benefit
 dies before payment of his benefit commences, then his Beneficiary shall be
 entitled to receive a pre-retirement death benefit. For a Participant who was
 an Employee in active employment at the time of his death, the benefit shall
 be equal to the amount the Participant would have received pursuant to
 Article 6.01(a) and Article 6.01(b), if the benefit to which the Participant
 had been entitled at his date of death had commenced in the form of a one
 hundred percent (100%) joint and survivor annuity in the month next following
 the month in which his Normal Retirement Date had occurred (or next following
 the month in which his date of death occurred, if later); for a Participant
 who was not an Employee in active employment at the time of his death
 (including a Participant who was accruing benefits or receiving payments
 under Article 6.05), the benefit shall be equal to the amount the Participant
 would have received pursuant to Article 6.01(a) and Article 6.01(b), if the
 benefit to which the Participant had been entitled at his date of death had
 commenced in the form of a fifty percent (50%) joint and survivor annuity in
 the month next following the month in which his Normal Retirement Date had
 occurred (or next following the month in which his date of death occurred, if
 later). The benefit payable to the Beneficiary shall be reduced in accordance
 with Schedule A 1 to reflect its commencement prior to the Participant’s
 Normal Retirement Date and on or after the Participant’s 55th
 birthday if the Beneficiary elects early commencement. The benefit payable
 hereunder shall commence as of the first day of the month following the month
 in which the Participant’s Normal Retirement Date would have occurred.
 However, the Participant’s Beneficiary may elect to begin receiving payments
 as of the first day of any month following the Participant’s death. If the
 Beneficiary elects to commence receipt of payment prior to the Participant’s
 55th birthday, the reduction for early commencement shall be the
 Actuarial Equivalent from age 65.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 The death benefit payable in accordance with this Article 8.01 shall
 be in addition to any death benefit payable in accordance with Article 4.06.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Notwithstanding paragraphs (a) and (b) above, a lump sum payment of
 Actuarial Equivalent value shall be paid to the Beneficiary, without his or
 her consent, in lieu of the monthly benefit if the present value of the
 benefit payable as of the date payments commence to the Beneficiary amounts
 to $5,000 or less. In the event the present value of a Beneficiary’s benefit
 exceeds $5,000 upon an initial determination as to its present value and
 distribution of the benefit is deferred, the present value of the
 Beneficiary’s benefit shall be re-determined annually as of the first day of
 each subsequent Plan Year. The lump sum payment shall be made as soon as
 practicable following the Participant’s date of death or such later date that
 a determination is made that the amount qualifies for distribution under this
 paragraph. In no event shall a lump sum payment be made following the date
 benefit payments have commenced to the Beneficiary as an annuity.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 In the event a Participant entitled to a death benefit under
 paragraph (a) dies in active employment with his estate as his Beneficiary,
 the death benefit shall be

 









60


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 calculated assuming the Beneficiary is the same age as the
 Participant and, in lieu of the annuity form of payment, the death benefit
 shall be paid in one lump sum under Article 8.03.

 
	
  

 	
  

 
	
  

 	
 (e)

 	
 Notwithstanding any provision to the contrary, if a Participant who
 has a vested interest in his retirement benefit dies after
 January 1, 2007 while performing qualified military service
 pursuant to the Heroes Earnings Assistance and Tax Relief Act of 2008 and
 before payment of his benefit commences, then that Participant shall be
 treated as an Employee in active service for purposes of this Article.

 
	
  

 	
  

 	
  

 
	
 8.02

 	
 Post-Retirement Death Benefit. 

 
	
  

 	
  

 
	
 Upon the death after retirement of a Participant who contributed for
 sixty (60) consecutive months ending August 31, 1994, and attained
 age fifty-five (55) on or before August 31, 1994, his Death Benefit
 shall be equal to:

 
	
  

 
	
  

 	
 (a)

 	
 $1,000; plus

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the greater of (i) his Compensation (on an annual basis) in effect on
 the January 1 next preceding his retirement date, reduced by 1/60th
 of such amount on the first day of each month following his retirement date,
 and (ii) $2,000; less

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Any amounts under a Group Life Insurance Plan of the Company which
 were paid to such Participant during his lifetime or are payable by reason of
 his death.

 
	
  

 	
  

 	
  

 
	
 8.03

 	
 Payment to Beneficiary.

 
	
  

 	
  

 	
  

 
	
 The Beneficiary entitled to a benefit pursuant to Article 8.01(a) may
 elect to receive the benefit in a lump sum, payable at the election of the
 Beneficiary, at any time following the Participant’s death. The death benefit
 payable to a Beneficiary pursuant to Article 8.02 shall be paid in a lump sum
 as soon as practicable after the date of the Participant’s death.

 
	
  

 
	
 8.04

 	
 Required Distributions.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 If a Participant dies after distribution of his interest in the Plan
 has commenced in accordance with Article 7 of the Plan, the remaining portion
 of the Participant’s interest in the Plan shall be distributed at least as
 rapidly as the method of distribution being used as of the date of the
 Participant’s death pursuant to Article 7 of the Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 If the Participant dies before distribution of his interest in the
 Plan has commenced, the Participant’s entire interest in the Plan shall be
 distributed no later than five (5) years after the date of the Participant’s
 death except to the extent provided in paragraphs (i) or (ii) below:

 






 	
  

 	
  

 	
  

 
	
  

 	
 (i)

 	
 if any portion of the Participant’s interest in the Plan is payable
 to (or for the benefit of) a designated Beneficiary, distribution of the
 Participant’s interest in the Plan may be made over the life of such
 designated Beneficiary (or over a period not extending beyond the life
 expectancy of such designated Beneficiary), commencing no later than one year
 after

 









61


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 the date of such Participant’s death or such later date as may be
 provided in Treasury Regulations under the applicable provisions of the Code;
 and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 if the designated Beneficiary is the Participant’s surviving Spouse,
 the date on which the distributions are required to begin in accordance with
 paragraph (i) immediately above shall not be earlier than the date on which
 the Participant would have attained age seventy and one-half (70 1/2), and if
 the surviving Spouse dies before the distributions to such Spouse begin,
 subsequent distributions shall be made as if the surviving Spouse were the
 Participant.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of this Article 8.04:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 the life expectancy of the Participant and, if applicable, the
 Participant’s Spouse (other than in the case of a Life Annuity) may be
 determined but not more frequently than annually, and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 any amount paid to a child shall be treated as if it had been paid to
 the surviving Spouse if such amount will become payable to the surviving
 Spouse when such child reaches the age of majority (or such other designated
 event permitted under Treasury Regulations).

 
	
  

 	
  

 	
  

 	
  

 
	
 8.05

 	
 Return of Contributions.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Upon receipt of proof, satisfactory to the Administrative Committee,
 of the death of a Participant, provided no other benefit is payable under the
 Plan on his account except as set forth in Article 8.05(b) below, the amount
 of his employee contributions at the time of the Participant’s death which
 have not been distributed to the Participant shall be payable in one sum to
 his Beneficiary, if living.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 If the Participant’s Beneficiary is the Participant’s Spouse, the
 Spouse shall receive the amount of employee contributions which have not been
 distributed in one sum, in addition to, and without any reduction for, any
 other benefit the spouse is entitled to receive under any other provision of
 this Plan.

 









62


ARTICLE 9: RETIREMENT BENEFITS UNDER
COLLECTIVE BARGAINING AGREEMENTS


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 9.01

 	
 Eligibility for Employees Subject to a
 Collective Bargaining Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Each Employee whose employment is covered by a collective bargaining
 agreement to which the Company is a party and which provides for coverage
 under the Plan, who, on or after September 15, 1952, shall have
 attained the age of sixty-five (65), shall have completed ten (10) or more
 Years of Credited Service and shall have ceased active Service shall be a
 Participant and shall be entitled to receive a pension determined under this
 Article 9.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Effective January 1, 1976, an Employee to whom paragraph
 (a) applies and who begins employment with the Company five (5) or more years
 before the Normal Retirement Age shall be a Participant in the Plan and
 entitled to a benefit after reaching Normal Retirement Age based upon actual
 Years of Credited Service.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Effective January 1, 1989, each Employee to whom paragraph
 (a) applies who, on or after September 15, 1952, shall have
 completed five (5) or more Years of Credited Service shall be a Participant,
 and after ceasing active Service, shall be entitled to receive a pension
 benefit under the Plan regardless of the number of years of participation
 before retirement age.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Effective January 1, 2008, each Employee to whom paragraph
 (a) applies who, on or after September 15, 1952, shall have
 completed three (3) or more Years of Credited Service shall be a Participant,
 and after ceasing active Service, shall be entitled to receive a pension
 benefit under the Plan regardless of the number of years of participation
 before retirement age.

 
	
  

 	
  

 	
  

 
	
 9.02

 	
 Amount, Form, and Commencement of
 Retirement Benefit. 

 
	
  

 	
  

 
	
 The monthly amount of pension payable to a pensioner retired pursuant
 to the provisions of Article 9.01 of the Plan shall be as follows:

 
	
  

 
	
  

 	
 (a)

 	
 Normal Retirement.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Wood-Ridge and Nuclear Facilities. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 the Wood-Ridge and Nuclear Facilities:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits payable commencing prior to October 1, 1962, $6.00
 multiplied by his Years of Credited Service for any pension payments due for
 months commencing on and after October 1, 1974 but prior to
 October 1, 1976, and $6.25 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1976.

 









63


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits payable commencing on and after October 1, 1962
 and prior to October 1, 1965, $6.25 multiplied by his Years of
 Credited Service for any pension payments due for months commencing on and
 after October 1, 1974 but prior to October 1, 1976, and
 $6.50 multiplied by his Years of Credited Service for any pension payments
 due for months commencing on and after October 1, 1976.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits payable commencing on and after October 1, 1965
 and prior to October 1, 1968, $6.50 multiplied by his Years of
 Credited Service for any pension payments due for months commencing on and
 after October 1, 1974 but prior to October 1, 1976, and
 $6.75 multiplied by his Years of Credited Service for any pension payments
 due for months commencing on and after October 1, 1976.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits payable commencing on and after October 1, 1968
 and prior to October 1, 1971, $7.50 multiplied by his Years of
 Credited Service for any pension payments due for months commencing on and
 after October 1, 1974 but prior to October 1, 1976, and
 $7.75 multiplied by his Years of Credited Service for any pension payments
 due for months commencing on and after October 1, 1976.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits payable commencing on and after October 1, 1971
 and prior to October 1, 1974, $8.25 multiplied by his Years of
 Credited Service for any pension payments due for months commencing on and
 after October 1, 1974 but prior to October 1, 1976, and
 $8.50 multiplied by his Years of Credited Service for any pension payments
 due for months commencing on and after October 1, 1976.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (F)

 	
 With benefits payable commencing on and after October 1, 1974
 and prior to October 1, 1976, $9.00 multiplied by his Years of
 Credited Service for any pension payments due for months commencing on and
 after October 1, 1974.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (G)

 	
 With benefits payable commencing on and after October 1, 1976,
 $10.00 multiplied by his Years of Credited Service for any pension payments
 due for months commencing on and after October 1, 1976.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Buffalo Facility.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 the Buffalo Facility:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits payable commencing prior to October 1, 1962, $4.75
 multiplied by his Years of Credited Service for any pension payments due for
 months commencing on and after October 1, 1969.

 









64


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits payable commencing on or after October 1, 1962 and
 prior to October 1, 1965, $5.00 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits payable commencing on or after October 1, 1965 and
 prior to October 1, 1968, $5.25 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits payable commencing on or after October 1, 1968 and
 prior to October 1, 1971, $6.25 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1970.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits payable commencing on or after October 1, 1971 and
 prior to October 1, 1973, $6.25 multiplied by his Years of Credited
 Service for benefit payments due prior to February 1, 1972,
 becoming the sum of $6.25 multiplied by his Years of Credited Service prior
 to January 1, 1972 and $7.00 multiplied by his Years of Credited
 Service on and after January 1, 1972, for benefit payments due on
 and after February 1, 1972.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (F)

 	
 With benefits payable commencing on or after October 1, 1973,
 the sum of $6.50 multiplied by his Years of Credited Service prior to
 January 1, 1972 and $7.00 multiplied by his Years of Credited
 Service on and after January 1, 1972.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (G)

 	
 With benefits payable commencing on or after October 1, 1974,
 the sum of $8.00 multiplied by his Years of Credited Service prior to
 January 1, 1972 and $7.00 multiplied by his Years of Credited
 Service on and after January 1, 1972 for payments due on and after
 October 1, 1974.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (H)

 	
 With benefits payable commencing on or after October 1, 1975,
 $8.00 multiplied by his Years of Credited Service for payments due on and
 after October 1, 1975.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (I)

 	
 With benefits payable commencing on or after November 1, 1977
 and prior to November 1, 1978, the sum of $8.00 multiplied by his
 Years of Credited Service prior to January 1, 1978 and $9.00
 multiplied by his Years of Credited Service on and after
 January 1, 1978.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (J)

 	
 With benefits payable commencing on or after
 November 1, 1978, the sum of $8.00 multiplied by his Years of
 Credited Service prior to January 1, 1978 and $10.00 multiplied by
 his Years of Credited Service on and after January 1, 1978.

 









65


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (K)

 	
 With benefits payable commencing on or after
 November 2, 1980, the sum of:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (1)

 	
 $8.00 multiplied by his Years of Credited Service prior to
 January 1, 1978,

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (2)

 	
 $10.00 multiplied by his Years of Credited Service from
 January 1, 1978 through November 1, 1980,

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (3)

 	
 $11.00 multiplied by his Years of Credited Service from
 November 2, 1980 through November 1, 1981,

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (4)

 	
 $12.00 multiplied by his Years of Credited Service on and after
 November 2, 1981 through May 4, 1985,

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (5)

 	
 $13.00 multiplied by his Years of Credited Service on and after
 May 4, 1985 through July 23, 1993, and

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (6)

 	
 $17.00 multiplied by his Years of Credited Service on and after
 July 24, 1993.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 Curtiss-Wright Flight Systems, Inc. Facility. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 the Curtiss-Wright Flight Systems, Inc. Facility:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits payable commencing prior to October 1, 1962, $4.75
 multiplied by his Years of Credited Service for any pension payments due for
 months commencing on and after October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits payable commencing on or after October 1, 1962 and
 prior to October 1, 1965, $5.00 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits payable commencing on or after October 1, 1965 and
 prior to October 1, 1968, $5.25 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits payable commencing on or after October 1, 1968,
 $6.25 multiplied by his Years of Credited Service.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 Marquette Metal Products Company. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 The Marquette Metal Products Company:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits payable commencing prior to October 1, 1962, $4.75
 multiplied by his Years of Credited Service for any pension

 









66


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits payable commencing on or after October 1, 1962 and
 prior to October 1, 1965, $5.00 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits payable commencing on or after October 1, 1965 and
 prior to October 1, 1968, $5.25 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1969.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits payable commencing on or after October 1, 1968 and
 prior to October 1, 1971, $6.25 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 October 1, 1970.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits payable commencing on or after October 1, 1971 and
 prior to October 1, 1973, $6.25 multiplied by his Years of Credited
 Service for benefit payments due prior to February 1, 1972,
 becoming the sum of $6.25 multiplied by his Years of Credited Service prior
 to October 1, 1971 and $7.00 multiplied by his Years of Credited
 Service on and after October 1, 1971 for benefit payments due on
 and after February 1, 1972.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (F)

 	
 With benefits payable commencing on or after October 1, 1973,
 the sum of $6.50 multiplied by his Years of Credited Service prior to
 October 1, 1971 and $7.00 multiplied by his Years of Credited
 Service on and after October 1, 1971.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (G)

 	
 With benefits payable commencing on or after October 1, 1974,
 the sum of $7.50 multiplied by his Years of Credited Service prior to
 October 1, 1971 and $7.50 multiplied by his Years of Credited
 Service on and after October 1, 1971.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (H)

 	
 With benefits payable commencing on or after October 1, 1975,
 the sum of $7.50 multiplied by his Years of Credited Service prior to
 October 1, 1971 and $8.00 multiplied by his Years of Credited
 Service on and after October 1, 1971.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (I)

 	
 With benefits payable commencing on or after October 1, 1976,
 the sum of $7.50 multiplied by his Years of Credited Service prior to
 October 1, 1971 and $9.00 multiplied by his Years of Credited
 Service on and after October 1, 1971 and $10.00 multiplied by his
 Years of Credited Service on and after November 1, 1979.

 









67


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 Target Rock Corporation. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 Target Rock Corporation, subsequently known as Curtiss-Wright Flow Control
 Corporation:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after June 1, 1967 and prior
 to October 1, 1968, $6.25 multiplied by his Years of Credited
 Service, for any pension payments due for months commencing on and after
 February 1, 1972.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits payable commencing on or after October 1, 1968 and
 prior to October 1, 1971, $7.25 multiplied by his Years of Credited
 Service, for any pension payments due for months commencing on and after
 February 1, 1972.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits payable commencing on or after October 1, 1971 and
 prior to June 1, 1975, his Years of Credited Service multiplied by
 $6.25 for any pension payments due for months commencing on and after
 October 1, 1971 but prior to February 1, 1972 and by $8.00
 for any pension payments due for months commencing on or after
 February 1, 1972.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits payable commencing on or after June 1, 1975 and
 prior to May 1, 1977, $9.00 multiplied by his Years of Credited
 Service for any pension payments due for months commencing on and after
 June 1, 1975.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits payable commencing on or after May 1, 1977, the
 sum of $9.00 multiplied by his Years of Credited Service prior to
 May 1, 1977 and $10.00 multiplied by his Years of Credited Service
 on and after May 1, 1977 for any pension payments due for months
 commencing on and after May 1, 1977.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (F)

 	
 $11.00 multiplied by his Years of Credited Service on or after
 May 1, 1981 for any pension payments due for months commencing on
 and after May 1, 1981, $12.00 multiplied by his Years of Credited
 Service on and after May 5, 1982 for any pension payments due for
 months commencing on and after May 5, 1982, $13.00 multiplied by
 his Years of Credited Service on and after May 7, 1984 for any pension
 payments due for months commencing on and after May 7, 1984, $14.00
 multiplied by his Years of Credited Service on and after
 May 6, 1985 for any pension payments due for months commencing on
 and after May 6, 1985, and $15.00 multiplied by his Years of Credited
 Service on and after May 5, 1986 for any pension payments due for
 months commencing on and after May 5, 1986.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (G)

 	
 $17.00 multiplied by his Years of Credited Service with Target Rock
 Corporation, now known as Curtiss-Wright Flow Control Corporation, on or
 after August 1, 1994 for any pension payments

 









68


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 due for months commencing on or after August 1, 1994. The
 benefit under this subparagraph (G) is only available for those union members
 who did not elect to participate in the Curtiss-Wright Corporation Savings
 and Investment Plan.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (H)

 	
 $19.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after August 1, 1997
 for any pension payments due for months commencing on or after
 August 1, 1997; 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (I)

 	
 $21.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after August 1, 1998,
 for any pension payments due for months commencing on or after
 August 1, 1998;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (J)

 	
 $23.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2001, for any pension payments due for months commencing
 on or after January 1, 2001;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (K)

 	
 $25.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2002, for any pension payments due for months commencing
 on or after January 1, 2002;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (L)

 	
 $28.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after January 1, 2003,
 for any pension payments due for months commencing on or after
 January 1, 2003.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (M)

 	
 $30.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2004, for any pension payments due for months commencing
 on or after January 1, 2004.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (N)

 	
 $32.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2005, for any pension payments due for months commencing
 on or after January 1, 2005.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (O)

 	
 $34.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2006, for any pension payments due for months commencing
 on or after January 1, 2006.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (P)

 	
 $36.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2007, for any pension payments due for months commencing
 on or after January 1, 2007.

 









69


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (Q)

 	
 $38.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2008, for any pension payments due for months commencing
 on or after January 1, 2008.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (R)

 	
 $41.00 multiplied by his years of Credited Service with
 Curtiss-Wright Flow Control Corporation on or after
 January 1, 2009, for any pension payments due for months commencing
 on or after January 1, 2009.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vi)

 	
 Metal Improvement Company, LLC - Columbus Division.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service is with the
 Metal Improvement Company, LLC - Columbus Division:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after January 1, 1996,
 $10.00 multiplied by his Years of Credited Service on or after
 January 1, 1996, for any pension payments due for months commencing
 on or after January 1, 1996;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits commencing on or after January 1, 2001,
 $20.00 multiplied by his Years of Credited Service on or after
 January 1, 2001, for any pension payments due for months commencing
 after January 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits commencing on or after January 1, 2003, $24
 multiplied by his Years of Credited Service on or after
 January 1, 2003, or any pension payments due for months commencing
 after January 1, 2003.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits commencing on or after January 1, 2005,
 $28.00 multiplied by his Years of Credited Service on or after
 January 1, 2005, or any pension payments due for months commencing
 after January 1, 2005.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits commencing on or after January 1, 2009,
 $33.00 multiplied by his Years of Credited Service on or after
 January 1, 2009, or any pension payments due for months commencing
 after January 1, 2009.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Service for vesting purposes shall commence
 January 1, 1996.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vii)

 	
 Metal Improvement Company, LLC - Vernon Division.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 the Metal Improvement Company, LLC - Vernon Division:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after October 1, 1996, $6.50
 multiplied by his Years of Credited Service on or after
 October 1, 1996, for any pension payments due for months commencing
 on or after October 1, 1996. 

 









70


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits commencing on or after January 1, 2000, $7.50
 multiplied by his Years of Credited Service on or after
 January 1, 2000, for any pension payments due for months commencing
 on or after January 1, 2000.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits commencing on or after J January 1, 2001,
 $8.50 multiplied by his Years of Credited Service on or after January 1, 2001,
 for any pension payments due for months commencing on or after
 January 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits commencing on or after January 1, 2002, $9.50
 multiplied by his Years of Credited Service on or after
 January 1, 2002, for any pension payments due for months commencing
 on or after January 1, 2002.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits commencing on or after January 1, 2005,
 $12.50 multiplied by his Years of Credited Service on or after
 January 1, 2005, for any pension payments due for months commencing
 on or after January 1, 2005.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (F)

 	
 With benefits commencing on or after January 1, 2006,
 $15.00 multiplied by his Years of Credited Service on or after
 January 1, 2006, for any pension payments due for months commencing
 on or after January 1, 2006.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (G)

 	
 With Benefits commencing on and after January 1, 2010,
 $18.00 multiplied by his years of credited service on and after
 January 1, 2010, for any pension payments due for months commencing
 on and after January 1, 2010.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Service for vesting purposes shall commence
 October 1, 1996.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (viii)

 	
 Metal Improvement Company, LLC - Addison Division.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose Credited Service was with
 the Metal Improvement Company, LLC - Addison Division:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after November 1, 1996,
 $4.00 multiplied by his Years of Credited Service on or after
 November 1, 1996, for any pension payments due for months
 commencing on or after November 1, 1996. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits commencing on or after January 1, 2000, $5.00
 multiplied by his Years of Credited Service on or after
 January 1, 2000, for any pension payments due for months commencing
 on or after January 1, 2000. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits commencing on or after January 1, 2001, $6.00
 multiplied by his Years of Credited Service on or after

 









71


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 January 1, 2001, for any pension payments due for months
 commencing on or after January 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits commencing on or after January 1, 2002, $8.00
 multiplied by his Years of Credited Service on or after January 1, 2002, for
 any pension payments due for months commencing on or after
 January 1, 2002.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits commencing on or after January 1, 2005,
 $12.00 multiplied by his Years of Credited Service on or after
 January 1, 2005, for any pension payments due for months commencing
 on or after January 1, 2005. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (F)

 	
 With benefits commencing on or after January 1, 2006,
 $15.00 multiplied by his Years of Credited Service on or after January 1, 2006
 for any pension payments due for months commencing on or after
 January 1, 2006.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Service for vesting purposes shall commence
 November 1, 1996.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ix)

 	
 Metal Improvement Company, Inc. - Long Island Division.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose credited service was with
 the Metal Improvement Company - Long Island Division: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after April 1, 1998, $3.00
 multiplied by his years of credited service on or after
 April 1, 1998, for any pension payments due for months commencing
 on or after April 1, 1998. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits commencing on or after January 1, 2003, $6.00
 multiplied by his years of credited service on or after
 January 1, 2003, for any pension payments due for months commencing
 on or after January 1, 2003. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits commencing on or after January 1, 2006, $9.00
 multiplied by his years of credited service on or after
 January 1, 2006, for any pension payments due for months commencing
 on or after January 1, 2006. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 With benefits commencing on or after January 1, 2008,
 $12.00 multiplied by his years of credited service on or after
 January 1, 2008, for any pension payments due for months commencing
 on or after January 1, 2008. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (E)

 	
 With benefits commencing on or after January 1, 2010,
 $15.00 multiplied by his years of credited service on or after
 January 1, 2010, for any pension payments due for months commencing
 on or after January 1, 2010. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Service for vesting purposes shall commence April 1, 1998.

 









72


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (x)

 	
 Metal Improvement Company, Inc. - Wakefield Division.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose credited service was with
 the Metal Improvement Company - Wakefield Division: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after June 1, 1999, $8.00
 multiplied by his years of credited service on or after
 January 1, 1999, for any pension payments due for months commencing
 on or after June 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits commencing on or after January 1, 2001,
 $10.00 multiplied by his years of credited service on or after
 January 1, 2001, for any pension payments due for months commencing
 on or after January 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits commencing on or after January 1, 2003,
 $13.00 multiplied by his years of credited service on or after
 January 1, 2003, for any pension payments due for months commencing
 on or after January 1, 2003.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Service for vesting purposes shall commence June 1, 1999.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (xi)

 	
 Metal Improvement Company - Lynwood Division:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 With respect to any such pensioner whose credited service was with
 the Metal Improvement Company - Lynwood Division: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With benefits commencing on or after May 1, 2001, $6.50
 multiplied by his years of credited service on or after
 May 1, 2001, for any pension payments due for months commencing on
 or after May 1, 2001. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With benefits commencing on or after January 1, 2007,
 $10.00 multiplied by his years of credited service on or after
 January 1, 2007, for any pension payments due for months commencing
 on or after January 1, 2007. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 With benefits commencing on or after January 1, 2010,
 $14.00 multiplied by his years of credited service on or after
 January 1, 2010, for any pension payments due for months commencing
 on or after January 1, 2010.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Service for vesting purposes shall commence May 1, 2001.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Early Retirement.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 On or after January 1, 1989 any Participant described in
 Article 9.01 who has attained age fifty-five (55), but not age sixty-five
 (65), and who has five (5) or more Years of Credited Service (three (3) or
 more Years of Credited Service for purposes of vesting effective
 January 1, 2008) may

 









73


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 retire at his option, and for any such Participant who retires with
 benefits which first could commence on or after October 1, 1965,
 the monthly pension payable to him shall be either:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 a pension commencing at age sixty-five (65) determined in accordance
 with Article 9.02(a) of the Plan and based upon his Credited Service at the
 time of his early retirement, or

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 a pension commencing on the first day of the month selected by him at
 the time of his early retirement which is after such retirement and prior to
 age sixty-five (65), in an amount equal to the amount that would have been
 payable at age sixty-five (65) on the basis of his Credited Service at the
 time of early retirement, multiplied by the applicable percentage set forth
 in Schedule F.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 A Participant who retires under the provisions of paragraph (a)(v)
 and this paragraph (b) may elect to have his pension benefit otherwise
 payable to him under the provisions of paragraph (a)(v) or (e), as
 applicable, adjusted as follows:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 With respect to months for which a benefit is payable to the
 Participant up to and including the month he attains age 62, his pension
 benefit shall be equal to the sum of his benefit determined under paragraph
 (a)(v) or the reduced amount of such pension if he has a survivor benefit in accordance
 with paragraph (e), plus $100.00 reduced by 45/100 of 1% for each complete
 calendar month by which he is under age 62 at the date such early retirement
 benefits commence.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 With respect to months for which a benefit is payable to him following
 his attainment of age 62, an amount equal to the amount specified in (A)
 hereof less $100.00.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 Such election shall be made within the 90-day election period
 preceding the Participant’s Annuity Starting Date and in accordance with such
 administrative rules as the Administrative Committee shall prescribe in
 accordance with applicable law.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Total and Permanent Disability Retirement.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 A Participant described in Article 9.01 with at least five (5) Years
 of Credited Service (three (3) Years of Credited Service for purposes of
 vesting effective January 1, 2008) who is actually at work for the
 Company or is on an Company-approved Leave of Absence on or after
 January 1, 1989, who subsequent to September 15, 1952
 becomes totally and permanently disabled prior to attaining age sixty-five
 (65), shall be eligible for a disability pension as hereinafter provided.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 An Participant shall be deemed to be totally and permanently
 disabled, for purposes of this paragraph when on the basis of medical
 evidence satisfactory to the Company he is found to be wholly and permanently

 









74


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 prevented from engaging in any occupation or employment for wage or
 profit as a result of bodily injury or disease, either occupational or
 non-occupational in cause, provided, however, that no Employee shall be
 deemed to be totally and permanently disabled for the purposes of the Plan if
 his disability resulted from an intentional self-inflicted injury, or a
 hostile act of a foreign power, or resulted from service in the Armed Forces
 of any country, unless his benefits could first commence on or after
 January 1, 1989, and he has accumulated five (5) Years of Credited
 Service since such hostile act or since leaving service in such Armed Forces.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The monthly pension payable to a disability pensioner shall be in
 accordance with Article 9.02(a) of the Plan, based on Credited Service at the
 date of disability.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 In addition to the monthly pension provided for in subparagraph
 (iii), there shall be payable to a disability pensioner during the
 continuance of his total and permanent disability, until he attains age
 sixty-five (65), or, if earlier, until the date at which such disability
 pensioner becomes or could have become entitled to an unreduced Federal
 Social Security benefit for age or for disability, a monthly amount equal to:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 $5.20 multiplied by his Years of Credited Service at the date of
 disability, but not more than $130, with respect to a monthly pension that
 first could commence prior to October 1, 1968,

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 $6.00 multiplied by his Years of Credited Service at the date of
 disability, but not more than $150, with respect to a monthly pension that
 first could commence on or after October 1, 1968, and

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 $10.00 multiplied by his Years of Credited Service at the date of
 disability, but not more than $250, with respect to a monthly pension that
 first could commence on or after March 1, 1978.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 Any disability pensioner may be required to submit to medical
 examination at any time during retirement prior to age sixty-five (65), but
 not more often than semi-annually, to determine whether he is eligible for
 continuance of the disability pension. If, on the basis of such examination,
 it is found that he is no longer disabled or if he engages in gainful
 employment, except for purposes of rehabilitation as determined by the
 Company, his disability pension will cease. In the event the disability
 pensioner refuses to submit to medical examination, his pension will be
 discontinued until he submits to examination.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vi)

 	
 In the event a Participant in receipt of a pension under this
 paragraph (c) dies prior to his Normal Retirement Date, a survivor annuity
 shall be payable to his spouse provided the Participant had been married to
 his Spouse for at least one (1) year immediately prior to his date of death.
 In such event the survivor annuity shall be equal to the survivor benefit
 that would have been payable to the Spouse under paragraph (e)(iii) if such

 









75


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 coverage had been in effect on the day preceding the Participant’s
 date of death.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Retention of Deferred Pension.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 A Participant described in Article 9.01 who loses Credited Service in
 accordance with Article 9.03(c) of the Plan prior to the age at which he is
 eligible for early retirement in accordance with Article 9.02(b) of the Plan,
 shall be eligible for a deferred pension; provided, that:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 If such loss was on or after September 15, 1957 and prior
 to September 30, 1962, such Participant then had at least twenty
 (20) Years of Credited Service; or

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 If such loss was on or after September 30, 1962 and prior
 to September 30, 1965, such Participant either:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (1)

 	
 then had at least ten (10) Years of Credited Service and had attained
 his fortieth (40th) birthday; or

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 (2)

 	
 then had at least twenty (20) Years of Credited Service accrued
 through (i) the calendar year 1962 or (ii) the date of his loss of Credited
 Service, whichever is earlier; or

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 If such loss was on or after September 30, 1965, such
 Employee then had at least ten (10) Years of Credited Service; or

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 If such loss was on or after January 1, 1989, such Employee
 then had at least five (5) Years of Credited Service.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 The monthly amount of such deferred pension commencing at age
 sixty-five (65) for Employees eligible therefor in accordance with Article
 9.02(a) of the Plan shall be as shown in Schedule G 1 for the Wood-Ridge
 Facility, Schedule G 2 for the Buffalo Facility, Schedule G 3 for
 the Curtiss-Wright Flight Systems Facility, and Schedule G 4 for the
 Target Rock Facility. The deferred pension rates for Marquette Metal Products
 Company facility are the same rates as shown in Article 9.02(a)(iv) for the
 Marquette Metal Products Company facility.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 For Employees who became eligible for a deferred pension before
 January 1, 1976:

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Upon written request to the Company by a Participant eligible for a
 deferred pension in accordance with this paragraph, such deferred pension
 shall be payable on the first day of the month following the later of (A) the
 month in which such Participant attains age sixty-five (65), or effective
 October 1, 1962, age sixty (60), or (B) the month during which the
 Company receives such written request, provided, that any deferred pension
 commencing after age sixty (60) and prior to age sixty-five (65) and shall be
 the amount in accordance with Article 9.02(a) of the Plan, reduced in accordance
 with the early retirement factors set forth in

 









76


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Schedule D for each complete calendar month by which such Participant
 is under the age of sixty-five (65) at the time such deferred pension
 commences. The written request must be received by the Company not earlier
 than sixty (60) days prior to his sixtieth (60th) birthday.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 For Participants who became eligible for a deferred pension on or
 after January 1, 1976:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Such deferred pension benefit shall be payable on the first day of
 the month following the later of (A) the month in which such Participant
 attains age fifty-five (55), or (B) sixty (60) days from the date the Company
 receives such written request; provided that any deferred pension benefit
 commencing after age fifty-five (55) and prior to age sixty-five (65) shall
 be the amount in accordance with Article 9.02(a) of the Plan, reduced in
 accordance with the early retirement factors set forth in Schedule D for each
 complete calendar month by which such Participant is under the age of
 sixty-five (65) at the time such deferred pension commences. The written
 request must be received by the Company not earlier than sixty (60) days
 prior to his fifty-fifth (55th) birthday.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 Optional Survivor Benefit Election.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 A Participant who has attained age fifty-five (55), retiring with
 benefits payable commencing on or after January 1, 1989, in
 accordance with the normal, early or total and permanent disability
 retirement provisions of this Article, or a Participant who loses Seniority
 on or after January 1, 1989 and is eligible for a deferred pension
 benefit in accordance with paragraph (d), will, unless waived, receive an
 adjusted amount of monthly pension benefit to provide that, if his or her
 designated Spouse shall be living at his or her death, after the survivor
 benefit becomes effective, a survivor benefit shall be payable to such Spouse
 during his or her further lifetime.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 The Participant may designate as a beneficiary of a survivor benefit
 only the person who is his or her Spouse at such time and who has been his or
 her Spouse for at least one (1) year immediately prior to the date of benefit
 commencement. Such designation must be accompanied by proof of marriage and
 date of birth of Spouse.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 In the event a married Participant has been married to his spouse for
 less than one year on his Annuity Starting Date, he shall nevertheless be
 treated as having been married for one year for purposes of applying the
 provisions of this paragraph (e); provided, however, that no right or benefit
 shall vest to any spouse until the date on which the Participant has been
 married to such spouse for one year. In the event of the death of the
 Participant’s Spouse or divorce of the Participant and his Spouse prior to
 the first anniversary of the date of marriage, the Participant shall be
 treated as unmarried as of the first day of the month following the date of
 death or divorce, and payment thereafter shall be made in

 









77


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 accordance with the provisions of paragraph (a). No adjustments will
 be made to amounts previously paid to the Participant. In the event of
 divorce or death of the Participant prior to the first anniversary of the
 date of marriage, the surviving Spouse shall lose any rights under the
 provisions of this paragraph (e).

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 A Participant who is entitled to a total and permanent disability
 benefit prior to attaining age sixty-five (65) shall have such benefit
 adjusted to provide a survivor benefit, if not waived, effective the first
 day of the month following his sixty-fifth (65th) birthday.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 A survivor benefit shall be irrevocable at or after its effective
 date, if the Participant and the designated Spouse both shall be living at
 such time.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (D)

 	
 The survivor benefit shall become effective, if not waived, on the
 commencement date of the Participant’s monthly benefit and payable on and
 after the first day of the month following the pensioner’s death.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For a Participant receiving a pension benefit with a survivor benefit
 adjustment in accordance with paragraph (i), the reduced amount of his
 monthly pension benefit referred to in paragraph (i) shall be equal to an
 amount determined by multiplying the monthly pension benefit otherwise
 payable to the Employee by ninety percent (90%), if the Participant’s age and
 his designated Spouse’s age are the same (the age of each for the purposes
 hereof being the age at his or her last birthday prior to the effective date
 of the survivor benefit); or, if such ages are not the same, such percentage
 shall be increased by one-half of one percent (1/2%), up to a maximum of one
 hundred percent (100%), for each year that the designated Spouse’s age
 exceeds the Participant’s age, and shall be decreased by one-half of one
 percent (1/2%) for each year that the designated Spouse’s age is less than
 the Participant’s age.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 The survivor benefit payable in accordance with paragraph (i) to the
 surviving Spouse of a retired Participant who dies after such benefit becomes
 effective shall be a monthly benefit for the further lifetime of such
 surviving Spouse equal to one hundred percent (100%) (fifty-five percent
 (55%) prior to January 1, 2008) of the reduced amount of such
 Participant’s monthly pension benefit as determined in accordance with
 Article 9.02(a) of the Plan for any such Participant with benefits payable
 commencing on or after October 1, 1965.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 Effective August 23, 1984, a survivor benefit, if not
 waived, in the form of a Qualified Preretirement Survivor Annuity shall be
 paid to a surviving Spouse of a vested active Participant not eligible for
 early retirement, or of a vested deferred Participant who was credited with
 at last one (1) Hour of Service subsequent to August 22, 1984 and is
 not eligible for early retirement, commencing at the date the Participant
 would have been eligible for early retirement, and the amount of the pension
 otherwise

 









78


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 payable to the Participant shall be reduced in accordance with the
 tables below.

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
 For Coverage While The

 Participant’s Age Is

 	
  

 	
 Monthly Percentage

 	
  

 
	

 


 	
  

 	

 


 	
  

 
	
 under 35

 	
  

 	
  

 	
 0.01%

 	
  

 
	
 35 – 45

 	
  

 	
  

 	
 0.02%

 	
  

 
	
 45 – 54 and 11
 months

 	
  

 	
  

 	
 0.04%

 	
  

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Notwithstanding the above, the reduction for coverage for the
 Qualified Preretirement Survivor Annuity shall be eliminated on and after
 January 1, 2006 with respect to any Participant or surviving spouse
 whose Annuity Starting Date had not occurred as of
 December 31, 2005.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 Effective August 23, 1984, a survivor benefit, may not be
 waived by the participant without the consent of the Participant’s Spouse.
 Such consent for a waiver must be in writing and either notarized or
 witnessed by a member of the Board of Administration. Notwithstanding this
 consent requirement, if the Participant establishes to the satisfaction of
 the Board of Administration that such written consent cannot be obtained
 because:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 there is no Spouse;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 the Spouse cannot be located; and

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 of other circumstances if the Secretary of the Treasury may by
 regulation prescribe the participant’s election to waive coverage will be
 considered valid if made within the Applicable Election Period.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vi)

 	
 In the event the Normal form survivor benefit provided for in Article
 9.02(e)(iii) is properly waived, the benefit payable to a Participant shall
 be the Actuarial Equivalent of the retirement benefit otherwise payable to
 the Participant in the form of a Life Annuity. A Participant may, in the form
 and manner prescribed by the Administrative Committee, further elect a
 monthly benefit payable to the Participant for his or her lifetime and for
 the further lifetime of such surviving Spouse equal to fifty percent (50%) of
 the reduced amount of such Participant’s monthly pension benefit as
 determined in accordance with Article 9.02(a) of the Plan.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (f)

 	
 Participants Not Actively at Work.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The absence of a Participant from active work at the time he would be
 eligible to retire under the Plan shall not preclude his retirement without
 return to active work, provided that such absence is due to lay-off, medical
 leave or other Company approved leave of absence commencing subsequent to
 September 15, 1952 and provided there has been no loss of Credited
 Service.

 









79


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (g)

 	
 Pension Payments.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Pensions shall be paid monthly. The first monthly payment of an
 Participant’s pension other than for total and permanent disability shall be
 on the first day of the month following the month in which the Participant
 actually retires or, in the case of early retirement, the later date selected
 by the Employee in accordance with paragraph (b)(i) or (ii), and the pension
 shall be payable monthly during his lifetime thereafter.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Total and permanent disability pensions shall be payable to the
 disability pensioner (A) on the first day of the month following the date the
 required proof of such disability is received by the Company, or (B) the
 first day of the month following the completion of a period of total and
 permanent disability of six (6) months, whichever is later, and thereafter
 shall be payable monthly during the continuance of total and permanent
 disability while he remains eligible for such benefits.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 In determining the pension payable to any pensioner, a deduction
 shall be made equivalent to all or any part of the following benefits payable
 to such pensioner by reason of any law of the United States, or any political
 subdivision thereof, which has been or shall be enacted; provided, that such
 deduction shall be to the extent that such benefits have been provided by
 premiums, taxes or other payments paid by or at the expense of the Company:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 Workers’ Compensation (except fixed statutory payments for loss of
 any bodily member); provided, however, that this subparagraph shall not be
 applicable with respect to the monthly pension payable to any pensioner for
 months commencing on and after October 1, 1965 except as provided
 in subparagraph (C) below.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 Disability benefits, other than a Primary Insurance Amount payable
 under the Federal Social Security Act as now in effect or as hereafter
 amended, or a benefit specified in subparagraph (ii) above.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 Workers’ Compensation (including hearing, pulmonary, ocular, and
 other occupational disease and accident claims, but excluding statutory
 payments for loss of any physical or bodily members such as a leg, arm or
 finger) for Workers’ Compensation awards granted subsequent to
 March 1, 1978, for Wood-Ridge and Nuclear,
 January 9, 1978 for Caldwell facility, May 5, 1978 for
 Target Rock, and August 1, 1988 for Buffalo.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (h)

 	
 Death Benefits.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 If a Participant who has a vested interest in his retirement benefit
 dies before payment of his benefits commence, then his surviving spouse shall
 be entitled to receive a benefit under this Article 9.02. The benefit shall
 be equal to the amount the Participant would have received pursuant to this
 Article 9.02, if the benefit to which Participant had been entitled at his

 









80


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 date of death had commenced in the form described in paragraph (e) of
 a joint and survivor annuity in the month next following the month in which
 his Normal Retirement Date had occurred (or next following the month in which
 his date of death occurred, if later). The benefit payable hereunder shall
 commence as of the first day of the month following the later of the
 Participant’s Normal Retirement Date would have occurred. However, the
 Participant’s Spouse may elect to begin receiving payments as of the first
 day of any earlier month following the later of the month in which occurs the
 Participant’s death or the date the Participant would have attained age 55.
 If the Beneficiary elects to commence receipt of payment prior to the
 Participant’s 55th birthday, the reduction for early commencement
 shall be the Actuarial Equivalent from age 65.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 The benefit payable to the Spouse shall commence on the Participant’s
 Normal Retirement Date or his date of death, if later. However, if the
 Participant had met the requirements for an early retirement benefit or was
 in receipt of payments under paragraph (c) upon his date of death, the Spouse
 may elect to commence payment as of the first day of any earlier month
 following the Participant’s date of death. In the case of any other
 Participant, the Spouse my elect to commence payment as of the first day of
 any earlier month following the later of the Participant’s 55th
 birthday or his date of death. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 In any case in which the surviving Spouse’s benefit commences prior
 to the Participant’s Normal Retirement Date, the amount of the surviving
 Spouse’s benefit shall be adjusted to reflect a reduction for early
 commencement equivalent to the reduction that would have been applied in
 determining the amount of the Participant’s pension under the provisions of
 paragraph (b) or (d), as applicable, had the Participant begun to receive his
 pension as of such commencement date. No reduction shall apply if the
 Participant died while in receipt of payments under paragraph (c).

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Upon the death of a pensioner who retired with benefits which first
 could commence on or after October 1, 1965 in accordance with the
 early, normal, automatic, or total and permanent disability retirement
 provisions of the Plan, the lump sum death benefit under the Plan shall be
 $1,000, reduced by any amounts under a Group Life Insurance Plan of the
 Company which were paid to the pensioner during his lifetime or are payable
 by reason of his death.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Notwithstanding any provision in this Plan to the contrary, a pensioner
 whose Credited Service was with the Buffalo Facility, the death benefit shall
 be increased to $2,000 effective September 1, 1994 and $3,000
 effective September 1, 1995.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 Payment of the death benefit after retirement shall be made in a lump
 sum to a surviving beneficiary designated by the pensioner or, otherwise, to
 his estate.

 









81


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 There shall be no lump sum death benefit under the Plan at any time
 by reason of the death of a Participant eligible for, or in receipt of, a
 deferred pension as provided for in Article 9.02(d) of the Plan.

 
	
  

 	
  

 	
  

 	
  

 
	
 9.03

 	
 Credited Service. 

 
	
  

 	
  

 
	
 The following provisions shall apply to Participants to whom Article
 9.01 of the Plan applies:

 
	
  

 
	
  

 	
 (a)

 	
 Credited Service Prior to September 15, 1952.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Credited Service prior to September 15, 1952 shall be
 computed to the nearest one-tenth (1/10) year and shall be the sum of:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 the number of years following the Participant’s Seniority date with
 the Company and preceding September 15, 1952, plus

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 any period or periods of Service as an hourly or salaried employee of
 the Company preceding the Participant’s Seniority date with the Company,
 provided that if there was an interval equal to two (2) years or more between
 periods of employment with the Company beginning with the last day of active
 Service in the employment immediately preceding such interval, no Service
 prior to such interval shall be counted, except this provision shall not
 apply to any such interval commencing on or after August 1, 1945,
 and ending on or before December 31, 1949.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Credited Service Subsequent to September 15, 1952.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Subparagraph (A) shall be applicable for the period of time prior to
 January 1, 1976. Subparagraphs (B) and (C) shall be applicable to
 the period of time subsequent to January 1, 1976.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 For purposes of vesting and for purposes of accrual of benefits prior
 to January 1, 1976, Credited Service, commencing with
 September 15, 1952 and thereafter, shall be computed for each calendar
 year for each Participant on the basis of total hours compensated by the
 Company during such calendar year and prior to his attaining age sixty-eight
 (68). Any calendar year in which the Employee has one thousand seven hundred
 (1,700) or more compensated hours shall be counted a full calendar year.
 Where his total hours compensated during a calendar year are less than one
 thousand seven hundred (1,700) hours, a proportionate credit shall be given
 to the nearest one-tenth (1/10) of a year. For the calendar year 1952, no
 more than a year’s credit will be given including credit for Service prior to
 September 15, 1952.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 For the purpose of vesting only, Credited Service commencing with
 January 1, 1976 shall be computed for each calendar year for each
 Participant on the basis of total hours compensated by the Company during
 such calendar year. Any calendar year in which

 









82


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 the Participant has one thousand (1,000) or more compensated hours
 shall be counted a full calendar year. Where his total hours compensated
 during a calendar year are less than one thousand (1,000) hours, a
 proportionate credit shall be given to the nearest one-tenth (1/10) of a
 year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 For the purpose of accrual of benefits after
 January 1, 1976, subparagraph (A) shall continue to apply.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For the purpose of computing Credited Service, hours of pay at
 premium rate shall be computed as straight time hours.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 For the purpose of computing compensated hours under subparagraph (i)
 of this Article 9.03(b), a Participant who, after
 September 15, 1952, shall be absent from work because of
 occupational injury or disease incurred in the course of his employment with
 the Company, and on account of such absence receives Workers’ Compensation while
 on Company approved Leave of Absence, shall be credited with the number of
 hours that he would have been regularly scheduled to work during such
 absence, provided that no Participant shall be credited with Service under
 this paragraph after retirement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 Any Employee who may be transferred subsequent to
 September 15, 1952 from employment that is not eligible for the
 benefits of the Plan, to employment that is eligible for such benefits, shall
 have credited to the nearest one-tenth (1/10) of a year any Credited Service
 he had as of the date of such transfer, for purposes of vesting; provided,
 that there shall be no duplication of Credited Service, nor, Credited Service
 of more than one (1) year in respect to any calendar year.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 A Participant who has Seniority and who:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 leaves the employment of the Company to enter the Armed Forces of the
 United States and retains re-employment rights with the Company under the
 re-employment provisions of the Universal Military Training and Service Act
 of 1948, as amended, or any other law protecting his right to reemployment
 and who, during the period he retains such re-employment rights, returns to
 work for the Company or reports to the Company and is given leave of absence
 or laid off status, shall be credited with Future Service at the rate of
 forty (40) hours per week during the period he would normally have worked for
 the Company during the period he was in the Armed Forces (or the number of
 hours that the Company is regularly scheduled to work if less than forty (40)
 hours), or

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 after September 30, 1968, is given a medical leave of
 absence approved by the Company, shall be credited with Future Service at the
 rate of forty (40) hours per week during the period he would normally have
 worked for the Company while on such medical leave of absence; provided, that
 the Participant otherwise had at least one hundred seventy (170) compensated
 hours during the

 









83


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 calendar year in which such medical leave of absence commenced,
 except this subparagraph shall not apply to any absence to which paragraph
 (iii) would apply.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Loss of Credited Service.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 After September 15, 1952, a Participant will lose all
 Credited Service for purposes of the Plan and if re-employed shall be
 considered as a new Employee of the Company for purposes of the Plan:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 if the Participant quits,

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 if the Participant is discharged or released,

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 if the Participant loses his Seniority for any other reason.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 The provisions of this paragraph shall not affect a Participant’s
 entitlement to any benefit under the Plan for which he is eligible at the
 time of his loss of Credited Service.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Effective January 1, 1976 for purposes of vesting and
 accrual of benefits, any Employee under the Plan whose employment is
 terminated and is later re-employed by the Company will be entitled to
 Credited Service as follows:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 if entitled to a vested benefit at the time of termination, the
 pre-break and post-break Service will be aggregated;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 if not entitled to a vested benefit at the time of termination, the
 pre-break and post-break Service subsequent to January 1, 1976 will
 be aggregated only if his period of absence is less than five (5) years.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Restoration of Lost Credited Service.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Anything in the Plan to the contrary notwithstanding, any Participant
 who has Seniority with the Company on or after September 30, 1968
 will be entitled to have any Credited Service with such Company, which he
 previously lost in accordance with Article 9.03(c)(i) or (ii), restored for
 purposes of entitlement to and computation of any benefit under the Plan,
 provided that:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 In the case of a Participant who lost such Credited Service prior to
 October 1, 1968 and who (i) has Seniority on September 30,
 1968, such Participant applies to such Company for restoration of such lost
 Service prior to July 1, 1969 or (ii) does not have Seniority on
 September 30, 1968 but thereafter acquires Seniority, such
 Participant applies for restoration of such lost Credited Service within
 ninety (90) days of re-employment by such Company.

 









84


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 Effective January 1, 1976 any Participant having Seniority
 with the Company on or after January 1, 1976 will be entitled to
 have any Credited Service with the Company which he had previously lost in
 accordance with Article 9.03(c) of the Plan restored automatically.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Effective January 1, 1976, any Employee included in Article
 9.03(c)(i)(B) and (ii)(B) shall be entitled to the benefit specified in this
 paragraph (d).

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 Notwithstanding any provision hereof to the contrary, for the purpose
 of determining whether a Participant who is described in Article 9.01 shall
 be fully vested in the benefit determined in accordance with Article 9.02,
 all periods of employment recognized as Vesting Years of Service for purposes
 of Article 5 shall be taken into account as Credited Service under paragraph
 (b).

 
	
  

 	
  

 	
  

 
	
 9.04

 	
 Definitions. 

 
	
  

 	
  

 
	
 For purposes of this Article 9, the following definitions shall
 apply:

 
	
  

 
	
  

 	
 (a)

 	
  “Board of Administration” means equal members which shall be appointed by
 the Company and equal members which shall be appointed by the respective
 union. Such Board of Administration shall have the powers enumerated in the
 collective bargaining agreements providing for participation in the Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
  “Salaried or Hourly Employee” means an Employee who is carried
 on the payroll records of the Company as receiving Compensation on a weekly,
 bi-weekly, semi-monthly, monthly or annual basis.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
  “Seniority” shall have the meaning as defined under the
 applicable collective bargaining agreement.

 










85


	
  

 	
  

 	
  

 
	
 ARTICLE 10: MERGER OF METAL IMPROVEMENT
 COMPANY, INC.

 
	
 AND CURTISS-WRIGHT FLIGHT SYSTEMS/SHELBY,
 INC.

 
	
 CONTRIBUTORY RETIREMENT PLANS

 
	
  

 	
  

 	
  

 
	
 10.01

 	
 Merger Date.

 
	
  

 	
  

 	
  

 
	
 As of
 September 1, 1994 (the “Merger Date”), the Metal Improvement Company, Inc.
 Retirement Income Plan and Curtiss-Wright Flight Systems/Shelby, Inc,
 Contributory Retirement Plan (individually, a “Merged Plan” or, collectively,
 “Merged Plans”) were merged into the Plan. The following provisions shall
 apply under the Plan to the individuals at Metal Improvement Company, Inc.
 and Curtiss-Wright Flight Systems/Shelby, Inc. who were non-union Employees
 on the Merger Date or non-union Employees hired after the Merger Date.

 
	
  

 	
  

 	
  

 
	
 10.02

 	
 Eligibility.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding
 any other provision of this Plan to the contrary, a non-union Employee of
 either Metal Improvement Company, Inc. or Curtiss-Wright Flight
 Systems/Shelby, Inc. employed by said companies on August 31, 1994 shall
 become a Participant of this Plan on the Merger Date. 

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Any future
 Employee of Metal Improvement Company, Inc. or Curtiss-Wright Flight
 Systems/Shelby, Inc. shall be eligible to participate in the Plan as of the
 Entry Date (as defined in Schedule J) coinciding with or next following the
 date he completes his Year of Eligibility Service. Effective January 1, 2005,
 employees enter the Plan following completion of one Year of Service in
 accordance with Article 2.01. 

 
	
  

 	
  

 	
  

 
	
 10.03

 	
 Retirement Benefits.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 With
 respect to a “participant” in either of the Merged Plans who retired, died,
 became disabled, or terminated Service with “vested benefits” under either of
 the Merged Plans prior to September 1, 1994 (irrespective of whether benefits
 have commenced as of that date), the Plan will pay to, or in respect of, that
 “participant” the benefits provided under the applicable section of the
 respective Merged Plan in accordance with the terms thereof (and that person
 shall have no rights under the other terms of this Plan).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 With
 respect to a Participant who satisfies the eligibility requirements of
 Article 10.02, if he retires, dies, becomes disabled or terminates Service on
 or after September 1, 1994, the Plan will pay to, or in respect of, that
 Participant the benefits provided under Articles 4, 6 and 8 in accordance
 with Articles 4, 6, 7 and 8.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For
 purposes of determining a Participant’s benefit under this paragraph (b),
 references to Prior Plan in Article 6 of the Plan shall mean the respective
 Merged Plan.

 










86


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For
 purposes of Article 1.06 of the Plan, a Participant’s earnings with Metal
 Improvement Company, Inc. or Curtiss-Wright Flight Systems/Shelby, Inc. prior
 to September 1, 1994 shall be included in the calculation of Final Average
 Compensation.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For
 purposes of determining a Participant’s benefits under this Article 10, a
 Participant shall be credited with his participation in the respective Merged
 Plan as of August 31, 1994.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Notwithstanding
 any provision in this Plan to the contrary, any former participant under the
 Metal Improvement Company, Inc. Retirement Income Plan shall not qualify for
 a death benefit under Article 8.02.

 
	
  

 	
  

 	
  

 
	
 10.04

 	
 Prior Accrued Benefit.

 
	
  

 	
  

 	
  

 
	
 Notwithstanding
 any other provision of this Plan to the contrary, in respect of periods prior
 to August 31, 1994, a Participant who was formerly covered under either of
 the Merged Plans shall be credited with an accrued benefit under this Plan
 equal to his “retirement benefit” under the respective Merged Plan as of
 August 31, 1994. 

 
	
  

 	
  

 	
  

 
	
 10.05

 	
 Vesting.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 With respect
 to a Participant who satisfies the eligibility requirements of Article 10.02
 of the Plan, he shall be vested in his retirement benefits in accordance with
 Article 5 of the Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding
 the provisions of Article 5 of the Plan, the vesting percentage of a
 Participant, who is described in paragraph (a) and who was a participant in
 either of the Merged Plans as of August 31, 1994 in his or her retirement
 benefit shall not be less than the vesting percentage as provided under the
 terms of the respective Merged Plan.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For
 purposes of Article 5 of the Plan, a Participant who is described in
 paragraph (a) shall receive vesting credit for his number of full Years of
 Service under the terms of the respective Merged Plan as of August 31, 1994,
 and his number of Hours of Service for the period from January 1, 1994 to
 August 31, 1994, to the extent credited for vesting purposes under the
 respective Merged Plan as of August 31, 1994.

 
	
  

 	
  

 	
  

 
	
 10.06

 	
 Transfer of Assets.

 
	
  

 	
  

 	
  

 
	
 As of a
 date fixed in accordance with applicable law, the assets held under the
 Merged Plans were transferred to the Trust Fund.

 










87


	
  

 	
  

 	
  

 
	
 ARTICLE 11: ADMINISTRATION

 
	
  

 	
  

 	
  

 
	
 11.01

 	
 Plan Administrator.

 
	
  

 	
  

 	
  

 
	
 The
 Chairman of the Board of Directors shall appoint an Administrative Committee.
 The Administrative Committee shall consist of three (3) or more persons
 designated by the Chairman of the Board of Directors. Members of the
 Administrative Committee and its officers and agents may participate in the
 benefits under this Plan if otherwise eligible to do so. The members of the
 Administrative Committee shall serve at the pleasure of the Chairman of the
 Board of Directors and the Chairman of the Board of Directors shall appoint
 successors to fill any vacancies in the Administrative Committee.

 
	
  

 	
  

 	
  

 
	
 11.02

 	
 Administrative Committee’s Authority and
 Powers.

 
	
  

 	
  

 	
  

 
	
 The
 Administrative Committee (or its delegate) may act on the Company’s behalf as
 the sponsor and “named fiduciary” of the Plan with respect to Plan
 administrative matters. Acting on behalf of the Company, and subject to the
 terms of the Plan, the Trust Agreement and applicable resolutions of the
 Board, the Administrative Committee (or its delegate) has full and absolute
 discretion and authority to control and manage the operation and administration
 of the Plan, and to interpret and apply the terms of the Plan and the Trust
 Agreement. This full and absolute discretion and authority includes, but is
 not limited to, the power to: 

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 interpret,
 construe, and apply the provisions of the Plan and Trust Agreement, and any
 construction adopted by the Administrative Committee in good faith shall be
 final and binding;

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 adopt
 Plan amendments that (1) are required by ERISA or other applicable law or
 regulation governing qualification of employee benefit plans, or are
 necessary for Plan administration, and which do not materially increase costs
 to the Plan or the Company or materially change Participants’ benefits under
 the Plan, (2) implement special rules for acquisitions, sales, and other
 dispositions, or (3) clarify ambiguous or unclear Plan provisions; provided
 that such amendments will be made in writing and will be made according to
 procedures established by the Administrative Committee;

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 review
 appeals from the denial of benefits; and

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 manage
 the cost and financial aspects of the Plan.

 
	
  

 	
  

 	
  

 
	
 The
 Administrative Committee may employ, appoint, and dismiss advisors and
 advisory committees as the Administrative Committee deems necessary to carry
 out the provisions of the Plan and the Trust Agreement, including attorneys,
 accountants, actuaries, clerks, or other agents, and may delegate any of its
 authority and duties to such persons.

 
	
  

 	
  

 	
  

 
	
 11.03

 	
 Delegation of Duties.

 
	
  

 	
  

 	
  

 
	
 The
 Administrative Committee may delegate such of its duties and may engage such
 experts and other persons as it deems appropriate in connection with
 administering the Plan.

 










88


	
  

 	
  

 	
  

 
	
 11.04

 	
 Compensation.

 
	
  

 	
  

 	
  

 
	
 No
 member of the Administrative Committee shall receive any compensation for his
 services as such.

 
	
  

 	
  

 	
  

 
	
 11.05

 	
 Exercise of Discretion.

 
	
  

 	
  

 	
  

 
	
 Any
 person with any discretionary power in the administration of the Plan shall
 exercise such discretion in a nondiscriminatory manner and shall discharge
 his duties with respect to the Plan in a manner consistent with the
 provisions of the Plan and with the standards of fiduciary conduct contained
 in Title I, Part 4, of ERISA.

 
	
  

 	
  

 	
  

 
	
 11.06

 	
 Fiduciary Liability.

 
	
  

 	
  

 	
  

 
	
 In
 administering the Plan, neither the Administrative Committee nor any member
 of the Administrative Committee nor any person to whom the Administrative
 Committee delegates any duty or power in connection with administering the
 Plan shall be liable, except in the case of his own willful misconduct, for:

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 any
 action or failure to act, 

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the payment
 of any amount under the Plan,

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 any
 mistake of judgment, or

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 any
 neglect, omission or wrongdoing of any other member of the Administrative
 Committee.

 
	
  

 	
  

 	
  

 
	
 No
 member of the Administrative Committee shall be personally liable under any contract,
 agreement, bond, or other instrument made or executed by him or on his behalf
 as a member of the Administrative Committee.

 
	
  

 	
  

 	
  

 
	
 11.07

 	
 Indemnification by Company.

 
	
  

 	
  

 	
  

 
	
 To the
 extent not compensated by insurance or otherwise, the Company shall indemnify
 and hold harmless each member of the Administrative Committee, and each
 partner and employee of the Company designated by the Administrative
 Committee to carry out any fiduciary responsibility with respect to the Plan,
 from any and all claims, losses, damages, expenses (including counsel fees
 approved by the Company) and liabilities (including any amount paid in
 settlement with the approval of the Company), arising from any act or
 omission of such member, or partner or employee, except where the same is
 judicially determined or is determined by the Company to be due to willful
 misconduct of such member or employee. No assets of the Plan may be used for
 any such indemnification.

 
	
  

 	
  

 	
  

 
	
 11.08

 	
 Plan Participation by Fiduciaries.

 
	
  

 	
  

 	
  

 
	
 No
 person who is a fiduciary with respect to the Plan shall be precluded from
 becoming a Participant upon meeting the requirements for eligibility.

 










89


	
  

 	
  

 	
  

 
	
 11.09

 	
 Payment of Expenses.

 
	
  

 	
  

 	
  

 
	
 Reasonable
 expenses of the Plan may be paid from Plan assets, unless paid by the
 Company. The Company is entitled to reimbursement of direct expenses properly
 and actually incurred in providing services to the Plan, in accordance with
 applicable provisions of ERISA.

 










90


	
  

 	
  

 	
  

 
	
 ARTICLE 12: AMENDMENT AND TERMINATION OF PLAN

 
	
  

 	
  

 	
  

 
	
 12.01

 	
 Amendment.

 
	
  

 	
  

 	
  

 
	
 The
 Company may at any time and from time to time amend the Plan by written
 instrument, provided, that:

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 no
 amendment that affects the rights and obligations of the Trustee shall be
 effective without the written consent of the Trustee, unless such amendment
 is necessary for the qualification of the Plan under Section 401(a) of the
 Code or to avoid actual or potential liability of the Company with respect to
 the Plan, including, without limitation, liability to make future
 contributions;

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 no amendment
 shall cause the Trust Fund to be used other than for the exclusive benefit of
 Participants and their Beneficiaries;

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 if any
 amendment changes the vesting provisions of the Plan, within sixty (60) days
 after receiving written notice of such amendment, or such longer period as
 may be prescribed by Section 411 of the Code or the regulations promulgated
 thereunder, a Participant who has completed at least three (3) Years of
 Service may file with the Administrative Committee an election to have his
 vested interest in his retirement benefit computed under the Plan’s vesting
 provisions as applicable to such Participant immediately prior to the
 amendment; and

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 any
 party will be protected in assuming that this Agreement has not been amended
 until such party has received written notice of the amendment.

 
	
  

 	
  

 	
  

 
	
 No
 amendment to the Plan, including a change in the actuarial basis for
 determining optional or early retirement benefits, shall be effective to the
 extent that it has the effect of decreasing a Participant’s retirement
 benefit. Notwithstanding the preceding sentence, a Participant’s retirement
 benefit may be reduced to the extent permitted under Section 412(c)(8) of the
 Code (as it read before the first day of the 2008 Plan Year) or Section
 412(d)(2) of the Code (as it reads for Plan Years beginning on and after
 January 1, 2008), or to the extent permitted under the Sections 1.411(d)-3
 and 1.411(d)-4 of the Treasury Regulations. For purposes of this Article
 12.01, a Plan amendment which has the effect of eliminating or reducing an
 early retirement benefit or a retirement-type subsidy; or eliminating an
 optional form of benefit, with respect to benefits attributable to Service
 before the amendment shall be treated as reducing retirement benefits. In the
 case of a retirement-type subsidy, the preceding sentence shall apply only
 with respect to a Participant who satisfies, either before or after the
 amendment, the pre-amendment conditions for the subsidy. In general, a
 retirement-type subsidy is a subsidy that continues after retirement, but
 does not include a qualified disability benefit, a medical benefit, a social
 security supplement, a death benefit (including life insurance). Furthermore,
 if the vesting schedule of a plan is amended, in the case of an Employee who
 is a Participant as of the later of the date such amendment is adopted or
 becomes effective, the nonforfeitable percentage, determined as of such date,
 of such Employee’s employer-derived retirement benefit will not be less than
 the percentage computed under the Plan without regard to such amendment.

 










91


	
  

 	
  

 	
  

 
	
 12.02

 	
 Procedure for Amendment.

 
	
  

 	
  

 	
  

 
	
 Any
 modification or amendment of or to any or all of the provisions of the Plan
 shall be made by a written resolution of either the Company or the
 Administrative Committee, which shall be delivered to the Trustee and, where
 required, to the Board of Administration as defined in 9.04(a).

 
	
  

 	
  

 	
  

 
	
 12.03

 	
 Company’s Right to Terminate Plan.

 
	
  

 	
  

 	
  

 
	
 The
 Company intends to maintain the Plan as a permanent tax-qualified retirement
 plan. Nevertheless, the Company reserves the right to terminate the Plan, in
 whole or in part, at any time and from time to time, for any reason
 whatsoever.

 
	
  

 	
  

 	
  

 
	
 12.04

 	
 Consequences of Termination.

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 If the
 Plan is terminated in whole or in part, or if Company contributions are
 completely discontinued, each Participant affected by such termination or
 discontinuance shall be fully vested in his retirement benefit as of the date
 of such termination or discontinuance of Company contributions. The
 Administrative Committee shall determine the date and manner of distribution
 of the retirement benefits of all affected Participants.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 The
 Administrative Committee shall give prompt notice to each Participant or, if
 deceased, his Beneficiary affected by the Plan’s complete or partial
 termination, or the discontinuance of Company contributions.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 The
 balance, if any, of the residual assets held by the Trust Fund after all
 liabilities have been extinguished, shall revert to the Company, but only
 after the satisfaction of liabilities with respect to the Participants under
 the Plan. 

 
	
  

 	
  

 	
  

 
	
 12.05

 	
 Special Restrictions on Benefits.

 
	
  

 	
  

 	
  

 
	
 The Plan
 limits the benefit payable to any Participant who is a Highly Compensated
 Employee upon Plan termination to a benefit that is nondiscriminatory under
 Section 401(a)(4) of the Code. Prior to Plan termination, the Plan restricts
 the annual payments to any Participant who is a “restricted employee”,
 unless:

 
	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 After
 payment of the benefit, the value of Plan assets equals or exceeds 110% of
 the value of current liabilities (as defined in Section 412(l) of the Code);
 or

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 the
 value of the benefit is less than 1% of the value of current liabilities; or

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 the
 value of the benefit does not exceed $5,000.

 
	
  

 	
  

 	
  

 
	
 The
 total payments in a Plan Year may not exceed an amount equal to: (1) the
 payments the Participant would receive under a single life annuity which is
 the Actuarial Equivalent of the Participant’s Accrued Benefit and the Participant’s
 other benefits (other than a social security supplement); plus (2) the amount
 of the payment the Participant would receive under a social security
 supplement. “Other benefits” include loans in excess of the limitations under
 Section 72(p)(2)(A) of the Code, any periodic income, any withdrawal values
 payable to a living Employee, and any death benefits not provided by
 insurance on the Participant’s life.

 










92


	
  

 
	
 For
 purposes of this Article 12.05, the term “restricted employee” means an
 employee of the Company, including all employees who are not Employees under
 the Plan, who is among the twenty-five (25) employees with the highest
 Compensation, determined without taking account of the limitations of Section
 401(a)(17) of the Code, for the Plan Year or any prior Plan Year.

 
	
  

 
	
 These limitations shall not restrict the payment of any death benefit
 to any Beneficiary.

 










93


ARTICLE 13: MERGER OF PLAN AND
TRANSFER OF ASSETS OR LIABILITIES


	
  

 	
  

 
	
 13.01

 	
 Merger
 or Transfer. 

 
	
  

 	
  

 
	
 The Plan shall not be merged or consolidated with, nor shall any Plan
 assets or liabilities be transferred to, any other plan, unless each
 Participant (if the other plan then terminated) would receive a benefit that
 is equal to or greater than the benefit he would have been entitled to
 receive immediately before the merger, consolidation or transfer (if the Plan
 had then terminated).

 
	
  

 	
  

 
	
 13.02

 	
 Transfer from Trust. 

 
	
  

 	
  

 
	
 At a Participant’s request and pursuant to uniform rules prescribed
 by the Administrative Committee, the Administrative Committee may instruct
 the Trustee to transfer the Participant’s Account to another qualified plan
 described in Section 401(a) of the Code in which the Participant is
 participating at the time of such transfer.

 
	
  

 	
  

 
	
 13.03

 	
 Transfer
 to Trust and Transfer Account.

 






	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 At a Participant’s request, the Administrative Committee shall
 instruct the Trustee to accept a transfer of assets from another qualified
 plan described in Section 401(a) of the Code which assets are attributable to
 the Participant’s interest in such other plan. The transferred amount shall
 be maintained in the Trust Fund on behalf of the Participant as a separate
 account under the Plan, designated the “Transfer Account.”

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Any portion of the Transfer Account (whether the whole, the lesser
 amount or none) may be commingled with other assets of the Trust Fund for
 investment. In any event, the balance in the Transfer Account shall be
 adjusted to reflect its proportionate share of the Trust Fund’s earnings,
 gains, losses and expenses.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Unless the Participant has elected otherwise in the form and manner
 prescribed by the Administrative Committee, payment of the Transfer Account
 shall be made at the same time and in the same form as the retirement benefit
 and shall be in addition to the retirement benefit.

 
	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 A Participant’s interest in his Transfer Account shall be at all
 times and in all events fully vested and nonforfeitable.

 
	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 The Participant’s account will continue to retain all rights and
 protections ascribed to it pursuant to Section 411(d)(6) of the Code.

 









94


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 14: SPECIAL PROVISIONS FOR NON-KEY
 EMPLOYEES

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 14.01

 	
 Effective
 Date. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 If the Plan is or becomes top heavy in any Plan Year, the provisions
 of this Article will supersede any conflicting provisions in the Plan.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 14.02

 	
 Determination
 of Top-Heavy Status. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 This Plan is top heavy if any of the following conditions exists:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 If the top-heavy ratio for this Plan exceeds sixty (60%) percent and
 this Plan is not part of any required aggregation group or permissive
 aggregation group of plans.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 If this Plan is a part of a required aggregation group of plans but
 not part of a permissive aggregation group and the top-heavy ratio for the
 group of plans exceeds sixty (60%) percent.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 If this Plan is a part of a required aggregation group and part of a
 permissive aggregation group of plans and the top-heavy ratio for the
 permissive aggregation group exceeds sixty (60%) percent.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of
 this Article, the following terms shall have be defined as follows:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Top-heavy ratio:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 If the Company maintains one or more defined benefit plans and the
 Company has not maintained any defined contribution plans which during the
 five (5) year period ending on the determination date(s) has or has had
 account balances, the top-heavy ratio for this Plan alone or for the required
 or permissive aggregation group as appropriate is a fraction, the numerator
 of which is the sum of the present value of retirement benefits of all Key
 Employees as of the determination date(s), and the denominator of which is
 the sum of present value of retirement benefits, both computed in accordance
 with Section 416 of the Code and the regulations thereunder. Both the
 numerator and denominator of the top-heavy ratio are increased to reflect any
 contribution not actually made as of the determination date, but which is
 required to be taken into account on that date under Section 416 of the Code
 and regulations thereunder. In determining the present values of retirement
 benefits under the Plan for an employee as of the applicable determination
 date, the numerator and denominator shall be increased by the distributions
 made with respect to the employee under the Plan and any plan aggregated with
 the Plan under Section 416(g)(2) of the Code during the one-year period (five-year
 period in the case of a distribution made for a reason other than severance
 from employment, death, or disability) 

 









95


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 ending on the applicable determination date and any distributions
 made with respect to the employee under a terminated plan which, had it not
 been terminated, would have been in the required aggregation group.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 If the Company maintains one or more defined contribution plans and
 the Company maintains or has maintained one or more defined benefit plans
 which during the five (5) year period ending on the determination date(s) has
 or has had any retirement benefits, the top-heavy ratio for any required or
 permissive aggregation group as appropriate is a fraction, the numerator of
 which is the sum of account balances under the aggregated defined
 contribution plan or plans for all Key Employees, determined in accordance
 with (a) above, and the present value of retirement benefits under the
 aggregated defined benefit plan or plans for all Key Employees as of the
 determination date(s), and the denominator of which is the sum of the account
 balances under the aggregated defined contribution plan or plans for all
 Participants, determined in accordance with (a) above, and the present value
 of retirement benefits under the defined benefit plan or plans for all
 Participants as of the determination date(s), all determined in accordance
 with Section 416 of the Code and the regulations thereunder. The retirement
 benefits under a defined benefit plan in both the numerator and denominator
 of the top-heavy ratio are increased for any distribution of a retirement
 benefit made in the five (5) year period ending on the determination date. In
 determining the present values of retirement benefits under the Plan for an
 employee as of the applicable determination date, the numerator and
 denominator shall be increased by the distributions made with respect to the
 employee under the Plan and any plan aggregated with the Plan under Section
 416(g)(2) of the Code during the one-year period (five-year period in the
 case of a distribution made for a reason other than severance from
 employment, death, or disability) ending on the applicable determination date
 and any distributions made with respect to the employee under a terminated
 plan which, had it not been terminated, would have been in the required
 aggregation group.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 For purposes of subparagraphs (A) and (B) the value of account
 balances and the present value of retirement benefits will be determined as
 of the most recent valuation date that falls within or ends with the twelve
 (12) month period ending on the determination date, except as provided in
 Section 416 of the Code and the regulations thereunder for the first and
 second Plan Years of a defined benefit plan. The account balances and
 retirement benefits of a Participant (1) who is not a Key Employee but who
 was a Key Employee in a prior year, or (2) who has not performed services for
 any Company maintaining the Plan at any time during the one-year period
 ending on the applicable determination date will be disregarded. The
 calculation of the top-heavy ratio, and the 

 









96


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 extent to which distributions, rollovers, and transfers are taken
 into account will be made in accordance with Section 416 of the Code and the
 regulations thereunder. Deductible employee contributions will not be taken
 into account for purposes of computing the top-heavy ratio. When aggregating
 plans the value of account balances and retirement benefits will be
 calculated with reference to the determination dates that fall within the
 same calendar year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 The retirement benefit to a Participant other than a Key Employee
 shall be determined under (a) the method, if any, that uniformly applies for
 accrual purposes under all defined benefit plans maintained by the Company,
 or (b) if there is no such method, as if such benefit accrued not more
 rapidly than the slowest accrual rate permitted under the fractional rule of
 Section 411(b)(1)(c) of the Code.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Permissive
 aggregation group: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 The required aggregation group of plans plus other plan or plans of
 the Company which, when considered as a group with the required aggregation
 group, would continue to satisfy the requirements of Sections 401(a)(4) and
 410 of the Code.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 Required
 aggregation group: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 Each qualified plan of the Company in which at least one Key Employee
 participates or participated at any time during the determination period
 (regardless of whether the Plan has terminated), and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 any other qualified plan of the Company which enables a plan
 described in subparagraph (A) to meet the requirements of Section 401(a)(4)
 or 410 of the Code.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 Determination date: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 For any Plan Year subsequent to the first Plan Year, the last day of
 the preceding Plan Year. For the first Plan Year of the Plan, the last day of
 that year.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (v)

 	
 Key Employee:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Any employee or former employee (including
 any deceased employee) who at any time during the Plan Year that includes the
 applicable determination date was an officer of the Company or an Affiliated
 Company having compensation greater than $130,000 (as adjusted under Section
 416(i)(1) of the Code for Plan Years beginning after December 31, 2002), a 5-percent owner (as defined in Section
 416(i)(1)(B)(i) of the Code) of the Company or an Affiliated Company, or a
 1-percent owner (as defined in Section 416(i)(1)(B)(ii) of the Code) of the
 Company or an Affiliated Company) 

 









97


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 having compensation greater than $150,000
 (the determination of who is a key employee shall be made in accordance with
 Section 416(i) of the Code and the applicable regulations and other guidance
 of general applicability issued thereunder) where applicable, on the basis of
 the Employee’s remuneration which, with respect to any Employee, shall mean
 the wages, salaries, and other amounts paid in respect of such Employee by
 the Company or an Affiliated Company for personal services actually rendered,
 determined before any pre-tax contributions under “qualified cash or deferred
 arrangement,” as defined under Section 401(k) of the Code and its applicable
 regulations, or under a “cafeteria plan” as defined under Section 125 of the
 Code and its applicable regulations, or under a “qualified transportation
 fringe,” as defined in Section 132(f) of the Code and its applicable
 regulations, and shall include, but not by way of limitation, bonuses,
 overtime payments, and commissions; and shall exclude deferred compensation,
 stock options, and other distributions which receive special tax benefits
 under the Code.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (vi)

 	
 Non-Key Employee:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Any Employee or former Employee (and his Beneficiaries) who is not a
 Key Employee.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 14.03

 	
 Minimum
 Benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any other provision in the Plan to the contrary,
 except as otherwise provided in paragraphs (c), (d) and (e) below, a
 Participant who is a Non-Key Employee and has completed one thousand (1,000)
 Hours of Service will accrue a benefit (to be provided solely by the Company
 contributions and expressed as a Life Annuity commencing at Normal Retirement
 Age) of not less than two (2%) percent of his or her highest average
 Compensation for the five (5) consecutive years for which the Participant had
 the highest Compensation multiplied by the number of Years of Vesting
 Service, not in excess of ten (10), during the Plan Years for which the Plan
 is top-heavy. For purposes of the preceding sentence, Years of Vesting
 Service shall be disregarded to the extent that such Years of Vesting Service
 occur during a Plan Year when the Plan benefits (within the meaning of
 Section 410(b) of the Code) no Key Employee or former Key Employee. The
 aggregate Compensation for the years during such five (5) year period in
 which the Participant was credited with a Year of Service will be divided by
 the number of years in order to determine average Annual Compensation. The
 minimum accrual is determined without regard to any Social Security
 contribution. The minimum accrual applies even though under other Plan
 provisions the Participant would not otherwise be entitled to receive an
 accrual, or would have received a lesser accrual for the year because (i) the
 Non-Key Employee fails to make mandatory contributions to the Plan, (ii) the
 Non-Key Employee’s Compensation is less than a stated amount, (iii) the
 Non-Key Employee is not employed on the last day of the accrual computation
 period, or (iv) the Plan is integrated with Social Security.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of computing the minimum retirement benefit, Compensation
 shall mean Compensation as defined in Article 1.12 of the Plan.

 









98


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 The provision in paragraph (a) shall not apply to any Participant to
 the extent the Participant is covered under any other plan or plans of the
 Company. Such other plan or plans must provide a minimum two (2%) percent top
 heavy Benefit Accrual or a five (5%) percent top-heavy contribution.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 All accruals of employer-derived benefits, whether or not
 attributable to years for which the Plan is top heavy, may be used in
 computing whether the minimum accrual requirements of paragraph (c) are
 satisfied.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 14.04

 	
 Minimum
 Vesting. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 For any Plan Year in which this Plan is top heavy, the following
 vesting schedule shall automatically apply to this Plan. The vesting schedule
 applies to all benefits within the meaning of Section 411(a)(7) of the Code,
 except those attributable to employee contributions, including benefits
 accrued before the effective date of Section 416 and benefits accrued before
 the Plan became top heavy. Further, no reduction in vested benefits may occur
 in the event the Plan’s status as top heavy changes for any Plan Year.
 However, this Article does not apply to the account balances of any Employee
 who does not have an Hour of Service after the Plan has initially become top
 heavy and such Employee’s account balance attributable to Company
 contributions and forfeitures will be determined without regard to this
 Article.

 






	
  

 	
  

 	
  

 
	
 Vesting Years of Service

 	
  

 	
  

 
	
 as of Date of Termination:

 	
  

 	
 Nonforfeitable Percentage:

 
	

 


 	
  

 	

 


 
	
 Less than 3

 	
  

 	
 0%

 
	
 3 or more

 	
  

 	
 100%

 









99


	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 15: GENERAL PROVISIONS

 
	
  

 	
  

 	
  

 	
  

 
	
 15.01

 	
 Trust
 Fund Sole Source of Payments for Plan. 

 
	
  

 	
  

 	
  

 	
  

 
	
 The Trust Fund shall be the sole source for the payment of all
 Participant’s retirement benefits. In no event shall assets of the Company be
 applied for the payment of Plan benefits.

 
	
  

 	
  

 	
  

 	
  

 
	
 15.02

 	
 Exclusive
 Benefit. 

 
	
  

 	
  

 	
  

 	
  

 
	
 The Plan is established for the exclusive benefit of the Participants
 and their Beneficiaries, and the Plan shall be administered in a manner
 consistent with the provisions of Section 401(a) of the Code and of ERISA.

 
	
  

 
	
 15.03

 	
 Binding
 Effect. 

 
	
  

 	
  

 	
  

 	
  

 
	
 This Agreement shall be binding upon the heirs, executors,
 administrators, successors and assigns of the parties to this Agreement and upon
 any and all persons interested in this Agreement, presently or in the future.

 
	
  

 	
  

 	
  

 	
  

 
	
 15.04

 	
 Nonalienation.
 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Except as required by any applicable law or
 by paragraph (c), no benefit under the Plan shall in any manner be
 anticipated, assigned or alienated, and any attempt to do so shall be void.
 However, payment shall be made in accordance with the provisions of any
 judgment, decree, or order which:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 creates for, or assigns to, a spouse,
 former spouse, child, or other dependent of a Participant the right to
 receive all or a portion of the Participant’s benefits under the Plan for the
 purpose of providing child support, alimony payments, or marital property
 rights to that spouse, former spouse, child, or dependent,

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 is made pursuant to a State domestic
 relations law,

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 does not require the Plan to provide any
 type of benefit, or any option, not otherwise provided under the Plan, and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 otherwise meets the requirements of Section
 206(d) of ERISA, as amended, as a “qualified domestic relations order,” as
 determined by the Administrative Committee.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 If the present value of any series of payments meeting the criteria
 set forth in (a)(i) through (a)(iv) above amounts to $5,000 or less, a lump
 sum payment of the Actuarial Equivalent of such benefit, determined in the
 manner described in Article 7.05, shall be made in lieu of the series of
 payments.

 









100


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 A Participant’s benefits under the Plan
 shall be offset by the amount the Participant is required to pay to the Plan
 under the circumstances set forth in Section 401(a)(13)(C) of the Code.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 A Participant’s benefit under the Plan shall be distributed as
 required because of the enforcement of a federal tax levy made pursuant to
 Section 6331 of the Code or the collection by the United States on a judgment
 resulting from an unpaid tax assessment.

 
	
  

 	
  

 	
  

 	
  

 
	
 15.05

 	
 Claims
 Procedure. 

 
	
  

 	
  

 	
  

 	
  

 
	
 All claims for benefits under the Plan by a Participant not covered
 under a collective bargaining agreement or his Beneficiary with respect to
 benefits not received by such person shall be made in writing to the
 Administrative Committee, which shall designate one of its members to review
 such claims. If the reviewing member believes that a claim should be denied,
 he shall notify the claimant in writing of the denial within ninety (90) days
 after his receipt of the claim, unless special circumstances require an
 extension of time for processing the claim. Such notice shall:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 set forth the specific reasons for the denial, making reference to
 the pertinent provisions of the Plan or the Plan documents on which the
 denial is based;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 describe any additional material or information that should be
 received before the claim may be acted upon favorably, and explain why such
 material or information, if any, is needed; and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 inform the person making the claim of his right pursuant to this
 Article to request review of the decision by the Administrative Committee.

 
	
  

 	
  

 	
  

 	
  

 
	
 Any such person who believes that he has submitted all available and
 relevant information may appeal the denial of a claim to the Administrative
 Committee by submitting a written request for review to the Administrative
 Committee within sixty (60) days after the date on which such denial is
 received. Such period may be extended by the Administrative Committee for
 good cause. The person making the request for review may examine pertinent
 Plan documents. The request for review may discuss any issues relevant to the
 claim. The Administrative Committee shall decide whether or not to grant the
 claim within sixty (60) days after receipt of the request for review, but
 this period may be extended by the Administrative Committee for up to an
 additional sixty (60) days in special circumstances. If such an extension of
 time for review is required because of special circumstances, written notice
 of the extension shall be furnished to the claimant prior to the commencement
 of the extension. The Administrative Committee’s decision shall be in writing,
 shall include specific reasons for the decision and shall refer to pertinent
 provisions of the Plan or of the Plan documents on which the decision is
 based.

 
	
  

 	
  

 	
  

 	
  

 
	
 All claims for benefits under the Plan by a Participant covered under
 a collective bargaining agreement, or his Beneficiary, who has been denied a
 benefit, or feels aggrieved by any other act of the Board of Administration,
 shall be entitled to request a hearing before the Board of Administration of
 the Plan. Such request, together with a written statement of the claimant’s
 position, shall be filed with the Board of Administration no later than
 ninety (90) days after receipt of the written notification. The Board of
 Administration shall schedule an opportunity for a full and fair hearing of
 the issue within the next sixty (60) days. The decision following such
 hearing shall be made within sixty (60) days and shall be communicated in
 writing to the claimant. The decision of the Board of Administration shall be
 final and binding upon all parties 

 









101


	
  

 	
  

 	
  

 	
  

 
	
 concerned. In the event the Board of Administration cannot reach a
 majority decision, an impartial chairman shall be appointed by the Board of
 Administration.

 
	
  

 	
  

 	
  

 	
  

 
	
 15.06

 	
 Location
 of Participant or Beneficiary Unknown. 

 
	
  

 	
  

 	
  

 	
  

 
	
 In the event that all, or any portion, of the distribution payable to
 a Participant or his Beneficiary hereunder shall, at the expiration of five
 (5) years after it shall become payable, remain unpaid solely by reason of
 the inability of the Administrative Committee, after sending a registered
 letter, return receipt requested, to the last known address, and after
 further diligent effort, to ascertain the whereabouts of such Participant or
 his Beneficiary, the amount so distributable shall be forfeited and shall be
 used to reduce the cost of the Plan. In the event a Participant or
 Beneficiary is located subsequent to his benefit being forfeited, such
 benefit shall be restored.

 
	
  

 	
  

 	
  

 	
  

 
	
 15.07

 	
 Applicable
 Law. 

 
	
  

 	
  

 	
  

 	
  

 
	
 Except as otherwise expressly required by ERISA, this Agreement shall
 be governed by the laws of the State of New Jersey, where it was entered into
 and where it shall be enforced.

 
	
  

 	
  

 	
  

 	
  

 
	
 15.08

 	
 Rules
 of Construction. 

 
	
  

 	
  

 	
  

 	
  

 
	
 Whenever the context so admits, the use of the masculine gender shall
 be deemed to include the feminine and vice versa; either gender shall be
 deemed to include the neuter and vice versa; and the use of the singular
 shall be deemed to include the plural and vice versa.

 









102


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ARTICLE 16: TRANSFERS

 
	
  

 
	
 If an Employee during his period of employment with the Company and
 all Affiliated Companies is transferred to or from a position eligible to
 accrue benefits under the provisions of Article 4, 6 or 9 to a position that
 is ineligible for benefits under the applicable Article, the following
 provisions shall apply:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Vesting Service. An Employee’s Vesting Years of Service shall be
 determined on the basis of his period of employment with the Company and all
 Affiliated Companies (unless otherwise specified in Schedule J). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Credited Service for Purposes of Determining Eligibility for Benefits. For purposes of determining an
 Employee’s eligibility for benefits under the Plan (but not the amount of any
 benefit unless otherwise specified in paragraph (d) below), an Employee’s
 years of Credited Service shall be determined on the basis of his period of
 employment with the Company and all Affiliated Companies. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Eligibility for Benefits. Upon an Employee’s termination of employment with
 the Company and all Affiliated Companies, an Employee shall be entitled to a
 Normal, Early, Disability or Vested Retirement Benefit under the applicable
 provisions of the Plan if, at the time of his termination of employment, he
 has satisfied the age, service, and any other requirements of the Plan for
 such benefit.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Rules for Determining the Amount of Benefit. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 If an Employee who is accruing benefits under the provisions of
 Article 6 is transferred to a position with the Company or to an Affiliated
 Company and on account of such transfer the Employee would be ineligible to
 accrue further benefits under the provisions of Article 6, the following
 provisions shall apply:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 Credited Service for Benefit Accrual Purposes. All service with the Company or
 an Affiliated Company in such transferred position shall be included in
 determining the Employee’s years of Credited Service for purposes of
 determining the amount of the Employee’s benefit under Article 6 except that
 any service rendered while the Employee is eligible to accrue benefits under
 Article 9 or is eligible to participate in another qualified defined benefit
 pension plan shall be excluded.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 Average Compensation. Compensation (as defined in Article 1.12) paid by
 the Company or an Affiliated Company to the Employee while employed in such
 transferred position shall be included in determining an Employee’s Average
 Compensation.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 If an Employee who is accruing benefits under the provisions of
 Article 4 is transferred to a position with the Company or to an Affiliated
 Company and on account of such transfer the Employee would be ineligible to
 accrue further benefits under the provisions of Article 4, benefits shall 

 









103


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 continue to accrue under the provisions of Article 4 after the date
 of transfer except that if the Employee is transferred to a position in which
 he is eligible to participate in a qualified defined contribution plan which
 provides for employer contributions (other than salary deferrals under
 Section 401(k) of the Code) the Employee shall cease to accrue benefits under
 Article 4.02 based on Compensation paid to the Employee by the Company or an
 Affiliated Company while in the transferred position.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iii)

 	
 If an Employee who is accruing benefits under the provisions of
 Article 9 is transferred to a position with the Company or to an Affiliated
 Company in which he is ineligible to accrue further benefits under the
 provisions of Article 9, the Employee’s service rendered while in such
 ineligible position shall not be included in his Credited Service for
 purposes of determining the amount of his benefit under Article 9.
 Accordingly, If a participant transfers to a position where he is no longer
 eligible to participate in Article 9, he will not earn Credited Service under
 Article 9 while in that ineligible position.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (iv)

 	
 If an Employee is transferred from a position that is ineligible to
 accrue benefits under the provisions of Article 4, 6 or 9 to a position that
 is eligible to accrue benefits under one of those Articles, the following
 provisions shall apply:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (A)

 	
 Compensation paid to such Employee prior to the date of transfer
 shall be disregarded in determining the amount of the Employee’s benefit
 under Article 4 or 6, as applicable, unless the Employee is transferred from
 a position eligible to accrue benefits under Article 9 in which case
 Compensation paid to the Employee while covered by Article 9 shall be
 recognized in determining the Employee’s Average Compensation under Article
 6, if applicable. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (B)

 	
 For purposes of determining the amount of an Employee’s benefit under
 Article 4, 6 or 9, service rendered prior to the date the Employee became
 employed in a position eligible to accrue benefits under Article 4, 6 or 9
 shall be disregarded in determining the Employee’s Credited Service under the
 applicable Article. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 (C)

 	
 Post-January 31, 2010 Transfers. An Employee who is transferred
 after January 31, 2010 from a position that is ineligible to accrue
 benefits under the provisions of Article 4, 6 or 9 to a position that is
 eligible to accrue benefits under Article 4 or 6 shall only be eligible to
 accrue benefits in accordance with Article 4 and any other benefits not
 specifically excluded in the preceding sentence.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (e)

 	
 Transfers Involving a Non-U.S Affiliated Company. Notwithstanding the preceding
 provisions of this Article 16, any period of employment with a non-U.S.
 Affiliated Company shall be recognized solely for the purpose of determining
 an Employee’s Vesting Years of Service under subparagraph (i) above [and for
 purposes of determining an Employee’s eligibility for benefits under
 subparagraph (ii)]. Such period of employment shall be excluded in
 determining 

 









104


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 the amount of a Participant’s benefit under paragraph (d) and any
 Compensation paid during such period of employment shall likewise be
 excluded.

 



IN WITNESS WHEREOF, the Company has caused this
instrument to be executed by an officer duly authorized on this 1st
day of November, 2010.


	
  

 	
  

 	
  

 
	
  

 	
 CURTISS-WRIGHT
 CORPORATION

 
	
  

 	
  

 	
  

 
	
  

 	
 By:

 	
  

 
	
  

 	
  

 	

 


 









105


SCHEDULE A 1: EARLY RETIREMENT
FACTORS ON OR AFTER SEPTEMBER 1, 1994


ALL RETIREES and TERMINATED NON-UNION
EMPLOYEES on and AFTER 9/1/94



	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 AGE

 	
  

 	
 55

 	
  

 	
 56

 	
  

 	
 57

 	
  

 	
 58

 	
  

 	
 59

 	
  

 	
 60

 	
  

 	
 61

 	
  

 	
 62

 	
  

 	
 63

 	
  

 	
 64

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 0/12

 	
  

 	
 .75000

 	
  

 	
 .78000

 	
  

 	
 .81000

 	
  

 	
 .84000

 	
  

 	
 .87000

 	
  

 	
 .90000

 	
  

 	
 .92000

 	
  

 	
 .94000

 	
  

 	
 .96000

 	
  

 	
 .98000

 	
  

 
	
 1/12

 	
  

 	
 .75250

 	
  

 	
 .78250

 	
  

 	
 .81250

 	
  

 	
 .84250

 	
  

 	
 .87250

 	
  

 	
 .90167

 	
  

 	
 .92167

 	
  

 	
 .94167

 	
  

 	
 .96167

 	
  

 	
 .98167

 	
  

 
	
 2/12

 	
  

 	
 .75500

 	
  

 	
 .78500

 	
  

 	
 .81500

 	
  

 	
 .84500

 	
  

 	
 .87500

 	
  

 	
 .90333

 	
  

 	
 .92333

 	
  

 	
 .94333

 	
  

 	
 .96333

 	
  

 	
 .98333

 	
  

 
	
 3/12

 	
  

 	
 .75750

 	
  

 	
 .78750

 	
  

 	
 .81750

 	
  

 	
 .84750

 	
  

 	
 .87750

 	
  

 	
 .90500

 	
  

 	
 .92500

 	
  

 	
 .94500

 	
  

 	
 .96500

 	
  

 	
 .98500

 	
  

 
	
 4/12

 	
  

 	
 .76000

 	
  

 	
 .79000

 	
  

 	
 .82000

 	
  

 	
 .85000

 	
  

 	
 .88000

 	
  

 	
 .90667

 	
  

 	
 .92667

 	
  

 	
 .94667

 	
  

 	
 .96667

 	
  

 	
 .98667

 	
  

 
	
 5/12

 	
  

 	
 .76250

 	
  

 	
 .79250

 	
  

 	
 .82250

 	
  

 	
 .85250

 	
  

 	
 .88250

 	
  

 	
 .90833

 	
  

 	
 .92833

 	
  

 	
 .94833

 	
  

 	
 .96833

 	
  

 	
 .98833

 	
  

 
	
 6/12

 	
  

 	
 .76500

 	
  

 	
 .79500

 	
  

 	
 .82500

 	
  

 	
 .85500

 	
  

 	
 .88500

 	
  

 	
 .91000

 	
  

 	
 .93000

 	
  

 	
 .95000

 	
  

 	
 .97000

 	
  

 	
 .99000

 	
  

 
	
 7/12

 	
  

 	
 .76750

 	
  

 	
 .79750

 	
  

 	
 .82750

 	
  

 	
 .85750

 	
  

 	
 .88750

 	
  

 	
 .91167

 	
  

 	
 .93167

 	
  

 	
 .95167

 	
  

 	
 .97167

 	
  

 	
 .99167

 	
  

 
	
 8/12

 	
  

 	
 .77000

 	
  

 	
 .80000

 	
  

 	
 .83000

 	
  

 	
 .86000

 	
  

 	
 .89000

 	
  

 	
 .91333

 	
  

 	
 .93333

 	
  

 	
 .95333

 	
  

 	
 .97333

 	
  

 	
 .99333

 	
  

 
	
 9/12

 	
  

 	
 .77250

 	
  

 	
 .80250

 	
  

 	
 .83250

 	
  

 	
 .86250

 	
  

 	
 .89250

 	
  

 	
 .91500

 	
  

 	
 .93500

 	
  

 	
 .95500

 	
  

 	
 .97500

 	
  

 	
 .99500

 	
  

 
	
 10/12

 	
  

 	
 .77500

 	
  

 	
 .80500

 	
  

 	
 .83500

 	
  

 	
 .86500

 	
  

 	
 .89500

 	
  

 	
 .91667

 	
  

 	
 .93667

 	
  

 	
 .95667

 	
  

 	
 .97667

 	
  

 	
 .99667

 	
  

 
	
 11/12

 	
  

 	
 .77750

 	
  

 	
 .80750

 	
  

 	
 .83750

 	
  

 	
 .86750

 	
  

 	
 .89750

 	
  

 	
 .91833

 	
  

 	
 .93833

 	
  

 	
 .95833

 	
  

 	
 .97833

 	
  

 	
 .99833

 	
  

 



Rule of 80


For a Participant who retires on or after his
attainment of age 55, if the sum of the Participant’s age and his years of
Credited Service exceeds 80 as of his Annuity Starting Date, the product of (i)
1% and (ii) the excess of (A) the sum of his age and his years of Credited
Service, over (B) 80, will be added to early retirement factor otherwise
applicable in accordance with the table set forth in this Schedule, provided,
however, that the resulting factor may not exceed 100%.





106


SCHEDULE A 2: DEFERRED RETIREMENT
FACTORS ON OR AFTER SEPTEMBER 1, 1994


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Deferred Retirement Factors

 
	
  

 
	
 Age

 	
  

 	
 Factor

 	
  

 	
 Age

 	
  

 	
 Factor

 	
  

 
	
 66

 	
  

 	
 1.1049

 	
  

 	
 71

 	
  

 	
 1.9071

 	
  

 
	
 67

 	
  

 	
 1.2244

 	
  

 	
 72

 	
  

 	
 2.1505

 	
  

 
	
 68

 	
  

 	
 1.3608

 	
  

 	
 73

 	
  

 	
 2.4355

 	
  

 
	
 69

 	
  

 	
 1.5175

 	
  

 	
 74

 	
  

 	
 2.7710

 	
  

 
	
 70

 	
  

 	
 1.6980

 	
  

 	
 75

 	
  

 	
 3.1687

 	
  

 


The factors set forth in the table shall be
interpolated based on the Participant’s age at his Annuity Starting Date,
expressed in years and completed months.





107


SCHEDULE B: RETIREMENT PLAN RATES
IN FORCE FOR PURPOSES OF ARTICLE 6.13(B)(II)(D)


BUFFALO FACILITY


$ 8.00 per month per year of credited service prior to 1/1/78 

$10.00 per month per year of credited service from 1/1/78 thru 11/1/80 

$11.00 per month per year of credited service from 11/2/80 thru 11/1/81 

$12.00 per month per year of credited service from 11/2/81 thru 5/3/85 

$13.00* per month per year of credited service from 5/4/85 thru 7/23/93 

$17.00* per month per year of credited service from 7/24/93


* Does not apply to Local 212


FLIGHT SYSTEMS


$ 6.25 per month per year of credited service


TARGET ROCK


$ 9.00 per month per year of credited service prior to 5/l/77 

$10.00 per month per year of credited service from 5/1/77 thru 4/30/81 

$11.00 per month per year of credited service from 5/1/81 thru 5/4/82 

$12.00 per month per year of credited service from 5/5/82 thru 5/6/84 

$13.00 per month per year of credited service from 5/7/84 thru 5/5/85 

$14.00 per month per year of credited service from 5/6/85 thru 5/4/86 

$15.00 per month per year of credited service from 5/5/86


CORPORATE


$10.00 per month per year of credited service





108


SCHEDULE C: EARLY RETIREMENT
FACTORS FOR DEFERRED VESTED EMPLOYEES WHO TERMINATED EMPLOYMENT PRIOR TO
SEPTEMBER 1, 1994 AND PRIOR TO AGE 55 (CONTRIBUTORS)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Twelfths

 of Year

 	
  

 	
 AGE

 	
  

 	
 55

 	
  

 	
 56

 	
  

 	
 57

 	
  

 	
 58

 	
  

 	
 59

 	
  

 	
 60

 	
  

 	
 61

 	
  

 	
 62

 	
  

 	
 63

 	
  

 	
 64

 	
  

 
	
 0/12

 	
  

 	
  

 	
  

 	
 .50000

 	
  

 	
 .53333

 	
  

 	
 .56667

 	
  

 	
 .60000

 	
  

 	
 .63333

 	
  

 	
 .66667

 	
  

 	
 .73333

 	
  

 	
 .80000

 	
  

 	
 .86667

 	
  

 	
 .93333

 	
  

 
	
 1/12

 	
  

 	
  

 	
  

 	
 .50278

 	
  

 	
 .53611

 	
  

 	
 .56945

 	
  

 	
 .60278

 	
  

 	
 .63611

 	
  

 	
 .67222

 	
  

 	
 .73889

 	
  

 	
 .80556

 	
  

 	
 .87222

 	
  

 	
 .93889

 	
  

 
	
 2/12

 	
  

 	
  

 	
  

 	
 .50556

 	
  

 	
 .53889

 	
  

 	
 .57222

 	
  

 	
 .60556

 	
  

 	
 .63889

 	
  

 	
 .67778

 	
  

 	
 .74444

 	
  

 	
 .81111

 	
  

 	
 .87778

 	
  

 	
 .94444

 	
  

 
	
 3/12

 	
  

 	
  

 	
  

 	
 .50833

 	
  

 	
 .54167

 	
  

 	
 .57500

 	
  

 	
 .60833

 	
  

 	
 .64167

 	
  

 	
 .68333

 	
  

 	
 .75000

 	
  

 	
 .81667

 	
  

 	
 .88333

 	
  

 	
 .95000

 	
  

 
	
 4/12

 	
  

 	
  

 	
  

 	
 .51111

 	
  

 	
 .54445

 	
  

 	
 .57778

 	
  

 	
 .61111

 	
  

 	
 .64445

 	
  

 	
 .68889

 	
  

 	
 .75556

 	
  

 	
 .82222

 	
  

 	
 .88889

 	
  

 	
 .95556

 	
  

 
	
 5/12

 	
  

 	
  

 	
  

 	
 .51389

 	
  

 	
 .54722

 	
  

 	
 .58056

 	
  

 	
 .61389

 	
  

 	
 .64722

 	
  

 	
 .69444

 	
  

 	
 .76111

 	
  

 	
 .82778

 	
  

 	
 .89444

 	
  

 	
 .96111

 	
  

 
	
 6/12

 	
  

 	
  

 	
  

 	
 .51667

 	
  

 	
 .55000

 	
  

 	
 .58333

 	
  

 	
 .61667

 	
  

 	
 .65000

 	
  

 	
 .70000

 	
  

 	
 .76667

 	
  

 	
 .83333

 	
  

 	
 .90000

 	
  

 	
 .96667

 	
  

 
	
 7/12

 	
  

 	
  

 	
  

 	
 .51944

 	
  

 	
 .55278

 	
  

 	
 .58611

 	
  

 	
 .61944

 	
  

 	
 .65278

 	
  

 	
 .70556

 	
  

 	
 .77222

 	
  

 	
 .83889

 	
  

 	
 .90556

 	
  

 	
 .97222

 	
  

 
	
 8/12

 	
  

 	
  

 	
  

 	
 .52222

 	
  

 	
 .55556

 	
  

 	
 .58889

 	
  

 	
 .62222

 	
  

 	
 .65556

 	
  

 	
 .71111

 	
  

 	
 .77778

 	
  

 	
 .84444

 	
  

 	
 .91111

 	
  

 	
 .97778

 	
  

 
	
 9/12

 	
  

 	
  

 	
  

 	
 .52500

 	
  

 	
 .55833

 	
  

 	
 .59167

 	
  

 	
 .62500

 	
  

 	
 .65833

 	
  

 	
 .71667

 	
  

 	
 .78333

 	
  

 	
 .85000

 	
  

 	
 .91667

 	
  

 	
 .98333

 	
  

 
	
 10/12

 	
  

 	
  

 	
  

 	
 .52778

 	
  

 	
 .56111

 	
  

 	
 .59444

 	
  

 	
 .62778

 	
  

 	
 .66111

 	
  

 	
 .72222

 	
  

 	
 .78889

 	
  

 	
 .85556

 	
  

 	
 .92222

 	
  

 	
 .98889

 	
  

 
	
 11/12

 	
  

 	
  

 	
  

 	
 .53056

 	
  

 	
 .56389

 	
  

 	
 .59722

 	
  

 	
 .63056

 	
  

 	
 .66389

 	
  

 	
 .72778

 	
  

 	
 .79444

 	
  

 	
 .86111

 	
  

 	
 .92778

 	
  

 	
 .99444

 	
  

 










109


SCHEDULE D: EARLY RETIREMENT
FACTORS FOR EARLY COMMENCEMENT OF DEFERRED VESTED PENSIONS


AGE of RETIRED EMPLOYEE at
COMMENCEMENT of PENSION


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Twelfths 

 of Year

 	
  

 	
 55

 	
  

 	
 56

 	
  

 	
 57

 	
  

 	
 58

 	
  

 	
 59

 	
  

 	
 60

 	
  

 	
 61

 	
  

 	
 62

 	
  

 	
 63

 	
  

 	
 64

 	
  

 
	
 0/12

 	
  

 	
 28.0

 	
 %

 	
 35.2

 	
 %

 	
 42.4

 	
 %

 	
 49.6

 	
 %

 	
 56.8

 	
 %

 	
 64.0

 	
 %

 	
 71.2

 	
 %

 	
 78.4

 	
 %

 	
 85.6

 	
 %

 	
 92.8

 	
 %

 
	
 1/12

 	
  

 	
 28.6

 	
  

 	
 35.8

 	
  

 	
 43.0

 	
  

 	
 50.2

 	
  

 	
 57.4

 	
  

 	
 64.6

 	
  

 	
 71.8

 	
  

 	
 79.0

 	
  

 	
 86.2

 	
  

 	
 93.4

 	
  

 
	
 2/12

 	
  

 	
 29.2

 	
  

 	
 36.4

 	
  

 	
 43.6

 	
  

 	
 50.8

 	
  

 	
 58.0

 	
  

 	
 65.2

 	
  

 	
 72.4

 	
  

 	
 79.6

 	
  

 	
 86.8

 	
  

 	
 94.0

 	
  

 
	
 3/12

 	
  

 	
 29.8

 	
  

 	
 37.0

 	
  

 	
 43.2

 	
  

 	
 51.4

 	
  

 	
 58.6

 	
  

 	
 65.8

 	
  

 	
 73.0

 	
  

 	
 80.2

 	
  

 	
 87.4

 	
  

 	
 94.6

 	
  

 
	
 4/12

 	
  

 	
 30.4

 	
  

 	
 37.6

 	
  

 	
 44.8

 	
  

 	
 52.0

 	
  

 	
 59.2

 	
  

 	
 66.4

 	
  

 	
 73.6

 	
  

 	
 80.8

 	
  

 	
 88.0

 	
  

 	
 95.2

 	
  

 
	
 5/12

 	
  

 	
 31.0

 	
  

 	
 38.2

 	
  

 	
 45.4

 	
  

 	
 52.6

 	
  

 	
 59.8

 	
  

 	
 67.0

 	
  

 	
 74.2

 	
  

 	
 81.4

 	
  

 	
 88.6

 	
  

 	
 95.8

 	
  

 
	
 6/12

 	
  

 	
 31.6

 	
  

 	
 38.8

 	
  

 	
 46.0

 	
  

 	
 53.2

 	
  

 	
 60.4

 	
  

 	
 67.6

 	
  

 	
 74.8

 	
  

 	
 82.0

 	
  

 	
 89.2

 	
  

 	
 96.4

 	
  

 
	
 7/12

 	
  

 	
 32.2

 	
  

 	
 39.4

 	
  

 	
 46.6

 	
  

 	
 53.8

 	
  

 	
 61.0

 	
  

 	
 68.2

 	
  

 	
 75.4

 	
  

 	
 82.6

 	
  

 	
 89.8

 	
  

 	
 97.0

 	
  

 
	
 8/12

 	
  

 	
 32.8

 	
  

 	
 40.0

 	
  

 	
 47.2

 	
  

 	
 54.4

 	
  

 	
 61.6

 	
  

 	
 68.8

 	
  

 	
 76.0

 	
  

 	
 83.2

 	
  

 	
 90.4

 	
  

 	
 97.6

 	
  

 
	
 9/12

 	
  

 	
 33.4

 	
  

 	
 40.6

 	
  

 	
 47.8

 	
  

 	
 55.0

 	
  

 	
 62.2

 	
  

 	
 69.4

 	
  

 	
 76.6

 	
  

 	
 83.8

 	
  

 	
 91.0

 	
  

 	
 98.8

 	
  

 
	
 10/12

 	
  

 	
 34.0

 	
  

 	
 41.2

 	
  

 	
 48.4

 	
  

 	
 55.6

 	
  

 	
 62.8

 	
  

 	
 70.0

 	
  

 	
 77.2

 	
  

 	
 84.4

 	
  

 	
 91.6

 	
  

 	
 98.8

 	
  

 
	
 11/12

 	
  

 	
 34.6

 	
  

 	
 41.8

 	
  

 	
 49.0

 	
  

 	
 56.2

 	
  

 	
 63.4

 	
  

 	
 70.6

 	
  

 	
 77.8

 	
  

 	
 85.0

 	
  

 	
 92.2

 	
  

 	
 99.4

 	
  

 



NOTE:


Factors are for non-union, non-contributors
who terminated employment prior to 9/1/94 and prior to attaining age 55;
factors are also applicable for union employees who terminate prior to age 55.
Factors are effective as of September 1, 1965.





110


SCHEDULE E: JOINT AND SURVIVOR
FACTORS


 (Partial List of Factors)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 PENSIONER

 	
  

 	
 BENEFICIARY

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 MEN

 	
  

 	
 WOMEN

 	
  

 	
 MEN

 	
  

 	
 WOMEN

 	
  

 	
 100%

 	
  

 	
 50%

 	
  

 	
 75%

 	
  

 	
 66%

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 35

 	
  

 	
 0.6491

 	
  

 	
 0.7872

 	
  

 	
 0.7115

 	
  

 	
 0.7350

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 36

 	
  

 	
 0.6518

 	
  

 	
 0.7892

 	
  

 	
 0.7139

 	
  

 	
 0.7373

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 37

 	
  

 	
 0.6546

 	
  

 	
 0.7912

 	
  

 	
 0.7164

 	
  

 	
 0.7397

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 38

 	
  

 	
 0.6575

 	
  

 	
 0.7934

 	
  

 	
 0.7191

 	
  

 	
 0.7423

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 39

 	
  

 	
 0.6607

 	
  

 	
 0.7956

 	
  

 	
 0.7219

 	
  

 	
 0.7449

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 40

 	
  

 	
 0.6640

 	
  

 	
 0.7981

 	
  

 	
 0.7249

 	
  

 	
 0.7477

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 41

 	
  

 	
 0.6675

 	
  

 	
 0.8006

 	
  

 	
 0.7280

 	
  

 	
 0.7507

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 42

 	
  

 	
 0.6711

 	
  

 	
 0.8032

 	
  

 	
 0.7312

 	
  

 	
 0.7537

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 43

 	
  

 	
 0.6749

 	
  

 	
 0.8059

 	
  

 	
 0.7347

 	
  

 	
 0.7569

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 44

 	
  

 	
 0.6790

 	
  

 	
 0.8088

 	
  

 	
 0.7382

 	
  

 	
 0.7603

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 45

 	
  

 	
 0.6832

 	
  

 	
 0.8117

 	
  

 	
 0.7419

 	
  

 	
 0.7638

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 46

 	
  

 	
 0.6876

 	
  

 	
 0.8148

 	
  

 	
 0.7458

 	
  

 	
 0.7675

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 47

 	
  

 	
 0.6922

 	
  

 	
 0.8181

 	
  

 	
 0.7499

 	
  

 	
 0.7713

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 48

 	
  

 	
 0.6969

 	
  

 	
 0.8214

 	
  

 	
 0.7541

 	
  

 	
 0.7753

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 49

 	
  

 	
 0.7019

 	
  

 	
 0.8249

 	
  

 	
 0.7585

 	
  

 	
 0.7794

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 50

 	
  

 	
 0.7072

 	
  

 	
 0.8285

 	
  

 	
 0.7630

 	
  

 	
 0.7836

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 51

 	
  

 	
 0.7125

 	
  

 	
 0.8321

 	
  

 	
 0.7677

 	
  

 	
 0.7881

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 52

 	
  

 	
 0.7182

 	
  

 	
 0.8359

 	
  

 	
 0.7726

 	
  

 	
 0.7926

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 53

 	
  

 	
 0.7239

 	
  

 	
 0.8399

 	
  

 	
 0.7776

 	
  

 	
 0.7973

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 54

 	
  

 	
 0.7299

 	
  

 	
 0.8438

 	
  

 	
 0.7828

 	
  

 	
 0.8021

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 55

 	
  

 	
 0.7361

 	
  

 	
 0.8480

 	
  

 	
 0.7881

 	
  

 	
 0.8071

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 56

 	
  

 	
 0.7424

 	
  

 	
 0.8521

 	
  

 	
 0.7935

 	
  

 	
 0.8122

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 57

 	
  

 	
 0.7490

 	
  

 	
 0.8565

 	
  

 	
 0.7991

 	
  

 	
 0.8174

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 58

 	
  

 	
 0.7557

 	
  

 	
 0.8609

 	
  

 	
 0.8048

 	
  

 	
 0.8227

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 59

 	
  

 	
 0.7626

 	
  

 	
 0.8653

 	
  

 	
 0.8107

 	
  

 	
 0.8282

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 60

 	
  

 	
 0.7697

 	
  

 	
 0.8699

 	
  

 	
 0.8167

 	
  

 	
 0.8337

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 61

 	
  

 	
 0.7769

 	
  

 	
 0.8744

 	
  

 	
 0.8227

 	
  

 	
 0.8393

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 62

 	
  

 	
 0.7842

 	
  

 	
 0.8790

 	
  

 	
 0.8289

 	
  

 	
 0.8450

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 63

 	
  

 	
 0.7917

 	
  

 	
 0.8837

 	
  

 	
 0.8352

 	
  

 	
 0.8508

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 64

 	
  

 	
 0.7993

 	
  

 	
 0.8884

 	
  

 	
 0.8415

 	
  

 	
 0.8566

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 65

 	
  

 	
 0.8070

 	
  

 	
 0.8931

 	
  

 	
 0.8479

 	
  

 	
 0.8624

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 66

 	
  

 	
 0.8147

 	
  

 	
 0.8979

 	
  

 	
 0.8543

 	
  

 	
 0.8683

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 67

 	
  

 	
 0.8225

 	
  

 	
 0.9026

 	
  

 	
 0.8607

 	
  

 	
 0.8742

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 68

 	
  

 	
 0.8302

 	
  

 	
 0.9073

 	
  

 	
 0.8671

 	
  

 	
 0.8801

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 69

 	
  

 	
 0.8380

 	
  

 	
 0.9118

 	
  

 	
 0.8734

 	
  

 	
 0.8858

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 70

 	
  

 	
 0.8458

 	
  

 	
 0.9164

 	
  

 	
 0.8797

 	
  

 	
 0.8916

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 71

 	
  

 	
 0.8535

 	
  

 	
 0.9210

 	
  

 	
 0.8859

 	
  

 	
 0.8973

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 72

 	
  

 	
 0.8611

 	
  

 	
 0.9254

 	
  

 	
 0.8920

 	
  

 	
 0.9029

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 73

 	
  

 	
 0.8687

 	
  

 	
 0.9297

 	
  

 	
 0.8982

 	
  

 	
 0.9084

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 74

 	
  

 	
 0.8761

 	
  

 	
 0.9339

 	
  

 	
 0.9041

 	
  

 	
 0.9138

 	
  

 
	
 65

 	
  

 	
 0

 	
  

 	
 0

 	
  

 	
 75

 	
  

 	
 0.8834

 	
  

 	
 0.9381

 	
  

 	
 0.9099

 	
  

 	
 0.9191

 	
  

 









111


SCHEDULE F: EARLY RETIREMENT
FACTORS (UNION EMPLOYEES)


AGE of RETIRED EMPLOYEE


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 TWELFTHS

 OF YEAR

 	
  

 	
 55

 	
  

 	
 56

 	
  

 	
 57

 	
  

 	
 58

 	
  

 	
 59

 	
  

 	
 60

 	
  

 	
 61

 	
  

 	
 62

 	
  

 	
 63

 	
  

 	
 64

 	
  

 
	
 0/12

 	
  

 	
 58.00

 	
 %

 	
 63.40

 	
 %

 	
 68.80

 	
 %

 	
 74.20

 	
 %

 	
 79.60

 	
 %

 	
 85.00

 	
 %

 	
 88.00

 	
 %

 	
 91.00

 	
 %

 	
 94.00

 	
 %

 	
 97.00

 	
 %

 
	
 1/12

 	
  

 	
 58.45

 	
  

 	
 63.85

 	
  

 	
 69.25

 	
  

 	
 74.65

 	
  

 	
 80.05

 	
  

 	
 85.25

 	
  

 	
 88.25

 	
  

 	
 91.25

 	
  

 	
 94.25

 	
  

 	
 97.25

 	
  

 
	
 2/12

 	
  

 	
 58.90

 	
  

 	
 64.30

 	
  

 	
 69.70

 	
  

 	
 75.10

 	
  

 	
 80.50

 	
  

 	
 85.50

 	
  

 	
 88.50

 	
  

 	
 91.50

 	
  

 	
 94.50

 	
  

 	
 97.50

 	
  

 
	
 3/12

 	
  

 	
 59.35

 	
  

 	
 64.75

 	
  

 	
 70.15

 	
  

 	
 75.55

 	
  

 	
 80.95

 	
  

 	
 85.75

 	
  

 	
 88.75

 	
  

 	
 91.75

 	
  

 	
 94.75

 	
  

 	
 97.75

 	
  

 
	
 4/12

 	
  

 	
 59.80

 	
  

 	
 65.20

 	
  

 	
 70.60

 	
  

 	
 76.00

 	
  

 	
 81.40

 	
  

 	
 86.00

 	
  

 	
 89.00

 	
  

 	
 92.00

 	
  

 	
 95.00

 	
  

 	
 98.00

 	
  

 
	
 5/12

 	
  

 	
 60.25

 	
  

 	
 65.65

 	
  

 	
 71.05

 	
  

 	
 76.45

 	
  

 	
 81.85

 	
  

 	
 86.25

 	
  

 	
 89.25

 	
  

 	
 92.25

 	
  

 	
 95.25

 	
  

 	
 98.25

 	
  

 
	
 6/12

 	
  

 	
 60.70

 	
  

 	
 66.10

 	
  

 	
 71.50

 	
  

 	
 76.90

 	
  

 	
 82.30

 	
  

 	
 86.50

 	
  

 	
 89.50

 	
  

 	
 92.50

 	
  

 	
 95.50

 	
  

 	
 98.50

 	
  

 
	
 7/12

 	
  

 	
 61.15

 	
  

 	
 66.55

 	
  

 	
 71.95

 	
  

 	
 77.35

 	
  

 	
 82.75

 	
  

 	
 86.75

 	
  

 	
 89.75

 	
  

 	
 92.75

 	
  

 	
 95.75

 	
  

 	
 98.75

 	
  

 
	
 8/12

 	
  

 	
 61.60

 	
  

 	
 67.00

 	
  

 	
 72.40

 	
  

 	
 77.80

 	
  

 	
 83.20

 	
  

 	
 87.00

 	
  

 	
 90.00

 	
  

 	
 93.00

 	
  

 	
 96.00

 	
  

 	
 99.00

 	
  

 
	
 9/12

 	
  

 	
 62.05

 	
  

 	
 67.45

 	
  

 	
 72.85

 	
  

 	
 78.25

 	
  

 	
 83.65

 	
  

 	
 87.25

 	
  

 	
 90.25

 	
  

 	
 93.25

 	
  

 	
 96.25

 	
  

 	
 99.25

 	
  

 
	
 10/12

 	
  

 	
 62.50

 	
  

 	
 67.90

 	
  

 	
 73.30

 	
  

 	
 78.70

 	
  

 	
 84.10

 	
  

 	
 87.50

 	
  

 	
 90.50

 	
  

 	
 93.50

 	
  

 	
 96.50

 	
  

 	
 99.50

 	
  

 
	
 11/12

 	
  

 	
 62.95

 	
  

 	
 68.35

 	
  

 	
 73.75

 	
  

 	
 79.15

 	
  

 	
 84.55

 	
  

 	
 87.75

 	
  

 	
 90.75

 	
  

 	
 93.75

 	
  

 	
 96.75

 	
  

 	
 99.75

 	
  

 



NOTE:


Effective date of factors: September 1, 1965.


With respect to Early Retirement Pensions
determined in accordance with Article 9.02(b), the factors determined in
accordance with the table set forth above are subject to an increase of 2/10 of
1% (1/10 of 1% for benefits commencing prior to October 1, 1968), for
each 1/10 year of credited service in excess of 20.0 years up to a maximum
increase of 10% (30% prior to January 1, 2001), provided, however, than the
total Early Retirement Pension shall not be an amount greater than the normal
pension.





112


SCHEDULE G 1: WOOD-RIDGE
DEFERRED PENSION RATES


The monthly amount of such deferred pension
commencing at age 65 for an employee eligible therefor in accordance with
paragraph 13 shall be as follows:


	
  

 	
  

 
	
 1.

 	
 For any such employee whose loss of credited service is prior to
 September 30, 1962, $2.25 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 2.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1962 and prior to September 30, 1965, $2.75
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 3.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1965 and prior to September 30, 1968, $4.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 4.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1968 and prior to September 30, 1969, $5.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 5.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1969 and prior to September 30, 1970, $5.75
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 6.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1970 and prior to September 30, 1971, $6.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 7.

 	
 For any such employee whose credited service was with the Wood-Ridge
 or Nuclear Facilities and whose loss of credited service is on or after
 September 30, 1971 and prior to September 30, 1974, $8.00
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 8.

 	
 For any such employee whose credited service was with the Wood-Ridge
 or Nuclear Facilities and whose loss of credited service is on or after
 September 30, 1974 and prior to September 30, 1976, $9.00
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 9.

 	
 For any such employee whose credited service was with the Wood-Ridge
 or Nuclear Facilities and whose loss of credited service is on or after
 September 30, 1976, $10.00 multiplied by his years of credited
 service.

 









113


SCHEDULE G 2: BUFFALO
DEFERRED PENSION RATES


The monthly amount of such deferred pension commencing at age 65 for an
employee eligible therefor in accordance with paragraph 13 shall be as follows:


	
  

 	
  

 	
  

 
	
 1.

 	
 For any such employee whose loss of credited service is prior to
 September 30, 1962, $2.25 multiplied by his years of credited
 service.

 
	
  

 	
  

 
	
 2.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1962 and prior to September 30, 1965, $2.75
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 3.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1965 and prior to September 30, 1968, $4.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 4.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1968 and prior to September 30, 1969, $5.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 5.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1969 and prior to September 30, 1970, $5.75
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 6.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1970 and prior to September 30, 1971, $6.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 7.

 	
 For any such employee whose credited service was with the Buffalo
 Facility and whose loss of credited service is either:

 
	
  

 	
  

 	
  

 
	
  

 	
 a.

 	
 On or after
 September 30, 1971 and prior to September 30, 1973, the
 sum of $6.25 multiplied by his years of credited service prior to January 1,
 1972 and $7.00 multiplied by his years of credited service on or after
 January 1, 1972;

 
	
  

 	
  

 	
  

 
	
  

 	
 b.

 	
 On or after
 September 30, 1973, the sum of $6.50 multiplied by his years of
 credited service prior to January 1, 1972 and $7.00 multiplied by his years
 of credited service on or after January 1, 1972;

 
	
  

 	
  

 	
  

 
	
  

 	
 c.

 	
 On or after
 September 30, 1974, the sum of $7.00 multiplied by his years of
 credited service prior to January 1, 1972 and $8.00 multiplied by his years
 of credited service on or after January 1, 1972;

 
	
  

 	
  

 	
  

 
	
  

 	
 d.

 	
 On or after
 September 30, 1975, $8.00 multiplied by his years of credited
 service;

 
	
  

 	
  

 	
  

 
	
  

 	
 e.

 	
 On or after
 October 31, 1977 and prior to October 30, 1978, the sum
 of $8.00 multiplied by his years of credited service prior to
 January 1, 1978 and $9.00 multiplied by his years of credited
 service on and after January 1, 1978; or

 
	
  

 	
  

 	
  

 
	
  

 	
 f.

 	
 On or after
 October 31, 1978 and prior to November 2, 1980, the sum
 of $8.00 multiplied by his years of credited service prior to
 January 1, 1978 and $10.00 multiplied by his years of credited
 service on and after January 1, 1978; or

 
	
  

 	
  

 	
  

 
	
  

 	
 g.

 	
 On or after
 November 2, 1980, the sum of 

 
	
  

 	
  

 	
  

 
	
  

 	
 $8.00 multiplied by
 his years of credited service prior to January 1, 1978; and

 









114


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $10.00 multiplied
 by his years of credited service from January 1, 1978 through
 November 1, 1980; and

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $11.00 multiplied
 by his years of credited service from November 2, 1980 through
 November 1, 1981; and

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $12.00 multiplied
 by his years of credited service from November 2, 1981 through
 May 3, 1985; and

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $13.00 multiplied
 by his years of credited service from May 4, 1985 through
 July 23, 1993; and

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $17.00 multiplied
 by his years of credited service on and after July 24, 1993.

 










115


SCHEDULE G 3: CURTISS-WRIGHT FLIGHT
SYSTEMS DEFERRED PENSION RATES


The monthly amount of such deferred pension
commencing at age 65 for an employee eligible therefor in accordance with
paragraph 14 shall be as follows:


	
  

 	
  

 
	
 1.

 	
 For any such employee whose loss of credited service is prior to
 September 30, 1962, $2.25 multiplied by his years of credited
 service.

 
	
  

 	
  

 
	
 2.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1962 and prior to September 30, 1965, $2.75
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 3.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1965 and prior to September 30, 1968, $4.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 4.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1968 and prior to September 30, 1969, $5.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 5.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1969 and prior to September 30, 1970, $5.75
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 6.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1970 and prior to September 30, 1971, $6.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 7.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1971, $6.25 multiplied by his years of credited
 service.

 









116


SCHEDULE G 4: TARGET ROCK CORPORATION
DEFERRED PENSION RATES


The monthly amount of such deferred pension
commencing at age 65 for an employee eligible therefor in accordance with
paragraph 14 shall be as follows:


	
  

 	
  

 	
  

 
	
 1.

 	
 For any such employee whose loss of credited service is on or after
 June 1, 1967 and prior to September 30, 1968, $4.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 2.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1968 and prior to September 30, 1969, $5.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 3.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1969 and prior to September 30, 1970, $5.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 4.

 	
 For any such employee whose loss of credited service is on or after
 September 30, 1970 and prior to September 30, 1971, $6.25
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 5.

 	
 For any such employee whose credited service was at the Target Rock
 Corporation and whose loss of credited service is on or after
 September 30, 1971, and prior to June 1, 1975, $8.00
 multiplied by his years of credited service.

 
	
  

 	
  

 
	
 6.

 	
 For any such employee whose credited service was at the Target Rock
 Corporation and whose loss of credited service is on or after
 June 1, 1975, and prior to May 1, 1977, $9.00 multiplied
 by his years of credited service.

 
	
  

 	
  

 
	
 7.

 	
 For any such employee whose credited service was with Target Rock
 Corporation and whose loss of credited service is on or after
 May 1, 1977, the sum of:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $9.00 multiplied by his years of credited service prior to
 May 1, 1977; 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $10.00 multiplied by his years of credited service from
 May 1, 1977 to May 1, 1981;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $11.00 multiplied by his years of credited service from
 May 1, 1981 to May 1, 1982; 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $12.00 multiplied by his years of credited service from
 May 1, 1982 to May 1, 1984;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $13.00 multiplied by his years of credited service from
 May 1, 1984 to May 1, 1985;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $14.00 multiplied by his years of credited service from
 May 1, 1985 to May 1, 1986;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $15.00 multiplied by his years of credited service from
 May 1, 1986 to July 31, 1994, but August 1, 1997,
 if he elected to participate in the Curtiss-Wright Corporation Savings and
 Investment Plan;

 









117


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $17.00 multiplied by his years of credited service from
 May 1, 1986 to July 31, 1994, if he elected to participate in
 the Curtiss-Wright Savings and Investment Plan;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $19.00 multiplied by his years of credited service from
 August 1, 1997 to August 1, 1998;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $21.00 multiplied by his years of credited service from
 August 1, 1998 to January 1, 2001;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $23.00 multiplied by his years of credited service from
 January 1, 2001 to January 1, 2002;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $25.00 multiplied by his years of credited service from
 January 1, 2002 to January 1, 2003;

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $28.00 multiplied by his years of credited service on or after
 January 1, 2003.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $30.00 multiplied by his years of credited service on or after
 January 1, 2004.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $32.00 multiplied by his years of credited service on or after
 January 1, 2005.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $34.00 multiplied by his years of credited service on or after
 January 1, 2006.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $36.00 multiplied by his years of credited service on or after
 January 1, 2007.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $38.00 multiplied by his years of credited service on or after
 January 1, 2008.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 $41.00 multiplied by his years of credited service on or after
 January 1, 2009.

 









118


SCHEDULE H: CERTAIN BUFFALO EMPLOYEES


Buffalo employees:


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Bronzino, P. -

 	
  

 	
 $

 	
 1,657.92

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Fennell, J. -

 	
  

 	
 $

 	
 3,021.00

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Knox, D. -

 	
  

 	
 $

 	
 31,811.00

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Niemczycki, J. -

 	
  

 	
 $

 	
 2,332.00

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Osborn, D. -

 	
  

 	
 $

 	
 9,167.00

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Sorrentino, W. -

 	
  

 	
 $

 	
 8,552.50

 	
  

 









119


SCHEDULE I 1: SPECIAL FACTORS FOR
ADDITIONAL BENEFITS REFERENCED IN ARTICLE 6.01(C)


 (A)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  (c)(i)(A)

 	
  

 	
  (c)(i)(B)

 	
  

 	
  (c)(ii)(A)

 	
  

 	
  (c)(ii)(B)

 	
  

 	
  (c)(iii)(A)

 	
  

 	
  (c)(iii)(B)

 	
  

 	
  (c)(iii)(C)

 	
  

 	
  (c)(iii)(D)

 	
  

 
	
  

 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 Permanent 

 Number

 	
  

 	
 Factor for 

 8/31/94 Er 

 Indexed 

 Accd for 

 Svc up to 

 1/1/98

 	
  

 	
 Factor for 

 8/31/94 Er 

 Indexed 

 Accd for

 Svc after 

 1/1/98

 	
  

 	
 Factor for 

 1.0/1.5% 

 of Avg 

 Comp for 

 Svc from 

 9/94 to 

 1/98

 	
  

 	
 Factor for 

 1.0/1.5%

 of Avg 

 Comp for 

 Svc after 

 1/98

 	
  

 	
 Factor 

 applied to 

 12/31/97 

 Cash 

 Balance

 	
  

 	
 Factor for 

 1998 

 Cash 

 Balance 

 Accrual

 	
  

 	
 Factor for 

 1999 

 Cash 

 Balance 

 Accrual

 	
  

 	
 Factor for 

 2000

 Cash 

 Balance 

 Accrual

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 47348

 	
  

 	
 1.357712

 	
  

 	
 0.223278

 	
  

 	
 2.587989

 	
  

 	
 4.318460

 	
  

 	
 3.103844

 	
  

 	
 3.409738

 	
  

 	
 3.363556

 	
  

 	
 3.252659

 	
  

 
	
 60016

 	
  

 	
 0.626981

 	
  

 	
 0.112032

 	
  

 	
 1.641705

 	
  

 	
 2.470229

 	
  

 	
 1.926663

 	
  

 	
 2.050663

 	
  

 	
 2.090425

 	
  

 	
 1.946812

 	
  

 
	
 29333

 	
  

 	
 0.380750

 	
  

 	
 0.065781

 	
  

 	
 0.501072

 	
  

 	
 0.930190

 	
  

 	
 0.626109

 	
  

 	
 0.691344

 	
  

 	
 0.716675

 	
  

 	
 0.640006

 	
  

 
	
 14745

 	
  

 	
 0.350470

 	
  

 	
 0.135912

 	
  

 	
 0.423607

 	
  

 	
 1.062577

 	
  

 	
 0.524888

 	
  

 	
 0.750000

 	
  

 	
 0.772500

 	
  

 	
 0.689835

 	
  

 
	
 308919

 	
  

 	
 0.245972

 	
  

 	
 0.069797

 	
  

 	
 0.361295

 	
  

 	
 0.686298

 	
  

 	
 0.444945

 	
  

 	
 0.521300

 	
  

 	
 0.543344

 	
  

 	
 0.471612

 	
  

 
	
 82763

 	
  

 	
 0.315606

 	
  

 	
 0.031211

 	
  

 	
 0.332274

 	
  

 	
 0.595356

 	
  

 	
 0.442195

 	
  

 	
 0.449700

 	
  

 	
 0.473444

 	
  

 	
 0.409565

 	
  

 
	
 192

 	
  

 	
 0.178074

 	
  

 	
 0.056171

 	
  

 	
 0.284825

 	
  

 	
 0.715141

 	
  

 	
 0.340802

 	
  

 	
 0.476231

 	
  

 	
 0.497506

 	
  

 	
 0.429841

 	
  

 
	
 9335

 	
  

 	
 0.292616

 	
  

 	
 0.056058

 	
  

 	
 0.288145

 	
  

 	
 0.682871

 	
  

 	
 0.389166

 	
  

 	
 0.447413

 	
  

 	
 0.467606

 	
  

 	
 0.400671

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  (B)

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  (c)(iv)

 	
  

 	
  (c)(iv)

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	

 


 	
  

 	

 


 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Permanent

 Number

 	
  

 	
 Additional

 Annual 

 Benefit

 	
  

 	
 Additional

 Cash

 Balance

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 29413

 	
  

 	
 10,806.74

 	
  

 	
 12,082.39

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 25873

 	
  

 	
 2,771.29

 	
  

 	
 1,076.75

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 









120


SCHEDULE I 2: SPECIAL FACTORS FOR
BENEFITS REFERENCED IN ARTICLE 6.01(D)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  (d)(i)(A)

 	
  

 	
  (d)(i)(B)

 	
  

 	
  (d)(ii)(A)

 	
  

 	
  (d)(ii)(B)

 
	
  

 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 
	
 Social Security 

 Number

 	
  

 	
 Factor for 

 08/31/94 E’er 

 Indexed Accd

 for Service up to 

 12/31/00

 	
  

 	
 Factor for 08/31/94 

 E’er Indexed Accd

 for Service from

 01/01/01 to 12/31/03

 	
  

 	
 Factor for

 1.0%/1.5% of Avg.

 Comp for Service

 from 09/01/94 to 

 12/31/00

 	
  

 	
 Factor for

 1.0%/1.5% of Avg.

 Comp for Service 

 from 01/01/01 to

 12/31/03

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 
	
  

 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 
	
  

 	
  

 	
 0.048891

 	
  

 	
 0.049845

 	
  

 	
 0.076206

 	
  

 	
 1.752618

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.012630

 	
  

 	
 0.021939

 	
  

 	
 0.059431

 	
  

 	
 0.257717

 
	
  

 	
  

 	
 0.170235

 	
  

 	
 0.107242

 	
  

 	
 0.122444

 	
  

 	
 0.925566

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.062936

 	
  

 	
 0.046692

 	
  

 	
 0.101374

 	
  

 	
 0.643049

 
	
  

 	
  

 	
 0.362002

 	
  

 	
 0.186156

 	
  

 	
 0.403422

 	
  

 	
 3.393319

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.146986

 	
  

 	
 0.068106

 	
  

 	
 0.122234

 	
  

 	
 1.071600

 
	
  

 	
  

 	
 0.054142

 	
  

 	
 0.092608

 	
  

 	
 0.060373

 	
  

 	
 0.451201

 
	
  

 	
  

 	
 0.111586

 	
  

 	
 0.072341

 	
  

 	
 0.104032

 	
  

 	
 0.616748

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.007044

 	
  

 	
 0.005076

 	
  

 	
 0.006200

 	
  

 	
 0.049163

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  (d)(iii)(A)

 	
  

 	
  (d)(iii)(B)

 	
  

 	
  (d)(iii)(C)

 	
  

 	
  (d)(iii)(D)

 
	
  

 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 
	
 Social Security

 Number

 	
  

 	
 Factor Applied

 to 12/31/2000 

 Cash Balance

 	
  

 	
 Factor for 2001 

 Cash Balance

 Accrual

 	
  

 	
 Factor for 2002 Cash

 Balance Accrual

 	
  

 	
 Factor for 2003 Cash

 Balance Accrual

 
	

 


 	
 

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 
	
  

 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 	
  

 	

  


 
	
  

 	
  

 	
 0.055334

 	
  

 	
 1.887089

 	
  

 	
 1.887089

 	
  

 	
 1.887089

 
	
  

 	
  

 	
 0.005584

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.000000

 	
  

 	
 0.458479

 	
  

 	
 0.458479

 	
  

 	
 0.458479

 
	
  

 	
  

 	
 0.127453

 	
  

 	
 0.416260

 	
  

 	
 0.416260

 	
  

 	
 0.416260

 
	
  

 	
  

 	
 0.011480

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.026110

 	
  

 	
 0.729383

 	
  

 	
 0.729383

 	
  

 	
 0.729383

 
	
  

 	
  

 	
 0.261257

 	
  

 	
 1.853613

 	
  

 	
 1.853613

 	
  

 	
 1.853613

 
	
  

 	
  

 	
 0.013852

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.036266

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.083023

 	
  

 	
 0.945458

 	
  

 	
 0.945458

 	
  

 	
 0.945458

 
	
  

 	
  

 	
 0.070526

 	
  

 	
 0.198974

 	
  

 	
 0.198974

 	
  

 	
 0.198974

 
	
  

 	
  

 	
 0.064930

 	
  

 	
 0.604064

 	
  

 	
 0.604064

 	
  

 	
 0.604064

 
	
  

 	
  

 	
 0.034994

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.001974

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.009752

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.034705

 	
  

 	
 0.021556

 	
  

 	
 0.021556

 	
  

 	
 0.021556

 
	
  

 	
  

 	
 0.036143

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 
	
  

 	
  

 	
 0.073154

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 	
  

 	
 0.000000

 









121


SCHEDULE I 3: SPECIAL FACTORS FOR
BENEFITS REFERENCED IN ARTICLE 6.01(E)


          Part (A)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 paragraph:

 	
  

 	
  (e)(i)(A)

 	
  

 	
  (e)(i)(B)

 	
  

 	
  (e)(ii)(A)

 	
  

 	
  (e)(ii)(B)

 	
  

 	
  (e)(iii)(A)

 	
  

 	
  (e)(iii)(B)

 	
  

 	
  (e)(iii)(C)

 	
  

 	
  (e)(iii)(D)

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 Social

 Security

 Number

 	
  

 	
 Factor for

 08/31/94

 Company

 Indexed

 Accrued

 Benefit for

 Service up

 to 12/31/03

 	
  

 	
 Factor for

 08/31/94

 Company

 Indexed

 Accrued

 Benefit for

 Service

 from

 01/01/04 to

 12/31/06

 	
  

 	
 Factor for

 1.0%/1.5%

 of Average

 Compen-sation for

 Service

 from

 09/01/94 to

 12/31/03

 	
  

 	
 Factor for

 1.0%/1.5%

 of Average

 Compen-sation for

 Service

 from

 01/01/04 to

 12/31/06

 	
  

 	
 Factor

 applied to

 12/31/2003

 Cash

 Balance

 	
  

 	
 Factor for

 2004 Cash

 Balance

 Accrual

 	
  

 	
 Factor for

 2005 Cash

 Balance

 Accrual

 	
  

 	
 Factor for

 2006 Cash

 Balance

 Accrual

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
  

 	
  

 	
 0.000030

 	
  

 	
 —

 	
  

 	
 0.000079

 	
  

 	
 0.000016

 	
  

 	
 0.017028

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.178703

 	
  

 	
 0.620694

 	
  

 	
 0.049070

 	
  

 	
 0.260574

 	
  

 	
 0.260574

 	
  

 	
 0.260574

 	
  

 
	
  

 	
  

 	
 0.094728

 	
  

 	
 0.055325

 	
  

 	
 0.286785

 	
  

 	
 0.760659

 	
  

 	
 0.050949

 	
  

 	
 0.260680

 	
  

 	
 0.260680

 	
  

 	
 0.260680

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.153698

 	
  

 	
 0.381550

 	
  

 	
 0.206495

 	
  

 	
 0.342341

 	
  

 	
 0.342341

 	
  

 	
 0.342341

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.007199

 	
  

 	
 —

 	
  

 	
 0.011785

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
 0.084505

 	
  

 	
 0.051585

 	
  

 	
 0.047504

 	
  

 	
 1.790416

 	
  

 	
 0.070325

 	
  

 	
 1.017055

 	
  

 	
 1.017055

 	
  

 	
 1.017055

 	
  

 
	
  

 	
  

 	
 0.549688

 	
  

 	
 0.194709

 	
  

 	
 0.286090

 	
  

 	
 10.426374

 	
  

 	
 0.322283

 	
  

 	
 4.367650

 	
  

 	
 4.367650

 	
  

 	
 4.367650

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.162945

 	
  

 	
 0.328535

 	
  

 	
 0.106133

 	
  

 	
 0.254545

 	
  

 	
 0.254545

 	
  

 	
 0.254545

 	
  

 
	
  

 	
  

 	
 0.035114

 	
  

 	
 0.021058

 	
  

 	
 0.105525

 	
  

 	
 0.275651

 	
  

 	
 0.037198

 	
  

 	
 0.096600

 	
  

 	
 0.096600

 	
  

 	
 0.096600

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.425593

 	
  

 	
 0.873242

 	
  

 	
 0.452687

 	
  

 	
 0.678602

 	
  

 	
 0.678602

 	
  

 	
 0.678602

 	
  

 
	
  

 	
  

 	
 0.010605

 	
  

 	
 0.003032

 	
  

 	
 0.039669

 	
  

 	
 0.054321

 	
  

 	
 0.005594

 	
  

 	
 0.017949

 	
  

 	
 0.017949

 	
  

 	
 0.017949

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.043743

 	
  

 	
 0.130618

 	
  

 	
 0.023690

 	
  

 	
 0.071002

 	
  

 	
 0.071002

 	
  

 	
 0.071002

 	
  

 
	
  

 	
  

 	
 0.316965

 	
  

 	
 0.190944

 	
  

 	
 0.173763

 	
  

 	
 5.314433

 	
  

 	
 0.141206

 	
  

 	
 2.284521

 	
  

 	
 2.284521

 	
  

 	
 2.284521

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.477976

 	
  

 	
 0.983501

 	
  

 	
 0.387945

 	
  

 	
 0.618129

 	
  

 	
 0.618129

 	
  

 	
 0.618129

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.068096

 	
  

 	
 0.204227

 	
  

 	
 0.025206

 	
  

 	
 0.093914

 	
  

 	
 0.093914

 	
  

 	
 0.093914

 	
  

 
	
  

 	
  

 	
 0.030182

 	
  

 	
 0.018106

 	
  

 	
 0.112444

 	
  

 	
 0.290023

 	
  

 	
 0.014176

 	
  

 	
 0.097387

 	
  

 	
 0.097387

 	
  

 	
 0.097387

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.104742

 	
  

 	
 0.316091

 	
  

 	
 0.068122

 	
  

 	
 0.149460

 	
  

 	
 0.149460

 	
  

 	
 0.149460

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.124994

 	
  

 	
 0.336665

 	
  

 	
 0.150871

 	
  

 	
 0.289662

 	
  

 	
 0.289662

 	
  

 	
 0.289662

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.060648

 	
  

 	
 0.007328

 	
  

 	
 0.075764

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.139515

 	
  

 	
 0.433914

 	
  

 	
 0.069886

 	
  

 	
 0.196813

 	
  

 	
 0.196813

 	
  

 	
 0.196813

 	
  

 
	
  

 	
  

 	
 —

 	
  

 	
 —

 	
  

 	
 0.235634

 	
  

 	
 0.736120

 	
  

 	
 0.148019

 	
  

 	
 0.448895

 	
  

 	
 0.448895

 	
  

 	
 0.448895

 	
  

 



          Part (B)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 paragraph:

 	
  

 	
  (e)(iv)

 	
  

 	
  (e)(iv)

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 Social 

 Security 

 Number

 	
  

 	
 Additional

 Annual 

 Benefit

 	
  

 	
 Additional Cash Balance

 	
  

 
	
  

 	
  

 	

 


 	
  

 
	
  

 	
  

 	
 Amount

 	
  

 	
 Allocation

 Date

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
  

 	
  

 	
 4,710.46

 	
  

 	
 4,480.10

 	
  

 	
 8/9/04

 	
  

 
	
  

 	
  

 	
 13,128.20

 	
  

 	
 18,906.28

 	
  

 	
 1/23/05

 	
  

 










122


SCHEDULE I 4: SPECIAL FACTORS FOR
BENEFITS REFERENCED IN ARTICLE 6.01(F)


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 paragraph:

 	
  

 	
  (f)(i)(A)

 	
  

 	
  (f)(i)(B)

 	
  

 	
  (f)(ii)(A)

 	
  

 	
  (f)(ii)(B)

 	
  

 	
  (f)(iii)(A)

 	
  

 	
  (f)(iii)(B)

 	
  

 	
  (f)(iii)(C)

 	
  

 	
  (f)(iii)(D)

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 ID
 (Last 4

 SSN/DOB)

 	
  

 	
 Factor
 for

 08/31/94

 Company

 Indexed

 Accrued

 Benefit for

 Service up to

 12/31/06

 	
  

 	
 Factor
 for

 08/31/94

 Company

 Indexed

 Accrued

 Benefit for

 Service from

 01/01/07 to

 12/31/09

 	
  

 	
 Factor
 for

 1.0%/1.5% of

 Average

 Compensation

 for Service

 from 09/01/94

 to 12/31/06

 	
  

 	
 Factor
 for

 1.0%/1.5% of

 Average

 Compensation

 for Service

 from 01/01/07

 to 12/31/09

 	
  

 	
 Factor

 applied to

 12/31/2006

 Cash

 Balance

 	
  

 	
 Factor
 for

 2007 Cash

 Balance

 Accrual

 	
  

 	
 Factor
 for

 2008 Cash

 Balance

 Accrual

 	
  

 	
 Factor
 for

 2009 Cash

 Balance

 Accrual

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 



 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.395743

 	
  

 	
  

 	
 0.793124

 	
  

 	
  

 	
 0.191128

 	
  

 	
  

 	
 0.375262

 	
  

 	
  

 	
 .0375262

 	
  

 	
  

 	
 .0375262

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.134417

 	
  

 	
  

 	
 0.277931

 	
  

 	
  

 	
 0.061169

 	
  

 	
  

 	
 0.134380

 	
  

 	
  

 	
 0.134380

 	
  

 	
  

 	
 0.134380

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.143437

 	
  

 	
  

 	
 0.580895

 	
  

 	
  

 	
 0.057516

 	
  

 	
  

 	
 0.300007

 	
  

 	
  

 	
 0.300007

 	
  

 	
  

 	
 0.300007

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.266972

 	
  

 	
  

 	
 0.031008

 	
  

 	
  

 	
 0.070937

 	
  

 	
  

 	
 0.168199

 	
  

 	
  

 	
 0.168199

 	
  

 	
  

 	
 0.168199

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.016481

 	
  

 	
  

 	
 0.006368

 	
  

 	
  

 	
 0.007943

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 0.196065

 	
  

 	
  

 	
 0.060401

 	
  

 	
  

 	
 0.591087

 	
  

 	
  

 	
 0.872204

 	
  

 	
  

 	
 0.052016

 	
  

 	
  

 	
 0.247898

 	
  

 	
  

 	
 0.247898

 	
  

 	
  

 	
 0.247898

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.301441

 	
  

 	
  

 	
 0.525847

 	
  

 	
  

 	
 0.062003

 	
  

 	
  

 	
 0.192332

 	
  

 	
  

 	
 0.192332

 	
  

 	
  

 	
 0.192332

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.803788

 	
  

 	
  

 	
 0.142452

 	
  

 	
  

 	
 0.370361

 	
  

 	
  

 	
 0.442327

 	
  

 	
  

 	
 0.442327

 	
  

 	
  

 	
 0.442327

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.276280

 	
  

 	
  

 	
 0.711843

 	
  

 	
  

 	
 0.152902

 	
  

 	
  

 	
 0.381865

 	
  

 	
  

 	
 0.381865

 	
  

 	
  

 	
 0.381865

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.393526

 	
  

 	
  

 	
 5.111894

 	
  

 	
  

 	
 0.329333

 	
  

 	
  

 	
 2.211309

 	
  

 	
  

 	
 2.211309

 	
  

 	
  

 	
 2.211309

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.134156

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.135336

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
 0.211821

 	
  

 	
  

 	
 0.707844

 	
  

 	
  

 	
 0.098530

 	
  

 	
  

 	
 0.348205

 	
  

 	
  

 	
 0.348205

 	
  

 	
  

 	
 0.348205

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.521140

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.341954

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.392552

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.036952

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.268499

 	
  

 	
  

 	
 0.926240

 	
  

 	
  

 	
 0.092147

 	
  

 	
  

 	
 0.392675

 	
  

 	
  

 	
 0.392675

 	
  

 	
  

 	
 0.392675

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.033110

 	
  

 	
  

 	
 0.005650

 	
  

 	
  

 	
 0.028019

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.050044

 	
  

 	
  

 	
 0.113856

 	
  

 	
  

 	
 0.096659

 	
  

 	
  

 	
 0.101539

 	
  

 	
  

 	
 0.101539

 	
  

 	
  

 	
 0.101539

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.116809

 	
  

 	
  

 	
 0.926363

 	
  

 	
  

 	
 0.107997

 	
  

 	
  

 	
 0.505838

 	
  

 	
  

 	
 0.505838

 	
  

 	
  

 	
 0.505838

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.546902

 	
  

 	
  

 	
 0.248918

 	
  

 	
  

 	
 0.324974

 	
  

 	
  

 	
 0.262915

 	
  

 	
  

 	
 0.262915

 	
  

 	
  

 	
 0.262915

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.021493

 	
  

 	
  

 	
 0.039890

 	
  

 	
  

 	
 0.017500

 	
  

 	
  

 	
 0.026598

 	
  

 	
  

 	
 0.026598

 	
  

 	
  

 	
 0.026598

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.107633

 	
  

 	
  

 	
 0.083898

 	
  

 	
  

 	
 0.049470

 	
  

 	
  

 	
 0.038994

 	
  

 	
  

 	
 0.038994

 	
  

 	
  

 	
 0.038994

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 1.131459

 	
  

 	
  

 	
 0.365078

 	
  

 	
  

 	
 0.998500

 	
  

 	
  

 	
 0.683310

 	
  

 	
  

 	
 0.683310

 	
  

 	
  

 	
 0.683310

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.008776

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.004066

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 0.106181

 	
  

 	
  

 	
 0.030599

 	
  

 	
  

 	
 0.141580

 	
  

 	
  

 	
 1.006776

 	
  

 	
  

 	
 0.041565

 	
  

 	
  

 	
 0.441330

 	
  

 	
  

 	
 0.441330

 	
  

 	
  

 	
 0.441330

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.117013

 	
  

 	
  

 	
 0.237729

 	
  

 	
  

 	
 0.056847

 	
  

 	
  

 	
 0.107172

 	
  

 	
  

 	
 0.107172

 	
  

 	
  

 	
 0.107172

 	
  

 
	
  

 	
  

 	
  

 	
 0.103103

 	
  

 	
  

 	
 0.044602

 	
  

 	
  

 	
 0.442136

 	
  

 	
  

 	
 0.757476

 	
  

 	
  

 	
 0.042350

 	
  

 	
  

 	
 0.213976

 	
  

 	
  

 	
 0.213976

 	
  

 	
  

 	
 0.213976

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.409198

 	
  

 	
  

 	
 0.776448

 	
  

 	
  

 	
 0.190114

 	
  

 	
  

 	
 0.361569

 	
  

 	
  

 	
 0.361569

 	
  

 	
  

 	
 0.361569

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.289838

 	
  

 	
  

 	
 1.952508

 	
  

 	
  

 	
 0.123348

 	
  

 	
  

 	
 0.783949

 	
  

 	
  

 	
 0.783949

 	
  

 	
  

 	
 0.783949

 	
  

 
	
  

 	
  

 	
  

 	
 0.235065

 	
  

 	
  

 	
 0.092114

 	
  

 	
  

 	
 0.552175

 	
  

 	
  

 	
 2.459187

 	
  

 	
  

 	
 0.084426

 	
  

 	
  

 	
 0.709291

 	
  

 	
  

 	
 0.709291

 	
  

 	
  

 	
 0.709291

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.567674

 	
  

 	
  

 	
 0.981303

 	
  

 	
  

 	
 0.169146

 	
  

 	
  

 	
 0.433871

 	
  

 	
  

 	
 0.433871

 	
  

 	
  

 	
 0.433871

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.013497

 	
  

 	
  

 	
 0.009652

 	
  

 	
  

 	
 0.024154

 	
  

 	
  

 	
 0.008784

 	
  

 	
  

 	
 0.008784

 	
  

 	
  

 	
 0.008784

 	
  

 









123


	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 paragraph:

 	
  

 	
  (f)(i)(A)

 	
  

 	
  (f)(i)(B)

 	
  

 	
  (f)(ii)(A)

 	
  

 	
  (f)(ii)(B)

 	
  

 	
  (f)(iii)(A)

 	
  

 	
  (f)(iii)(B)

 	
  

 	
  (f)(iii)(C)

 	
  

 	
  (f)(iii)(D)

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 
	
 ID
 (Last 4

 SSN/DOB)

 	
  

 	
 Factor
 for

 08/31/94

 Company

 Indexed

 Accrued

 Benefit for

 Service up to

 12/31/06

 	
  

 	
 Factor
 for

 08/31/94

 Company

 Indexed

 Accrued

 Benefit for

 Service from

 01/01/07 to

 12/31/09

 	
  

 	
 Factor
 for

 1.0%/1.5% of

 Average

 Compensation

 for Service

 from 09/01/94

 to 12/31/06

 	
  

 	
 Factor
 for

 1.0%/1.5% of

 Average

 Compensation

 for Service

 from 01/01/07

 to 12/31/09

 	
  

 	
 Factor

 applied to

 12/31/2006

 Cash

 Balance

 	
  

 	
 Factor
 for

 2007 Cash

 Balance

 Accrual

 	
  

 	
 Factor
 for

 2008 Cash

 Balance

 Accrual

 	
  

 	
 Factor
 for

 2009 Cash

 Balance

 Accrual

 	
  

 
	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 


 	
  

 	

 



 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.846638

 	
  

 	
  

 	
 0.846852

 	
  

 	
  

 	
 0.581817

 	
  

 	
  

 	
 0.684875

 	
  

 	
  

 	
 0.684875

 	
  

 	
  

 	
 0.684875

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.086509

 	
  

 	
  

 	
 1.081857

 	
  

 	
  

 	
 0.035607

 	
  

 	
  

 	
 0.439498

 	
  

 	
  

 	
 0.439498

 	
  

 	
  

 	
 0.439498

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.365826

 	
  

 	
  

 	
 0.240766

 	
  

 	
  

 	
 0.317202

 	
  

 	
  

 	
 0.281319

 	
  

 	
  

 	
 0.281319

 	
  

 	
  

 	
 0.281319

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.047663

 	
  

 	
  

 	
 0.092362

 	
  

 	
  

 	
 0.051944

 	
  

 	
  

 	
 0.076623

 	
  

 	
  

 	
 03076623

 	
  

 	
  

 	
 03076623

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.417544

 	
  

 	
  

 	
 0.951402

 	
  

 	
  

 	
 0.568307

 	
  

 	
  

 	
 0.873429

 	
  

 	
  

 	
 0.873429

 	
  

 	
  

 	
 0.873429

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.077896

 	
  

 	
  

 	
 0.961865

 	
  

 	
  

 	
 0.083130

 	
  

 	
  

 	
 0.593592

 	
  

 	
  

 	
 0.593592

 	
  

 	
  

 	
 0.593592

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.123970

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.108089

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 0.352079

 	
  

 	
  

 	
 0.081123

 	
  

 	
  

 	
 1.342181

 	
  

 	
  

 	
 2.229071

 	
  

 	
  

 	
 0.153487

 	
  

 	
  

 	
 0.654119

 	
  

 	
  

 	
 0.654119

 	
  

 	
  

 	
 0.654119

 	
  

 
	
  

 	
  

 	
  

 	
 0.151955

 	
  

 	
  

 	
 0.060147

 	
  

 	
  

 	
 0.534826

 	
  

 	
  

 	
 0.982022

 	
  

 	
  

 	
 0.040162

 	
  

 	
  

 	
 0.267969

 	
  

 	
  

 	
 0.267969

 	
  

 	
  

 	
 0.267969

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.636896

 	
  

 	
  

 	
 1.136248

 	
  

 	
  

 	
 0.140655

 	
  

 	
  

 	
 0.411685

 	
  

 	
  

 	
 0.411685

 	
  

 	
  

 	
 0.411685

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.600043

 	
  

 	
  

 	
 0.913678

 	
  

 	
  

 	
 0.474784

 	
  

 	
  

 	
 0.663998

 	
  

 	
  

 	
 0.663998

 	
  

 	
  

 	
 0.663998

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.526994

 	
  

 	
  

 	
 0.621291

 	
  

 	
  

 	
 0.454438

 	
  

 	
  

 	
 0.502114

 	
  

 	
  

 	
 0.502114

 	
  

 	
  

 	
 0.502114

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.048776

 	
  

 	
  

 	
 0.009953

 	
  

 	
  

 	
 0.017850

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.043772

 	
  

 	
  

 	
 0.099318

 	
  

 	
  

 	
 0.091797

 	
  

 	
  

 	
 0.083633

 	
  

 	
  

 	
 0.083633

 	
  

 	
  

 	
 0.083633

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.107534

 	
  

 	
  

 	
 0.263760

 	
  

 	
  

 	
 0.023241

 	
  

 	
  

 	
 0.098786

 	
  

 	
  

 	
 0.098786

 	
  

 	
  

 	
 0.098786

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.231361

 	
  

 	
  

 	
 0.981171

 	
  

 	
  

 	
 0.070808

 	
  

 	
  

 	
 0.379007

 	
  

 	
  

 	
 0.379007

 	
  

 	
  

 	
 0.379007

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.218108

 	
  

 	
  

 	
 0.321028

 	
  

 	
  

 	
 0.185860

 	
  

 	
  

 	
 0.219693

 	
  

 	
  

 	
 0.219693

 	
  

 	
  

 	
 0.219693

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.208721

 	
  

 	
  

 	
 0.493638

 	
  

 	
  

 	
 0.049417

 	
  

 	
  

 	
 0.183390

 	
  

 	
  

 	
 0.183390

 	
  

 	
  

 	
 0.183390

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.003290

 	
  

 	
  

 	
 0.000324

 	
  

 	
  

 	
 0.001405

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.138953

 	
  

 	
  

 	
 0.439812

 	
  

 	
  

 	
 0.066331

 	
  

 	
  

 	
 0.220391

 	
  

 	
  

 	
 0.220391

 	
  

 	
  

 	
 0.220391

 	
  

 
	
  

 	
  

 	
  

 	
 0.161407

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.085203

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.151077

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 
	
  

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 —

 	
  

 	
  

 	
 0.097845

 	
  

 	
  

 	
 0.890468

 	
  

 	
  

 	
 0.056880

 	
  

 	
  

 	
 0.555118

 	
  

 	
  

 	
 0.555118

 	
  

 	
  

 	
 0.555118

 	
  

 









124


SCHEDULE J: SPECIAL PROVISIONS APPLICABLE TO
EMPLOYEES OF ACQUIRED ENTITIES 


The provisions of this Schedule J shall apply
to Employees who were formerly employed by entities that were acquired by the
Company or an Affiliated Company and, to the extent specified, to Employees who
are employed at such operations or facilities subsequent to the acquisition
thereof.


Prior to January 1, 2005 the term “Entry
Date” as used herein, shall mean the first day of every January, April, July
and October. After January 1, 2005 employees enter the Plan following
completion of one Year of Service in accordance with Article 2.01.


	
  

 	
  

 
	
 1.

 	
 Aviall,
 Inc.

 


Notwithstanding any provision in this Plan to
the contrary, the following rules shall apply to an Employee hired on
May 21, 1996 whose immediate prior service was with the Aviall, Inc.
and who was employed by such entity at such date:


	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from May 21, 1996.

 
	
  

 	
  

 	
  

 
	
 2.

 	
 Alpha Heat Treaters Division of Alpha-Beta
 Industries, Inc.

 


Notwithstanding any provision in this Plan to
the contrary, the following rules shall apply to an Employee hired on
April 30, 1998 whose immediate prior service was with the Alpha Heat
Treaters Division of Alpha-Beta Industries, Inc. and who was employed by such
entity at such date:


	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from April 30, 1998.

 









125


	
  

 	
  

 
	
 3.

 	
 Servus

 


Notwithstanding any provision in this Plan to
the contrary, the following rules shall apply to an Employee hired on
August 1, 1998 whose immediate prior service was with Servus and who
was employed by such entity at such date:


	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from August 1, 1998.

 
	
  

 	
  

 	
  

 
	
 4.

 	
 Enertech

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on August 1, 1998
 whose immediate prior service was with Enertech and who was employed by such
 entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from August 1, 1998.

 
	
  

 	
  

 	
  

 
	
 5.

 	
 Metallurgical Processing, Inc.

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on July 1, 1999
 whose immediate prior service was with Metallurgical Processing, Inc. and who
 was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 









126


	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from July 1, 1999.

 
	
  

 	
  

 	
  

 
	
 6.

 	
 Teledyne Fluid Systems - Farris/Sprague

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on August 28, 1999
 whose immediate prior service was with Teledyne Fluid Systems and who was
 employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from August 28, 1999.

 
	
  

 	
  

 	
  

 
	
 7.

 	
 EF Quality Heat Treating

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 December 14, 2000 whose immediate prior service was with EF Quality
 Heat Treating and who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from December 14, 2000.

 
	
  

 	
  

 	
  

 
	
 8.

 	
 Lau Defense Systems and Vista Controls

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 November 1, 2001 whose immediate prior service was with Lau Defense
 Systems or Vista Controls and who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 









127


	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from November 1, 2001.

 
	
  

 	
  

 	
  

 
	
 9.

 	
 Ironbound Heat Treating Company

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 November 5, 2001 whose immediate prior service was with Ironbound
 Heat Treating Company and who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from November 5, 2001.

 
	
  

 	
  

 	
  

 
	
 10.

 	
 Peerless Instrument Company

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 November 8, 2001 whose immediate prior service was with Peerless
 Instrument Company and who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from November 8, 2001.

 
	
  

 	
  

 	
  

 
	
 11.

 	
 Deltavalve USA, L.L.C.

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 December 12, 2001 whose immediate prior service was with Deltavalve
 USA, L.L.C. and who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior 

 









128


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 service, and shall remain eligible so long as he or she continues to
 satisfy the eligibility requirements in Article 2.01(b)(i) and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from December 12, 2001.

 
	
  

 	
  

 	
  

 
	
 12.

 	
 Bodycote Thermal Processing

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 December 19, 2001 whose immediate prior service was with Bodycote
 Thermal Processing and who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from December 19, 2001.

 
	
  

 	
  

 	
  

 
	
 13.

 	
 Penny & Giles Controls, Inc.

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on April 1, 2002
 whose immediate prior service was with Penny & Giles Controls, Inc. and
 who was employed by such entity at such date:

 
	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from April 1, 2002.

 
	
  

 	
  

 	
  

 
	
 14.

 	
 Autronics Corp.

 
	
  

 	
  

 
	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on April 1, 2002
 whose immediate prior service was with Autronics Corp. and who was employed
 by such entity at such date:

 









129


	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i) and
 (ii).

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Credited Service, he shall have Credited
 Service computed from April 1, 2002. 

 
	
  

 	
  

 	
  

 
	
 15.

 	
 Curtiss-Wright Electro-Mechanical Corp.

 
	
  

 	
  

 
	
 Notwithstanding any provision hereof to the contrary, no Employee who
 is employed by Curtiss-Wright Electro-Mechanical Corp., or any subsidiary or
 division thereof shall be eligible to become a Participant in this Plan.

 
	
  

 
	
 16.

 	
 TAPCO

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision hereof to the contrary, no Employee who
 is employed by TAPCO International, Inc., or any subsidiary or division
 thereof shall be eligible to become a Participant in this Plan prior to
 November 1, 2004.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Effective as of October 1, 2004, an Employee at the
 operations and facilities acquired by the Company in its acquisition of TAPCO
 shall be eligible to become a Participant in accordance with Article 2.01(b),
 but shall not accrue any benefits under the Plan, except for benefits
 determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 
	
 17.

 	
 Collins Technologies

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on March 1, 2003
 whose immediate prior service was with Collins Technologies and who was
 employed by such entity at such date:

 






	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Collins Technologies, who is not an Employee described in
 paragraph (a), shall be eligible to become a Participant in accordance with
 Article 2.01(b), but shall not 

 









130


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 accrue any benefits under the Plan, except for benefits determined in
 accordance with Article 4.

 
	
  

 	
  

 	
  

 
	
 18.

 	
 Advanced Materials Process Corp.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on March 12, 2003
 whose immediate prior service was with Advanced Materials Process Corp. and
 who was employed by such entity at such date:

 






	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii). 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Advanced Materials Process Corp., who is not an Employee
 described in paragraph (a), shall be eligible to become a Participant in
 accordance with Article 2.01(b). 

 
	
  

 	
  

 	
  

 
	
 19.

 	
 E/M Coatings

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on April 2, 2003
 whose immediate prior service was with E/M Coatings and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of E/M Coatings, who is not an Employee described in paragraph
 (a), shall be eligible to become a Participant in accordance with Article
 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 










131


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 20.

 	
 Peritek
 Corp.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on August 1, 2003
 whose immediate prior service was with Peritek Corp. and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Peritek Corp., who is not an Employee described in paragraph
 (a), shall be eligible to become a Participant in accordance with Article
 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 
	
 21.

 	
 Systran
 Corp.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 December 1, 2003 whose immediate prior service was with Systran
 Corp. and who was employed by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 Such an Employee shall be 100% vested in his benefit as determined in
 accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Systran Corp., who is not an Employee described in paragraph
 (a), shall be eligible to become a Participant in accordance with Article
 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 









132


	
  

 	
  

 	
  

 	
  

 
	
 22.

 	
 Collins,
 Long Island (formerly referred to as Novatronics, Inc.)

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision hereof to the contrary, no Employee who
 is employed at operations or facilities acquired by the Company in its
 acquisition of Novatronics, Inc. shall be eligible to become a Participant in
 this Plan prior to September 1, 2005. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Effective as of September 1, 2005, an Employee at the
 operations and facilities acquired by the Company in its acquisition of
 Novatronics, Inc. shall be eligible to become a Participant in accordance
 with Article 2.01(b), but shall not accrue any benefits under the Plan,
 except for benefits determined in accordance with Article 4.02. In computing
 the benefits accrued under Article 4.02, only Compensation earned on and
 after September 1, 2005 shall be counted.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining an Employee’s Vesting Years of Service,
 the Employee’s period of prior service with Novatronics, Inc. rendered prior
 to the date of acquisition shall be included. In computing such prior
 service, an Employee who is credited with at least one Hour of Service prior
 to July 1 of a calendar year shall receive one full Vesting Year of
 Service for that calendar year; otherwise no credit shall be credited for
 that calendar year.

 
	
  

 	
  

 	
  

 	
  

 
	
 23.

 	
 DY4
 Systems, Inc.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the following
 rules shall apply to an Employee hired on January 31, 2004 whose
 immediate prior service was with DY4 Systems, Inc. and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of DY4 Systems, Inc., who is not an Employee described in
 paragraph (a), shall be eligible to become a Participant in accordance with
 Article 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 









133


	
  

 	
  

 	
  

 	
  

 
	
 24.

 	
 Everlube
 Products

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on April 2, 2004
 whose immediate prior service was with Everlube Products and who was employed
 by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Everlube Products, who is not an Employee described in
 paragraph (a), shall be eligible to become a Participant in accordance with
 Article 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 
	
  

 	
  

 
	
 25.

 	
 IMES
 Engineering, Inc.

 
	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision hereof to the contrary, no Employee who
 is employed at any operations or facilities acquired by the Company in its
 acquisition of IMES Engineering, Inc. shall be eligible to become a
 Participant in this Plan.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Effective January 1, 2009, any Employee who is employed at
 any operations or facilities acquired by the Company in its acquisition of
 IMES Engineering, Inc. shall be eligible to participate in the Cash Balance
 Account as described in Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with IMES
 Engineering, Inc. immediately prior to its acquisition by Curtiss-Wright
 Corporation shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (d)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of IMES Engineering, Inc., who is not an Employee of IMES
 Engineering, Inc. on January 1, 2009 shall be eligible to become a
 Participant in accordance with Article 2.01(b), but shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 









134


	
  

 	
  

 	
  

 	
  

 
	
 26.

 	
 Nova
 Machine Products Corp.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Notwithstanding any provision hereof to the contrary, no Employee who
 is employed at any operations or facilities acquired by the Company in its
 acquisition of Nova Machine Products Corp. shall be eligible to become a
 Participant in this Plan.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Effective January 1, 2008, Nova Machine Products Corp.
 employees will be eligible to participate in the Cash Balance Account as
 described in Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 27.

 	
 Trentec,
 Inc.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on May 24, 2004
 whose immediate prior service was with Trentec, Inc. and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Trentec, Inc., who is not an Employee described in paragraph
 (a), shall be eligible to become a Participant in accordance with Section
 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 28.

 	
 Primagraphics

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on May 28, 2004
 whose immediate prior service was with Primagraphics and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 the Entry Date coinciding with or next following the date he or she completes
 his or her Year of Eligibility Service, which Year of Eligibility Service
 shall include such prior service, and shall remain eligible so long as he or
 she continues to satisfy the eligibility requirements in Article 2.01(b)(i)
 and (ii), provided, however, that such an Employee shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his period of
 such prior service shall be included.

 









135


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Primagraphics, who is not an Employee described in paragraph
 (a), shall be eligible to become a Participant in accordance with Article
 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 29.

 	
 IMC
 Magnetics Corporation

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee whose immediate prior service was
 with IMC Magnetics Corporation and who was employed by such entity at such
 date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan
 following the date he or she completes his or her Year of Eligibility Service,
 which Year of Eligibility Service shall include such prior service, and shall
 remain eligible so long as he or she continues to satisfy the eligibility
 requirements in Article 2.01(b)(i) and (ii), provided, however, that such an
 Employee shall not accrue any benefits under the Plan, except for benefits
 determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his or her
 period of such prior service determined from his or latest date of hire with
 IMC prior to its acquisition by Curtiss-Wright Corporation shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of IMC Magnetics Corporation, who is not an Employee described in
 paragraph (a), shall be eligible to become a Participant in accordance with
 Article 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 30.

 	
 Scientech
 LLC.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on May 9, 2007,
 whose immediate prior service was with Scientech LLC and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan
 following the date he or she completes his or her Year of Eligibility
 Service, which Year of Eligibility Service shall include such prior service,
 and shall remain eligible so long as he or she continues to satisfy the
 eligibility requirements in Article 2.01(b)(i) and (ii), provided, however,
 that such an Employee shall not accrue any benefits under the Plan, except
 for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his or her
 period of such prior service determined from his or latest date of hire with
 Scientech LLC prior to its acquisition by Curtiss-Wright Corporation shall be
 included.

 









136


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Scientech LLC, who is not an Employee described in paragraph
 (a), shall be eligible to become a Participant in accordance with Article
 2.01(b), but shall not accrue any benefits under the Plan, except for
 benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 31.

 	
 Valve
 Systems and Controls

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on June 1, 2007,
 whose immediate prior service was with Valve Systems and Controls and who was
 employed by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan following
 the date he or she completes his or her Year of Eligibility Service, which
 Year of Eligibility Service shall include such prior service, and shall
 remain eligible so long as he or she continues to satisfy the eligibility
 requirements in Article 2.01(b)(i) and (ii), provided, however, that such an
 Employee shall not accrue any benefits under the Plan, except for benefits
 determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, his or her
 period of such prior service determined from his or latest date of hire with
 Valve Systems and Controls prior to its acquisition by Curtiss-Wright
 Corporation shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Valve Systems and Controls, who is not an Employee described
 in paragraph (a), shall be eligible to become a Participant in accordance
 with Article 2.01(b), but shall not accrue any benefits under the Plan,
 except for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 32.

 	
 Parylene
 Coating Services, Inc. (PCS)

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on September 3, 2008,
 whose immediate prior service was with Parylene Coating Services, Inc. (PCS)
 and who was employed by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan
 following the date he or she completes his or her Year of Eligibility
 Service, which Year of Eligibility Service shall include such prior service,
 and shall remain eligible so long as he or she continues to satisfy the
 eligibility requirements in Article 2.01(b)(i) and (ii), provided, however,
 that such an Employee shall not accrue any benefits under the Plan, except
 for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with Parylene 

 









137


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Coating Services,
 Inc. (PCS) prior to its acquisition by Curtiss-Wright Corporation shall be
 included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Parylene Coating Services, Inc. (PCS), who is not an Employee
 described in paragraph (a), shall be eligible to become a Participant in
 accordance with Article 2.01(b), but shall not accrue any benefits under the
 Plan, except for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 33.

 	
 V-Metro

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on
 October 15, 2008, whose immediate prior service was with V-Metro
 and who was employed by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 January 1, 2009, and shall remain eligible so long as he or she
 continues to satisfy the eligibility requirements in Article 2.01(b)(i) and
 (ii), provided, however, that such an Employee shall not accrue any benefits
 under the Plan, except for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with V-Metro prior to
 its acquisition by Curtiss-Wright Corporation shall be included.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of V-Metro, who is not an Employee described in paragraph (a),
 shall be eligible to become a Participant in accordance with Article 2.01(b),
 but shall not accrue any benefits under the Plan, except for benefits
 determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 34.

 	
 Nu-Torque

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on January 16, 2009 whose
 immediate prior service was with Nu-Torque and who was employed by such
 entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan
 following the date he or she completes his or her Year of Eligibility
 Service, which Year of Eligibility Service shall include such prior service,
 and shall remain eligible so long as he or she continues to satisfy the
 eligibility requirements in Article 2.01(b)(i) and (ii), provided, however,
 that such an Employee shall not accrue any benefits under the Plan, except
 for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with Nu-Torque
 immediately prior to its acquisition by Curtiss-Wright Corporation.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Nu-Torque, 

 









138


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 who is not an
 Employee described in paragraph (a), shall be eligible to become a
 Participant in accordance with Article 2.01(b), but shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.”

 
	
  

 	
  

 	
  

 	
  

 
	
 35.

 	
 EST
 Group

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on March 6, 2009
 whose immediate prior service was with EST Group and who was employed by such
 entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 July 1, 2009, and shall remain eligible so long as he or she
 continues to satisfy the eligibility requirements in Article 2.01(b)(i) and
 (ii), provided, however, that such an Employee shall not accrue any benefits
 under the Plan, except for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with EST Group
 immediately prior to its acquisition by Curtiss-Wright Corporation.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of EST Group, who is not an Employee described in paragraph (a),
 shall be eligible to become a Participant in accordance with Article 2.01(b),
 but shall not accrue any benefits under the Plan, except for benefits
 determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 36.

 	
 Northeast
 Technology Corporation (NETCO)

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on May 15, 2009
 whose immediate prior service was with Northeast Technology Corporation
 (NETCO) and who was employed by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan
 following the date he or she completes his or her Year of Eligibility
 Service, which Year of Eligibility Service shall include such prior service,
 and shall remain eligible so long as he or she continues to satisfy the
 eligibility requirements in Article 2.01(b)(i) and (ii), provided, however,
 that such an Employee shall not accrue any benefits under the Plan, except
 for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with Northeast
 Technology Corporation (NETCO) immediately prior to its acquisition by
 Curtiss-Wright Corporation.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an
 Employee at the operations and facilities acquired by the Company in its
 acquisition of Northeast Technology Corporation (NETCO), who is not an
 Employee described in paragraph (a), shall be eligible to become a
 Participant in accordance with Article 

 









139


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.01(b), but shall
 not accrue any benefits under the Plan, except for benefits determined in
 accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 37.

 	
 Modumend,
 Inc.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on June 19, 2009
 whose immediate prior service was with Modumend, Inc. and who was employed by
 such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan
 following the date he or she completes his or her Year of Eligibility
 Service, which Year of Eligibility Service shall include such prior service,
 and shall remain eligible so long as he or she continues to satisfy the
 eligibility requirements in Article 2.01(b)(i) and (ii), provided, however,
 that such an Employee shall not accrue any benefits under the Plan, except
 for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of
 determining Vesting Years of Service, vesting service shall commence with his
 or her most recent date of hire with Modumend, Inc. immediately prior to its
 acquisition by Curtiss-Wright Corporation.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding
 any provision in this Plan to the contrary, an Employee at the operations and
 facilities acquired by the Company in its acquisition of Modumend, Inc., who
 is not an Employee described in paragraph (a), shall be eligible to become a
 Participant in accordance with Article 2.01(b), but shall not accrue any
 benefits under the Plan, except for benefits determined in accordance with
 Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
 38.

 	
 Hybricon
 Corporation 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (a)

 	
 Notwithstanding any provision in this Plan to the contrary, the
 following rules shall apply to an Employee hired on June 1, 2010
 whose immediate prior service was with Hybricon Corporation and who was
 employed by such entity at such date:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 Such an Employee shall be eligible to participate in the Plan as of
 October 1, 2010, and shall remain eligible so long as he or she continues to
 satisfy the eligibility requirements in Article 2.01(b)(i) and (ii),
 provided, however, that such an Employee shall not accrue any benefits under
 the Plan, except for benefits determined in accordance with Article 4.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 For purposes of determining Vesting Years of Service, vesting service
 shall commence with his or her most recent date of hire with Hybricon
 Corporation immediately prior to its acquisition by Curtiss-Wright
 Corporation.

 
	
  

 	
  

 	
  

 
	
  

 	
 (b)

 	
 Notwithstanding any provision in this Plan to the contrary, an Employee
 at the operations and facilities acquired by the Company in its acquisition
 of Hybricon Corporation, who is not an Employee described in paragraph (a),
 shall be eligible to become a Participant in accordance with Article 2.01(b),
 but shall not accrue 

 









140


	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 any benefits under
 the Plan, except for benefits determined in accordance with Article 4.

 










141 


SCHEDULE K 1: SPECIAL PROVISIONS FOR
SUPPLEMENTAL CREDITS FOR PARTICIPANTS AFFECTED BY CERTAIN REDUCTIONS IN FORCE 


	
  

 	
  

 
	
 1.

 	
 Target Rock Operations - August 1, 2000
 through August 15, 2000

 


For each Participant employed at the
Company’s Target Rock operations and whose employment with the Company is
terminated between August 1, 2000 and August 15, 2000, in
connection with or as a result of a reduction in force at the Target Rock
operations, a supplemental credit shall be added to his Escalating Annuity Benefit.
The amount of such supplemental credits shall be determined as follows: an
amount equal to the product of (i) 4/75, (ii) his number of years of Service,
and (iii) his weekly base rate of pay, provided, however, that the number of
years of Service taken into account for this purpose shall not be less than 4
years and shall not be greater than 24 years.


	
  

 	
  

 
	
 2.

 	
 Company-wide Operations - August 24, 2001
 through November 17, 2001

 


For each Participant whose employment with
the Company is terminated between August 24, 2001 and
November 17, 2001, in connection with or as a result of the Company’s
reduction in force program, a supplemental credit shall be added to his
Escalating Annuity Benefit. The amount of such supplemental credits, shall be
determined as follows: an amount equal to the product of (i) 8/75, (ii) his
number of years of Service, and (iii) his weekly base rate of pay, provided,
however, that the number of years of Service taken into account for this
purpose shall not be less than 4 years and shall not be greater than 24 years
for a Participant who is a salaried or exempt employee and shall not be greater
than 8 years for a Participant who is a nonexempt employee.


	
  

 	
  

 
	
 3.

 	
 Corporate Headquarters, Farris, Gastonia,
 Shelby, Flight Systems – Miami, and Metal Improvement - Carlstadt: February
 1, 2002 through March 29, 2002

 


For each Participant whose employment with
the Company is terminated between February 1, 2002 and
March 29, 2002, in connection with or as a result of the Company’s
reduction in force program at the Corporate headquarters, and at Farris,
Gastonia, Flight Systems – Miami, and Metal Improvement – Carlstadt operations,
a supplemental credit shall be added to his Escalating Annuity Benefit. The
amount of such supplemental credits, shall be determined as follows: an amount
equal to the product of (i) 8/75, (ii) his number of years of Service, and
(iii) his weekly base rate of pay, provided, however, that the number of years
of Service taken into account for this purpose shall not be less than 4 years
and shall not be greater than 24 years for a Participant who is a salaried or
exempt employee and shall not be greater than 8 years for a Participant who is
a nonexempt employee.


	
  

 	
  

 
	
 4.

 	
 Flight Systems – Shelby, Flight Systems –
 Lau/Vista, Flow Control – Target Rock, Metal Improvement, and Corporate
 Headquarters: August 29, 2002 through October 31, 2002

 


For each Participant whose employment with
the Company is terminated between August 29, 2002 and
October 31, 2002, in connection with or as a result of the Company’s
reduction in force program at the
Flight Systems – Shelby, Flight Systems – Lau/Vista, Flow Control – Target
Rock, and Metal Improvement operations and at the Corporate
headquarters, a supplemental credit shall be added to his Escalating Annuity
Benefit. The amount of such supplemental credits, shall be determined as
follows: an amount equal to the product of (i) 8/75, (ii) his number of years
of Service, and (iii) his weekly base rate of pay, provided, however, that the
number of years of Service taken into account for this purpose shall not be
less than 4 years 





142


and shall not be greater than 24 years for a
Participant who is a salaried or exempt employee and shall not be greater than
8 years for a Participant who is a nonexempt employee.


	
  

 	
  

 
	
 5.

 	
 Metal Improvement: June 6, 2003 through
 June 30, 2003

 


For each Participant whose employment with
the Company is terminated between June 6, 2003 and
June 30, 2003, in connection with or as a result of the Company’s
reduction in force program at the
Metal Improvement operations, a supplemental credit shall be added to
his Escalating Annuity Benefit. The amount of such supplemental credits, shall
be determined as follows: an amount equal to the product of (i) 8/75, (ii) his
number of years of Service, and (iii) his weekly base rate of pay, provided,
however, that the number of years of Service taken into account for this
purpose shall not be less than 4 years and shall not be greater than 24 years
for a Participant who is a salaried or exempt employee and shall not be greater
than 8 years for a Participant who is a nonexempt employee.


	
  

 	
  

 
	
 6.

 	
 Controls – Pine Brook, NJ and Commercial
 Technologies: March 10, 2004 through April 9, 2004

 


For each Participant whose employment with
the Company is terminated between March 10, 2004 and
April 9, 2004, in connection with or as a result of the closure of
the Controls – Pine Brook, NJ operations or the sale of the Commercial
Technologies business unit, a supplemental credit shall be added to his
Escalating Annuity Benefit. The amount of such supplemental credits, shall be
determined as follows: an amount equal to the product of (i) 8/75, (ii) his
number of years of Service, and (iii) his weekly base rate of pay, provided,
however, that the number of years of Service taken into account for this
purpose shall not be less than 4 years and shall not be greater than 24 years
for a Participant who is a salaried or exempt employee and shall not be greater
than 8 years for a Participant who is a nonexempt employee.


	
  

 	
  

 
	
 7.

 	
 Controls -- Synergy, San Diego, CA Business
 Unit: February 1, 2005 through April 15, 2005

 


For each Participant whose employment with
the Company is terminated between February 1, 2005 and
April 15, 2005, in connection with or as a result of the reduction in
force at the Controls – Synergy, San Diego, CA business unit, a supplemental
credit shall be added to his Escalating Annuity Benefit. The amount of such
supplemental credit shall be determined as follows: an amount equal to the
product of (i) 8/75, (ii) the greater of (A) four or (B) his number of years of
Service, and (iii) his weekly base rate of pay, provided, however, that for a
Participant who is a nonexempt employee, the number taken into account for
purposes of item (ii) shall not be less than the sum of (A) two, plus (B) his
number of years of Service. 


	
  

 	
  

 
	
 8.

 	
 Controls Embedded Computing San Diego and
 Santa Clarita CA and Littleton MA Business Units, and Controls Integrated
 Sensing, Long Beach CA Business Unit: January 12, 2006 through February 10, 2006

 


For each Participant whose employment with
the Company is terminated between January 12, 2006 and
February 10, 2006, in connection with or as a result of the Company’s
reduction in force program at the Controls Embedded Computing, San Diego and
Santa Clarita CA, and Littleton MA business units, and Controls Integrated Sensing, Long Beach CA business unit, a
supplemental credit shall be added to his Escalating Annuity Benefit. The
amount of such supplemental credit shall be determined as follows: an amount
equal to the product of (i) 4/75, (ii) his number of years of Service, and
(iii) his weekly base rate of pay, provided, however, that the number of years
of Service taken into account for this purpose shall not be less than 2 years 





143


and shall not be greater than 24 years for a
Participant who is a salaried or exempt employee and shall not be greater than
6 years for a Participant who is a nonexempt employee.


	
  

 	
  

 
	
 9.

 	
 Controls
 Embedded Computing San Diego and Santa Clarita CA and Littleton MA Business
 Units, and Controls Integrated Sensing, Long Beach CA Business Unit: April
 25, 2006 through June 10, 2006

 


For each Participant whose employment with
the Company is terminated between April 25, 2006 and
June 10, 2006, in connection with or as a result of the Company’s
reduction in force program at the Controls Embedded Computing, San Diego and
Santa Clarita CA, Dayton, OH, Leesburg, VA and Littleton MA business units a
supplemental credit shall be added to his Escalating Annuity Benefit. The
amount of such supplemental credit shall be determined as follows: an amount
equal to the product of (i) 4/75, (ii) his number of years of Service, and
(iii) his weekly base rate of pay, provided, however, that the number of years
of Service taken into account for this purpose shall not be less than 2 years
and shall not be greater than 24 years for a Participant who is a salaried or
exempt employee and shall not be greater than 6 years for a Participant who is
a nonexempt employee.





144


SCHEDULE K 2: SPECIAL VESTING PROVISIONS FOR
PARTICIPANTS AFFECTED BY CERTAIN REDUCTIONS IN FORCE 


	
  

 	
  

 
	
 1.

 	
 Target Rock Operations - August 1, 2000
 through August 15, 2000

 


Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
August 1, 2000 and August 15, 2000, in connection with or
as a result of a reduction in force at the Target Rock operations shall be 100%
vested in his Normal Retirement Benefit and his Escalating Annuity Benefit.


	
  

 	
  

 
	
 2.

 	
 Company-wide Operations - August 24, 2001
 through November 17, 2001

 


Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
August 24, 2001 and November 17, 2001, in connection with
or as a result of the Company’s reduction in force program shall be 100% vested
in his Normal Retirement Benefit and his Escalating Annuity Benefit.


	
  

 	
  

 
	
 3.

 	
 Corporate
 Headquarters, Farris, Gastonia, Shelby, Flight Systems – Miami, and Metal
 Improvement - Carlstadt: February 1, 2002 through March 29, 2002

 



Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
February 1, 2002 and March 29, 2002, in connection with or
as a result of the Company’s reduction in force program at Corporate
headquarters, and at the Farris, Gastonia, Flight Systems – Miami, and Metal
Improvement – Carlstadt operations shall be 100% vested in his Normal
Retirement Benefit and his Escalating Annuity Benefit.


	
  

 	
  

 
	
 4.

 	
 Flight
 Systems – Shelby, Flight Systems – Lau/Vista, Flow Control – Target Rock,
 Metal Improvement, and Corporate Headquarters: August 29, 2002 through
 October 31, 2002

 


Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
August 29, 2002 and October 31, 2002, in connection with or
as a result of the Company’s reduction in force program at the Flight Systems – Shelby, Flight Systems – Lau/Vista, Flow Control –
Target Rock, and Metal Improvement operations and at Corporate headquarters
shall be 100% vested in his Normal Retirement Benefit and his Escalating
Annuity Benefit.


	
  

 	
  

 
	
 5.

 	
 Metal Improvement: June 6, 2003 through
 June 30, 2003

 


Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
June 6, 2003 and June 30, 2003, in connection with or as a
result of the Company’s reduction in force program at the Metal Improvement operations shall be 100% vested in his
Normal Retirement Benefit and his Escalating Annuity Benefit.


	
  

 	
  

 
	
 6.

 	
 Controls
 – Pine Brook, NJ and Commercial Technologies: March 10, 2004 through April 9,
 2004

 


Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
March 10, 2004 and April 9, 2004, in connection with or as
a result of the closure of the Controls – Pine Brook, NJ operations or the sale
of the Commercial Technologies business unit shall be 100% vested in his Normal
Retirement Benefit and his Escalating Annuity Benefit.





145


	
  

 	
  

 
	
 7.

 	
 Controls -- Synergy, San Diego, CA Business
 Unit: February 1, 2005 through April 15, 2005

 


Notwithstanding any provision hereof to the
contrary, a Participant whose employment with the Company is terminated between
February 1, 2005 and April 15, 2005, in connection with or
as a result of the reduction in force at the Controls - Synergy, San Diego, CA
business unit, shall be 100% vested in his Escalating Annuity Benefit.


	
  

 	
  

 
	
 8.

 	
 Controls Embedded Computing San Diego and
 Santa Clarita CA and Littleton MA Business Units, and Controls Integrated
 Sensing, Long Beach CA Business Unit: January 12, 2006 through February 10,
 2006 

 


Notwithstanding any provisions hereof to the
contrary, a Participant whose employment with the Company is terminated between
January 12, 2006 and February 10, 2006, in connection with
or as a result of the Company’s reduction in force program at the Controls
Embedded Computing, San Diego and Santa Clarita CA, and Littleton MA business
units, and Controls Integrated Sensing,
Long Beach CA Business Unit shall be 100% vested in any Normal Retirement
Benefit and any Escalating Annuity Benefit to which he or she may be eligible
and entitled.


	
  

 	
  

 
	
 9.

 	
 Controls
 Embedded Computing San Diego and Santa Clarita CA and Littleton MA Business
 Units, and Controls Integrated Sensing, Long Beach CA Business Unit: April
 25, 2006 through June 10, 2006

 


Notwithstanding any provisions hereof to the
contrary, a Participant whose employment with the Company is terminated between
April 25, 2006 and June 10, 2006, in connection with or as
a result of the Company’s reduction in force program at the Controls Embedded
Computing, San Diego and Santa Clarita CA, Dayton, OH, Leesburg, VA and
Littleton MA business units, shall be
100% vested in any Normal Retirement Benefit and any Escalating Annuity Benefit
to which he or she may be eligible and entitled.






EMD APPENDIX









	
  

 
	
 CURTISS-WRIGHT
 CORPORATION

 
	
 RETIREMENT
 PLAN

 
	
 As
 Amended and Restated effective January 1, 2010

 
	
  

 
	
 FIRST
 INSTRUMENT OF AMENDMENT

 






	
  

 	
  

 	
  

 
	
 Recitals:

 
	
  

 	
  

 	
  

 
	
 1.

 	
 Curtiss-Wright
 Corporation (the “Company”) has heretofore adopted the Curtiss-Wright
 Corporation Retirement Plan (the “Plan”) and has caused the Plan to be
 amended and restated in its entirety, effective as of January 1, 2010.

 
	
  

 	
  

 	
  

 
	
 2.

 	
 The Plan
 consists of two separate components: the EMD Component, which applies to
 eligible employees of Curtiss-Wright Electro-Mechanical Corporation as
 provided in the EMD appendix to the Plan, and the CWC Component, which
 applies to other employees eligible to participate in the Plan.

 
	
  

 	
  

 	
  

 
	
 3.

 	
 Subsequent
 to the most recent amendment and restatement of the Plan, the Company has
 decided to amend the CWC Component of the Plan for the following reasons:

 
	
  

 	
  

 	
  

 
	
  

 	
 a.

 	
 To
 change the time for determining the applicable interest rate under
 Section 417(e) of the Internal Revenue Code;

 
	
  

 	
  

 	
  

 
	
  

 	
 b.

 	
 To
 determine an employee’s prior service for vesting and eligibility purposes
 that is attributable to employment with an acquired entity;

 
	
  

 	
  

 	
  

 
	
  

 	
 c.

 	
 To allow
 eligible participants to accrue benefits under Article 6 of the Plan if they
 transfer to a position with a non-U.S. affiliated company and then transfer
 back to a position covered by the Plan;

 
	
  

 	
  

 	
  

 
	
  

 	
 d.

 	
 To
 provide that nonunion participants will not earn benefits during a personal
 leave of absence beginning on or after January 1, 2011; and

 
	
  

 	
  

 	
  

 
	
  

 	
 e.

 	
 To
 reflect the terms of a new collective bargaining agreement covering employees
 of Metal Improvement Company, LLC – Addison Division that increases their
 benefit formula with respect to credited service earned on or after
 January 1, 2013.

 
	
  

 	
  

 	
  

 
	
 4.

 	
 Subsequent
 to the most recent amendment and restatement of the Plan, the Company has
 decided to amend the EMD Component of the Plan to modify the provisions
 relating to indemnification of members of the Administrative Committee and
 other individuals performing fiduciary responsibilities with respect to the
 Plan.

 
	
  

 	
  

 	
  

 
	
 5.

 	
 Sections
 12.01 and 12.02 of the CWC Component and Section 18.A of the EMD Component
 permit the Company to amend the Plan, by written instrument, at any time and
 from time to time.

 
	
  

 	
  

 	
  

 
	
 6.

 	
 Section
 11.02(b) of the CWC Component and Section 12.B.2 of the EMD Component
 authorize the Administrative Committee to adopt certain Plan amendments on
 behalf of the Company.

 


1









	
  

 	
  

 	
  

 	
  

 
	
 Amendment:

 
	
  

 	
  

 	
  

 	
  

 
	
 For the reasons set forth in the
 Recitals to this Instrument of Amendment, the Plan is hereby amended,
 effective as of the dates indicated below, in the following respects.

 
	
  

 	
  

 	
  

 	
  

 
	
 The CWC Component of
 the Plan is amended as follows:

 
	
  

 	
  

 	
  

 	
  

 
	
 1.

 	
 Effective January 1, 2011,
 Section 1.23 of the CWC Component is amended in its entirety to read as
 follows:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.23

 	
  “IRS Interest
 Rate” means, effective January 1, 2011, the annual rate of
 interest prescribed under Section 417(e)(3)(C) of the Code as determined for
 the fifth full calendar month preceding the applicable Stability Period,
 except as otherwise provided in paragraph (a) or (b) below.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (a)

 	
 For purposes of determining the
 amount of any lump sum payment with an Annuity Starting Date between January
 1, 2011 and December 31, 2011, the IRS Interest Rate shall not be less
 than the annual rate of interest prescribed under Section 417(e)(3)(C) of the
 Code for December 2010.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (b)

 	
 For purposes of determining the
 annuity equivalent under Section 1.01(d) of either the Cash Balance Account
 or employee contributions plus interest for an Annuity Starting Date on or
 after January 1, 2011, the annuity benefit shall not be less than an amount
 calculated by converting the applicable lump sum amount as of December 31,
 2010, plus interest credits (as determined pursuant to Section 4.03 or 6.06)
 up to the Annuity Starting Date, into an annuity by using the IRS Mortality
 Table and the annual rate of interest prescribed under
 Section 417(e)(3)(C) of the Code for the first full calendar month
 prescribing the applicable Stability Period.

 
	
  

 	
  

 	
  

 	
  

 
	
 2.

 	
 Effective January 1, 2011,
 Section 1.22 of the CWC Component is amended by adding the following
 paragraph at the end of this section:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 To the extent that Schedule J
 provides for recognizing service with an acquired entity prior to an
 acquisition, hours of service with the acquired entity shall be credited as
 Hours of Service for purposes of this Section 1.22. Effective for
 acquisitions occurring on or after January 1, 2011, in the event that an
 Employee’s actual hours of service prior to the acquisition date cannot be
 determined on the basis of records maintained by the acquired entity, the
 Employee’s Hours of Service shall be determined by multiplying his scheduled
 work hours for the acquired entity times the number of full and partial pay
 periods completed during the relevant period.

 
	
  

 	
  

 	
  

 	
  

 
	
 3.

 	
 Effective January 1, 2011,
 Section 1.46 of the CWC Component is amended by adding the following
 paragraphs at the end of this section:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 In any case where an Employee’s
 prior service with an acquired entity is included for purposes of determining
 his Vesting Years of Service, the Employee shall be credited with a Vesting
 Year of Service for each applicable calendar year (as defined below) in which
 he is credited with 1,000 or more Hours of Service with the acquired entity
 (as determined pursuant to Section 1.22). If any such Employee does not earn
 at least 

 


2









	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1,000 Hours of Service in
 the acquisition year (as defined below) after the acquisition date, the
 Employee shall also be credited with Hours of Service with the acquired
 entity for purposes of determining whether the Employee has earned a Vesting
 Year of Service for the acquisition year. In no event shall an Employee be
 credited with more than one Vesting Year of Service for any calendar year.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 For purposes of this Section
 1.46, the “acquisition year” means the calendar year in which the acquisition
 of the acquired entity occurs, and an “applicable calendar year” means the
 acquisition year and each prior calendar year that includes or follows the
 Employee’s most recent date of hire by the acquired entity.

 
	
  

 	
  

 	
  

 	
  

 
	
 4.

 	
 Effective January 1, 2011,
 Section 1.47 of the CWC Component is amended by adding the following sentence
 at the end of this section:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 In any case where an Employee’s
 prior service with an acquired entity is included for purposes of determining
 whether he has completed a Year of Eligibility Service, the Employee shall be
 credited with Hours of Service with the acquired entity (as determined
 pursuant to Section 1.22).

 
	
  

 	
  

 	
  

 	
  

 
	
 5.

 	
 Effective January 31, 2010,
 Section 2.01 of the CWC Component is amended by adding the following
 paragraph (h):

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (h)

 	
 Notwithstanding paragraph (a),
 an Employee who transfers to a non-U.S. Affiliated Company shall be eligible
 to accrue benefits under Article 6 if:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (i)

 	
 he is accruing benefits under
 Article 6 as of the transfer date; and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 (ii)

 	
 after January 31, 2010 and
 without any break in service, he transfers from the non-U.S. Affiliated
 Company to a position with the Company in which he is eligible to accrue
 benefits under the Plan.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Benefit accruals for any such
 Employee based on the period of employment after he again becomes an Employee
 shall be subject to the provisions of Article 16(e).

 
	
  

 	
  

 	
  

 	
  

 
	
 6.

 	
 Effective January 1, 2011,
 Section 2.03(c) of the CWC Component is amended in its entirety to read as
 follows:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 (c)

 	
 Notwithstanding any provision of
 the Plan to the contrary and except as otherwise provided in this paragraph,
 an Employee’s period of Leave of Absence not otherwise included under
 paragraph (a) or (b) above shall be included for purposes of determining the
 Employee’s Vesting Years of Service and Years of Eligibility Service and the
 amount of his retirement benefits hereunder in accordance with Articles 4, 6,
 and 9 provided that the Employee returns to the employ of the Company at or
 before the expiration of the Leave of Absence. If the Employee receives
 credit for service under the preceding sentence, the Employee shall be deemed
 to have earned Compensation during the Leave of Absence at the rate of pay he
 was receiving immediately prior to his Leave of Absence. Notwithstanding the
 foregoing, in the case of an Employee whose 

 


3









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 employment is not covered by a
 collective bargaining agreement, any period of leave beginning on or after
 January 1, 2011 that is classified by the Company as a personal leave of
 absence shall not be included for purposes of determining the amount of the
 Employee’s retirement benefits, and the Employee shall not be deemed to have
 earned any Compensation for such period of leave.

 
	
  

 	
  

 	
  

 
	
 7.

 	
 Effective January 1, 2013,
 Section 9.02(a)(viii) of the CWC Component is amended by adding the following
 subparagraph (G) to read as follows:

 
	
  

 	
  

 	
  

 
	
  

 	
 (G)

 	
 With benefits commencing on or
 after January 1, 2013, $18.00 multiplied by his Years of Credited Service on
 or after January 1, 2013 for any pension payments due for months commencing
 on or after January 1, 2013.

 
	
  

 	
  

 	
  

 
	
 8.

 	
 Effective January 31, 2010,
 Article 16(e) of the CWC Component is amended by adding the following
 sentence:

 
	
  

 	
  

 	
  

 
	
  

 	
 In the case of an Employee
 described in Section 2.01(h), any compensation paid by the non-U.S.
 Affiliated Company shall be excluded in determining the amount of his
 benefits under the Plan, and Average Compensation shall be determined
 pursuant to Section 1.06 by disregarding the Employee’s period of
 employment with the non-U.S. Affiliated Company.

 
	
  

 	
  

 	
  

 
	
 The EMD Component of
 the Plan is amended as follows:

 
	
  

 	
  

 	
  

 
	
 9.

 	
 Effective January 1, 2010,
 Section 12.H of the EMD Component is amended in its entirety to read as
 follows:

 
	
  

 	
  

 	
  

 
	
  

 	
 To the extent not compensated by
 insurance or otherwise, the Company shall indemnify and hold harmless each
 member of the Administrative Committee, and each partner and employee of the
 Company designated by the Administrative Committee to carry out any fiduciary
 responsibility with respect to the Plan, from any and all claims, losses,
 damages, expenses (including counsel fees approved by the Company) and
 liabilities (including any amount paid in settlement with the approval of the
 Company), arising from any act or omission of such member, or partner or
 employee, except where the same is judicially determined or is determined by
 the Company to be due to willful misconduct of such member or employee. No
 assets of the Plan may be used for any such indemnification.

 
	
  

 	
  

 	
  

 
	
 Except to the extent amended by
 this Instrument of Amendment, the Plan shall remain in full force and effect.

 


4





IN WITNESS
WHEREOF, this amendment has been executed on this _____ day of December, 2010.


	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Curtiss-Wright
 Corporation

 
	
  

 	
  

 	
 Administrative
 Committee

 
	
  

 	
  

 	
  

 
	
  

 	
 By: 

 	
  

 
	
  

 	
  

 	

 


 
	
  

 	
  

 	
  

 
	
  

 	
 Date: 

 	
  

 
	
  

 	
  

 	

 


 


5