Exhibit 10ww(i)
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TRUST AGREEMENT NO. 3
for
PACIFIC TELESIS GROUP
EXECUTIVE SUPPLEMENTAL PENSION BENEFITS
Amendment Effective November 22, 1996
AMENDMENT TO
TRUST AGREEMENT
for
PACIFIC TELESIS GROUP
EXECUTIVE SUPPLEMENTAL PENSION BENEFITS
THIS AGREEMENT is by and between Pacific Telesis Group, a Nevada Corporation
("PTG") and Bankers Trust Company, New York banking corporation (the
"Trustee").
WHEREAS, PTG and the Trustee have maintained a Trust under the terms of a
trust agreement dated as of the 1st day of January, 1994 (the "Trust
Agreement"), between PTG and the Trustee, to serve as a medium for the
accumulation and investment of funds for the payment and administration of
certain non-qualified pension benefit payments, as previously set forth in
Appendix A of the Trust Agreement; and
WHEREAS, by resolution of its Board of Directors dated June 23, 1995,
PTG adopted the Pacific Telesis Group Executive Supplemental Pension Plan,
to merge and replace the Pacific Telesis Group Executive Nonqualified
Pension Plan and the Pacific Telesis Group Supplemental Executive Retirement
Plan; and
WHEREAS, by resolution of its Board of Directors dated November 22,
1996, PTG adopted the Pacific Telesis Group Executive Supplemental Cash
Balance Plan, to replace the Pacific Telesis Group Executive Supplemental
Pension Plan for officers terminating employment after March 22 ,1996; and
WHEREAS, by resolution of its Board of Directors dated November 22,
1996, PTG has determined that certain additional pension benefits payable to
officers shall be paid out of the assets of the Trust; and
WHEREAS, PTG and the Trustee mutually desire to amend the terms of the
Agreement to clarify the benefits payable out of the trust assets;
NOW, THEREFORE, PTG and the Trustee hereby agree as follows:
1. Effective November 22, 1996, Appendix A of the Trust Agreement is
amended in its entirety as attached hereto.
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2. Except as hereby amended, the terms of the Trust Agreement shall
continue in effect as expressed in the instrument dated as of the 1st day of
January, 1994.
PTG and the Trustee have caused this Trust Agreement to be executed by their
respective duly authorized officers.
PACIFIC TELESIS GROUP BANKERS TRUST COMPANY
By: /s/ J. R. Xxxxxx By: /s/ Xxxxxx Xxxxxx
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J. R. Xxxxxx
Executive Vice President-Human Resources
APPENDIX A
EXECUTIVE BENEFIT PLANS
Pacific Telesis Group Executive Supplemental Pension Plan
Pacific Telesis Group Executive Supplemental Cash Balance Plan
Pacific Telesis Group Mid-Career Pension Plan (solely with respect to
benefits accrued by participants who are officers of the Company)
Pre-1990 Retiree Supplemental Executive Retirement Benefit Program
(providing certain retirement benefits in excess of the limitations imposed
by Internal Revenue Code section 415 and 401(a)(17) on qualified plans to
certain officers who retired prior to 1990)
Officer Supplemental Pension Benefits Authorizations (such supplemental
pension benefits payable to officers as approved by the Company from time to
time by its Board of Directors or Compensation and Personnel Committee, and
certified to the Trustee by the Executive Vice President-Human Resources or
the Executive Vice President, Chief Financial Officer and Treasurer)
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TRUST AGREEMENT
for
PACIFIC TELESIS GROUP
EXECUTIVE SUPPLEMENTAL PENSION BENEFITS
APPENDIX A
CERTIFICATION OF
OFFICER SUPPLEMENTAL PENSION BENEFITS AUTHORIZATION
TO THE TRUSTEE:
Pursuant to Appendix A of the Trust Agreement, the following supplemental
pension benefits have been authorized by the Company as payable out of the
assets of the Trust:
Officer: X. X. Xxxxxx
Benefit: Payments in excess of the amount payable under the PTG Executive
Supplemental Pension Plan based on a pension calculated under the Executive
Supplemental Pension Plan formula in effect prior to March 22, 1996 at the
rate of 2.45% of final average pay per year of service (unaffected by the
cash balance formula), provided, however, that after five years of service
there shall be no age or other early retirement discount.
Officer: X. X. Xxxxxx
Benefit: In the event Xx. Xxxxxx terminates service before attaining
eligibility for the Officer Minimum Pension under the PTG Executive
Supplemental Cash Balance Plan, payments in excess of the benefit payable to
him under the PTG Executive Supplemental Cash Balance Plan based on a
pension calculated in accordance with the terms of his Supplemental Benefit
Agreement with the Company, dated October 29, 1993.
PACIFIC TELESIS GROUP
By: /s/ J. R. Xxxxxx Date: 11/27/96
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J. R. Xxxxxx
Executive Vice President-Human Resources
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