Exhibit 10.10
January 31, 2001
Xx. Xxxxxxx X. Xxxxxx
0000 Xxxx Xxxxxx Xxxx
Xxxxxxxxxxxx, Xxxxxxxx 00000
Dear Xxxx:
Set forth below is a modified Section 8 to your Amended Employment
Agreement dated February 4, 1999 ("Agreement"). This modification supersedes the
current Section 8 in your Agreement and reflects the changes approved by the
Compensation Committee at its December 11, 2000 meeting.
8. Your pension benefit from the NNS qualified and non-qualified
retirement plans, the Tenneco qualified and non-qualified retirement
plans and this Agreement in combination will be equal to the larger
of (a) or (b):
(a) 60% of your Final Average Compensation (highest three out of
the last five years) as defined in the Newport News
Shipbuilding Inc. Supplemental Executive Retirement Plan.
(Note: Under the terms of your prior Employment Agreement you
have met both the age and the service requirements necessary
to receive this unreduced 60% pension benefit.)
(b) The amount of pension benefit that is the Actuarial Equivalent
(as defined in the Newport News Shipbuilding Inc. Retirement
Plan) of the pension benefit that you would have received if
you had elected to retire effective January 1, 2001 or, if
greater, as of any subsequent January 1.
Your non-qualified benefit will be paid to you as an annuity or as a
lump sum at your option, using the same factors that are used to
calculate optional forms of benefits in the Newport News
Shipbuilding Inc. Retirement Plan. However, the portions of your
pension benefit payable from the Newport News Shipbuilding Inc.
Retirement Plan and from the Tenneco qualified and non-qualified
plans may not be available to you as a lump sum.
Your rights under this Section 8 will survive termination of this
Agreement.
In all other respects, the Agreement will be unchanged, except that
effective January 1, 2001, you will be paid a base salary of not less than
$650,000 per year, which shall be
subject to such adjustments as may be approved from time to time by the
Compensation Committee.
Sincerely,
Xxxxxx X. Xxxxx
Chairman
Compensation and Benefits Committee
ACKNOWLEDGED AND ACCEPTED:
--------------------------------
Xxxxxxx X. Xxxxxx
On this ____ day of January 2001