AMENDMENT NO. 2
TO
VASTAR RESOURCES, INC. CAPITAL ACCUMULATION PLAN II
__________________________
Pursuant to resolutions adopted by Board of Directors on May 15,
1996, the Vastar Resources, Inc. Capital Accumulation Plan II (the
"Plan") is hereby amended effective as of August 5, 1996:
1. Paragraph 1.21 of the Plan is amended to read as follows:
"1.21 Salary Reduction Agreement means an agreement
entered into between the Member and the Company, and by
which the Member agrees to accept a reduction in Earnings
from the Company equal to any whole (or fractions, as
required by adjustments under Paragraph 3.3) percentage,
per payroll period, not to exceed 17 percent. This
agreement shall apply to each payroll period during the
period it is in effect in which the Member receives
Earnings. In consideration of such agreement, the Company
will transfer to the Member's Elective Deferral subaccount
the amount of the Elective Deferral at the time that
regular salary payments are made to its Employees."
2. Subparagraph 1.22(a) of the Plan is amended to read as follows:
"(a) All corporations which are members of a controlled
group of corporations within the meaning of 1563(a) of the
Code [determined without regard to 1563(a)(4) and
1563(e)(3)(C) of said Code] and of which Vastar Resources,
Inc. is then a member. For purposes of Paragraphs 1.7 and
1.14 and Subparagraphs 11.8(a), (b), (c) and (d),
Subsidiary or Affiliate shall include Lyondell
Petrochemical Company and its Subsidiaries or Affiliates;
and"
3. Paragraph 2.1 of the Plan is amended to read as follows:
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"2.1 Membership
(a) Elective Deferrals - An Employee who is paid on the
United States dollar payroll of the Company may become a
Member and make Elective Deferrals on the Employee's date
of employment.
To become a Member, an Employee must enter into a
Salary Reduction Agreement in accordance with Section 3.
(b) Company Contributions - An Employee who is paid on a
United States dollar payroll of the Company shall be
eligible for Company contributions on the earlier of (i) or
(ii) below:
(i) Completion of six months of Credited Company
Service,
(ii) Completion of 1,000 Hours of Service during
any 12-consecutive-month period commencing on the
Employee's date of employment or any anniversary
thereof."
4. Paragraph 2.3 of the Plan is amended to read as follows:
"2.3 Transferees
If an Employee transfers to the Company from a
Subsidiary or Affiliate and the Employee was making an
Elective Deferral under a Capital Accumulation Plan as of
the date of transfer, and was eligible for a Company
contribution, the Employee shall be eligible for a Company
contribution as soon as possible following the date of
transfer."
5. Paragraph 3.1 of the Plan is amended to read as follows:
"3.1 Members' Elections
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Each Member who is an Employee may enter into a Salary
Reduction Agreement with the Company providing for
withholding of Elective Deferrals from each of the Member's
regular paychecks at a rate of one percent to 17 percent of
the Member's Earnings, in whole percentages. A Salary
Reduction Agreement shall remain in effect until changed by
the Member.
A Member's election shall be made in the manner
prescribed by the Administrator. A Member may change the
Member's election with respect to the Member's rate of
future contributions at any time by giving notice in such
manner as is prescribed by the Administrator. Such changes
shall be effective as of the payroll period beginning after
the date of receipt of such notice by the Administrator.
The Company may limit or reduce its Salary Reduction
Agreement with any Member at any time, on a
nondiscriminatory basis, to the extent necessary to ensure
compliance with the limitations of Paragraph 3.3 or 3.4."
6. Subparagraph 3.2(a) of the Plan is amended to read as follows:
"(a) To the extent that a Member has directed pursuant to
Paragraph 6.2 that his or her Elective Deferrals be
invested in an option other than Vastar Resources, Inc.
Common Stock, such Elective Deferrals shall be paid to the
Trustee in cash."
7. Paragraph 4.1 of the Plan is amended to read as follows:
4.1 Company Contribution
Subject to the provisions of Paragraphs 4.3 and 4.4,
for each pay period, the Company shall pay to the Trustee a
contribution on behalf of each Member equal to 160 percent
of the Member's Elective Deferrals for the pay period which
do not exceed five percent of the Member's Earnings for the
pay period. This contribution shall be made no later than
30 days following the date on which the related
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Member Deferrals are made, and except for Members who have
attained age 55, shall be made under the ESOP Part of the
Plan."
8. Section 6 of the Plan is amended to read as follows:
"SECTION 6
INVESTMENT OF MEMBERS' ACCOUNTS
6.1 Members' Accounts
The Administrator shall establish and maintain an
Account in the name of each Member. Separate records shall
be maintained with respect to the portion of a Member's
Account attributable to Elective Deferrals under Section 3
and transferred amounts under Section 14, and earnings
thereon, and the portion of a Member's Account attributable
to Company contributions under Section 4 and earnings
thereon.
6.2 Investment of Elective Deferrals, Transferred Amounts and
Certain Company Contributions
Upon receipt of a Member's Elective Deferrals,
transferred amounts under Section 14 and Company
contributions pursuant to Subparagraph 6.3(b), the Trustee
shall invest such amounts among the following investment
alternatives, in the proportion indicated by the Member in
his or her investment directions provided to the
Administrator:
(a) To the extent authorized by the
Administrator Vastar Resources, Inc. Common Stock held
under the ESOP Part of the Plan;
(b) In Vastar Resources, Inc. Common Stock held
under the non-ESOP Part of the Plan;
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(c) In the Money Market Fund, consisting of specified
types of fixed income investments such as deposits in
interest-bearing bank accounts, certificates of
deposit, corporate or governmental obligations
maturing in not more than five years, financial
futures contracts, deposits under a deposit
administration or similar contract issued by an
insurance company or in a commingled or common
investment account or fund established and maintained
by an investment advisor or a bank (which bank may be
the Trustee) and the assets of which are invested
primarily in debt obligations, or in any combination
thereof as Vastar Resources, Inc. or a delegate
thereof may determine;
(d) In the Equity Fund, consisting of specified
equity investments such as common or capital stock of
issuers (other than the Company, Subsidiaries or
Affiliates, or Lyondell Petrochemical Company or any
of its Subsidiaries or Affiliates), bonds, debentures
or preferred stocks convertible into common or capital
stock of such issuers, financial futures contracts,
interests in any commingled or common equity fund
established and maintained by an investment advisor or
a bank (which bank may be the Trustee), interests in
any mutual fund or other similar types of equity
investments and cash equivalent short-term investments
maturing in less than one year, or in any combination
thereof as Vastar Resources, Inc. or a delegate
thereof may determine;
(e) In the Bond Fund, consisting of specified types
of fixed income investments, such as public
obligations of the United States or foreign
governments or their agencies, securitized financing
or corporate bonds of issuers (other than the Company,
Subsidiaries or Affiliates, or Lyondell Petrochemical
Company or any of its Subsidiaries or Affiliates),
debentures, financial futures contracts, interests in
any commingled or common fixed income fund established
and maintained by an investment advisor or bank (which
bank may be the Trustee), interests in any mutual fund
or other similar types of fixed income investments and
cash equivalent short-term investments, or in
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any combination thereof as Vastar Resources, Inc. or a
delegate thereof may determine;
(f) In the International Equity Fund consisting of
specified investments in global issuers such as common
or capital stock (other than common or capital stock
of the Company, Subsidiaries or Affiliates, or
Lyondell Petrochemical Company or any of its
Subsidiaries or Affiliates), preferred stocks,
securities convertible into common or capital stock of
such issuers, financial futures contracts, currency
futures or options, forward currency contracts,
interests in any commingled or common equity fund
established and maintained by an investment advisor or
a bank (which bank may be the Trustee), interests in
any mutual fund or other similar types of equity
investments and cash equivalent investments, or
similar investments or in any combination thereof as
Vastar Resources, Inc. or a delegate thereof may
determine; or
(g) In the Balanced Fund consisting of units of the
Equity Fund, the International Equity Fund and the
Bond Fund. The weighing of the Balanced Fund shall be
approximately 45 percent Equity Fund, 15 percent
International Equity Fund and 40 percent Bond Fund.
A Member's directions as to the initial investment of his
or her Elective Deferrals and/or Company contributions
shall be provided in such manner as is prescribed by the
Administrator. Such directions shall remain in effect
until new directions are provided to the Administrator by
the Member. A Member may change the direction as to the
initial investment of his or her Elective Deferrals and/or
Company contributions at any time by providing notice in
such manner as may be prescribed by the Administrator. Any
change of investment directions shall be effective with
respect to Elective Deferrals and/or Company contributions
paid to the Trustee for pay periods beginning after the
notice is received by the Administrator.
6.3 Investment of Company Contributions
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(a) Except as provided in Subparagraph 6.3(b), all
contributions by the Company pursuant to Paragraph
4.1, and any amounts of interest attributable to the
proceeds of an Acquisition Loan allocated to Members'
Accounts pursuant to Paragraph 5.2 after the
Acquisition Loan has been repaid in full, shall at all
times be invested in Vastar Resources, Inc. Common
Stock under the ESOP Part of the Plan. Contributions
under Paragraph 4.1 made in cash shall be applied to
purchase shares of Vastar Resources, Inc. Common Stock
or to make payments on an Acquisition Loan within a
reasonable time after being paid to the Trustee or
after being allocated to Members' Accounts.
(b) A Member who has attained age 55 may invest
Company contributions in any of the investment options
set forth in Paragraph 6.2.
6.4 Funds Invested in the Money Market Fund
(a) There shall be invested in the Money Market Fund:
(i) Amounts which a Member elects to have
so invested under Subparagraph 6.2(c); and
(ii) On an interim basis, amounts being
accumulated in a Member's Account for investment
under Subparagraphs 6.2(a), (b), (d), (e), (f)
and (g).
(b) Subject to the requirement of Subparagraph
6.5(c), a Member may direct, once during each 15-
calendar-day period, that funds invested in the Money
Market Fund under Subparagraph 6.2(c) be invested in
any of the other permitted alternatives; provided,
that (i) only one direction whether made solely under
this subparagraph, or in combination with a direction
under Paragraph 6.5, may be made during a 15-calendar-
day period and (ii) a direction under this
subparagraph may not be made earlier than seven days
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following (A) the date of receipt by the Administrator
of a Member's application to make a withdrawal under
Section 7, (B) the date a loan application is made
under Section 13, or (C) the date a loan repayment is
made under Subparagraph 13.8(c)(i).
(c) Interest shall be allocated on a monthly basis to
funds held for a Member in the Money Market Fund as of
the last day of a calendar month. However, such
allocation shall not be made with respect to funds
resulting from a conversion to cash of Vastar
Resources, Inc. Common Stock, Equity Fund, Bond Fund,
International Equity Fund or Balanced Fund units which
occurred in the calendar month in which allocation of
interest is made.
6.5 Sale and Reinvestment of Common Stock, Equity Fund Units,
Bond Fund Units, International Equity Fund Units or
Balanced Fund Units
(a) A Member may direct that shares of Vastar
Resources, Inc. Common Stock, other than shares
purchased with Company contributions, units of the
Equity Fund, Bond Fund, International Equity Fund
and/or Balanced Fund held in the Member's Account be
converted to cash and the proceeds thereof, less any
applicable expenses of sale, be invested in a
different option described in Paragraph 6.2; provided,
that (i) only one direction, whether made solely under
this subparagraph, or in combination with a direction
under Paragraph 6.4, may be made during a 15-calendar-
day period; (ii) a direction under this subparagraph
may not be made earlier than seven calendar days
following (A) the date of receipt by the Administrator
of a Member's application to make a withdrawal under
Section 7, (B) the date a loan application is made
under Section 13, or (C) the date a loan repayment is
made under Subparagraph 13.8(c)(i); (iii) a Member who
has attained age 55 as of the date of the direction to
convert may, subject to the restrictions described in
this paragraph, direct that shares of Common Stock
(including Common Stock of a Subsidiary or Affiliate
or Lyondell Petrochemical Company attributable to
contributions of such companies) held in the Member's
Account which are attributable to Company
contributions be sold and the
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proceeds reinvested in one or more of the other
options described in Paragraph 6.2.
(b) The conversion of shares of Vastar Resources,
Inc. Common Stock to shares of such stock held in the
ESOP Part of the Plan described in Subparagraph
6.2(a), and the conversion of shares of Vastar
Resources, Inc. Common Stock held in the ESOP Part of
the Plan to the shares held under Subparagraph 6.2(b)
of the Plan, shall be accomplished by a
recharacterization of the shares, pursuant to
procedures established by the Administrator; provided,
that only one direction, whether made solely under
this subparagraph or in combination with a direction
under Paragraph 6.4, may be made during a 15-calendar-
day period.
(c) Proceeds of the conversion of shares of Vastar
Resources, Inc. Common Stock to cash may not be
reinvested in Vastar Resources, Inc. Common Stock
until 15 calendar days after the date of such
conversion. Proceeds of the conversion of units of
the Equity Fund, Bond Fund, International Equity Fund
or Balanced Fund to cash may not be reinvested in the
Equity Fund, Bond Fund, International Equity Fund or
Balanced Fund, as the case may be, until 15 calendar
days after the date of such conversion.
6.6 Directives
All elections and directions by Members concerning the
investment of their Accounts shall be made in the manner
prescribed by the Administrator, shall be irrevocable and
shall become effective upon receipt by the Administrator.
6.7 Purchases and Sales of Vastar Resources, Inc. Common Stock
Effective December 1, 1995, purchases and sales of Common
Stock of Vastar Resources, Inc. shall be handled in
accordance with the following rules and such additional
procedures, consistent with such rules, which the
Administrator may establish from time to time:
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(a) Purchases and sales of Common Stock of Vastar
Resources, Inc. pursuant to a Member's directive under
Paragraph 6.4 or 6.5, or to accommodate a distribution
or withdrawal pursuant to Section 7 or 8, shall be
made in the open-market as follows:
(i) Each Wednesday and Friday the
Administrator shall execute an open-market
transaction, at a time determined at the
discretion of the Administrator, covering all
participant directives received by the
Administrator by such time as determined by the
Administrator, and communicated to Members, on
the preceding Company business day, except that
if a Wednesday or Friday is a Company holiday or
a day on which trading on the New York Stock
Exchange is closed, the transaction will occur on
the next day (a Wednesday or Friday) on which the
Plan executes a transaction in the open- market.
(ii) If an unforeseeable administrative
difficulty prevents the execution of the open-
market transaction otherwise scheduled for a
Wednesday or Friday, such transaction will be
executed on the first business day thereafter
which does not fall within one of the two
exceptions in Subparagraph 6.7(a)(i).
(iii) The Administrator may, in its
discretion, match the purchase and sale orders
scheduled for an open-market transaction and
transact the net purchase or sale, whichever the
case may be. The Administrator may also agree
with the Administrator of one or more other
individual account plans (as described in 3(34)
of ERISA, and which is maintained by the Company
or its Subsidiaries or Affiliates, and provides
for the same purchases and sales pursuant to
participant directives described in Paragraphs
6.4 and 6.5) to combine and match orders from all
of the plans and execute a "net" transaction, as
described above. The price per share allocated
to each purchase or
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sale order shall be the price transacted for the
"net" shares on the open-market transaction date
otherwise scheduled for the orders under
Subparagraph 6.7(a)(i). The price transacted for
a "net" transaction shall be the price obtained
on the open-market in the case of a single
transaction, and the weighted average of the
prices obtained on the open-market in the case of
multiple transactions.
(iv) Brokerage commissions, transfer fees
and other expenses actually incurred in any such
sale or purchase shall be equitably allocated and
added to the cost or subtracted from the proceeds
of all purchases or sales, as the case may be,
effected on a pricing day, whether pursuant to
the netting process described in Subparagraph
6.7(a)(iii), or pursuant to actual separate
transactions per Member order.
(b) Purchases of Common Stock of Vastar Resources,
Inc. with Member's Elective Deferrals or Company
contributions under Sections 3 and 4:
(i) Purchases shall normally be made either
in the open-market or from Vastar Resources,
Inc., at prices to the Plan not in excess of the
fair market value of such Vastar Resources, Inc.
Common Stock on the date of purchase thereof, as
determined by the Trustee.
(ii) Allocations to Members' Accounts will
be made in full and fractional shares.
(iii) The Trustee may limit the daily
volume of purchases to the extent it believes
such action to be in the best interests of the
Members. When Vastar Resources, Inc. Common
Stock is purchased, the cost charged to the
Accounts of Members affected by such purchase
shall be determined on an equitable basis in
accordance with rules to be
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adopted by the Administrator and incorporating
the following principles:
(A) The cost charged to each
affected Member's Account shall be based on
the average cost per share of all Vastar
Resources, Inc. Common Stock purchased
during whatever period may be established by
the Administrator.
(B) Brokerage commissions,
transfer fees and other expenses actually
incurred in any such purchase shall be added
to the cost of any such purchase.
(c) A Member may direct the Administrator to use any
available cash or funds held for the Member under
Subparagraph 6.2(c) to exercise any options, rights or
warrants issued with respect to Vastar Resources, Inc.
Common Stock in the Member's Account. In the absence
of such direction, or if there are no available funds,
any such option, right or warrant having a market
value shall be sold for the Member's Account.
6.8 Voting of Vastar Resources, Inc. Common Stock
(a) The Trustee shall vote whole shares of Vastar
Resources, Inc. Common Stock credited to each Member's
Account in accordance with such Members' written
instructions. Fractional shares of Vastar Resources,
Inc. Common Stock shall be aggregated into whole
shares of stock and voted by the Trustee, to the
nearest whole vote, in the same proportion as shares
are to be voted by the Trustee pursuant to Members'
written instructions. In the absence of voting
instructions by one or more Members, the Trustee shall
vote uninstructed shares, to the nearest whole vote,
in the same proportion as shares are to be voted by
the Trustee pursuant to Members' written instructions.
The Trustee shall vote unallocated shares, to the
nearest
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whole vote, in the same proportion as allocated shares
are to be voted by the Trustee pursuant to Members'
written instructions.
(b) The Trustee shall exercise rights other than
voting rights attributable to whole shares of Vastar
Resources, Inc. Common Stock credited to each Member's
Account in accordance with such Members' written
instructions. Rights attributable to fractional
shares of Vastar Resources, Inc. Common Stock (which
for this purpose shall be aggregated into whole shares
of stock) shall be exercised by the Trustee in the
same proportion as rights which are exercised by the
Trustee pursuant to Members' written instructions. In
the absence of instructions by one or more Members,
the Trustee shall exercise uninstructed rights in the
same proportion as rights which are to be exercised by
the Trustee pursuant to Members' written instructions.
The Trustee shall exercise rights attributable to
unallocated shares in the same proportion as rights
attributable to allocated shares which are to be
exercised by the Trustee pursuant to Members' written
instructions.
(c) The Trustee shall notify the Members of each
occasion for the exercise of voting rights and rights
other than voting rights within a reasonable time
before such rights are to be exercised. This
notification shall include all the information that
the Company distributes to shareholders regarding the
exercise of such rights.
6.9 Title of Investments
All investments will be held in the name of the Trustee or
its nominees.
6.10 Allocation of Trust Earnings and Valuation of Trust
Investments
(a) To the extent authorized by the Administrator,
any cash dividends declared on Vastar Resources, Inc.
Common Stock held in a Member's Account under the ESOP
Part of the Plan as of the record date for the
dividend shall
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be paid in cash to the Member (or, in the event of
death, to the Member's beneficiary) on, or as soon as
possible following, the payment date for the dividend.
(b) Any cash dividends declared on Vastar Resources,
Inc. Common Stock held in a loan suspense account as
of the record date for the dividend shall be used to
make payments on the Acquisition Loan used to acquire
the shares of stock held in such account.
(c) Except as provided in Subparagraphs 6.10(a) and
(b), all dividends or other distributions attributable
to shares of Vastar Resources, Inc. Common Stock shall
be allocated to the Account of the Member whose
Account is credited with such shares.
(d) On the last day of each month, all income
attributable to the Money Market Fund shall be
allocated to the Member's Account in the ratio that
each Member's Money Market Fund Account balance bears
to such account balance of all such Members. For the
purpose of determining such allocation, the Money
Market Fund shall be valued at fair market value.
6.11 Purchase and Redemption of the Equity Fund, Bond Fund,
International Equity Fund and Balanced Fund Units
Effective December 1, 1995, purchase and redemption of the
Equity Fund, Bond Fund, International Equity Fund and
Balanced Fund units shall be handled in accordance with the
following rules and such additional procedures, consistent
with such rules, as the Administrator may establish from
time to time:
(a) Units of the Equity Fund, Bond Fund,
International Equity Fund and Balanced Fund shall be
purchased or redeemed, pursuant to Member directions
under Paragraph 6.5, on each Wednesday and Friday,
covering all Member directives received by the
Administrator by such time as determined by the
Administrator, and communicated to Members, on the
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preceding Company business day, except that if a
Wednesday or Friday is a Company holiday or a day on
which trading on the New York Stock Exchange is
closed, the purchase or redemption will be executed on
the next day (a Wednesday or Friday) on which the Plan
executes a transaction under this Subparagraph
6.11(a).
(b) If an unforeseeable administrative difficulty
prevents the execution of a transaction under
Subparagraph 6.11(a), otherwise scheduled on a
Wednesday or Friday, such transaction will be executed
on the first business day thereafter which does not
fall within one of the two exceptions in Subparagraph
6.11(a).
(c) The Administrator may, in its discretion, combine
the purchase and redemption orders scheduled for a
Wednesday or Friday and transact the net purchase or
sale orders, whichever the case may be. The
Administrator may also agree with the Administrator of
one or more individual account plans [as described in
3(34) of ERISA, and which is maintained by the
Company or its Subsidiaries or Affiliates, and
provides for the same purchase and redemption
procedure described in Subparagraph 6.11(a)], to
combine orders from all of the plans and execute a
"net" transaction.
(d) When units of the Equity Fund, Bond Fund,
International Equity Fund and Balanced Fund are
purchased or redeemed, the cost or net proceeds
charged or credited to the Accounts of Members
affected by such purchase or redemption shall be
determined on an equitable basis in accordance with
rules to be adopted by the Administrator, which are
consistent with the rules described in this section,
and incorporate the following principles:
(i) The net proceeds of any such redemption
of fund units in a Member's Account shall be
credited to such Member's Account.
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(ii) The cost of any such purchase of fund
units for a Member's Account shall be charged to
such Member's Account.
(iii) The net proceeds and cost of fund
units shall be based on the net asset value of
such units determined on the valuation date next
following the date the purchase or redemption
order is received by the Administrator. The
valuation date shall be determined by the
Administrator and shall occur on at least a
weekly basis. The net asset value of fund units
will be calculated by dividing the difference
between the value of the fund assets and fund
liabilities by the number of units outstanding
with respect to each fund.
(iv) Brokerage commissions, transfer fees
and other expenses actually incurred in any such
purchase or redemption shall be added to the cost
or subtracted from the gross proceeds, of any
such purchase or redemption, respectively.
(e) Income earned by the Equity Fund, Bond Fund and
International Equity Fund shall automatically be
reinvested in the Equity Fund, Bond Fund and
International Equity Fund, as the case may be.
Income, gains and losses shall be reflected in the net
asset value of the units of the Equity Fund, Bond Fund
and International Equity Fund.
6.12 Voting of the Money Market Fund, Equity Fund, Bond Fund and
International Equity Fund Investments
The Trustee, in accordance with the Trust Agreement, shall
exercise all voting and other rights associated with any
investments held in the Money Market Fund, Equity Fund,
Bond Fund and International Equity Fund.
6.13 Investment Advisory Fees
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The investment advisory fees, if any, incurred for
management of the Money Market Fund, Equity Fund, Bond
Fund, International Equity Fund and Balanced Fund are
charged to each respective fund.
6.14 Member Protection
No shares of Vastar Resources, Inc. Common Stock held by
the ESOP Part of the Plan may be subject to a put, call or
other option, or buy/sell or similar arrangement. The
provisions of this Paragraph 6.14 shall continue to be
applicable to the shares of Atlantic Richfield Company
Common Stock held by the ESOP Part of the Plan even if such
part ceases to be an Employee Stock Ownership Plan under
4945(e)(7) of the Code.
6.15 Confidentiality
The Capital Accumulation Plan Administrative Committee
shall be responsible for ensuring the adequacy of
procedures established by the Administrator to safeguard
the confidentiality of information relating to the
purchasing, holding and selling of Vastar Resources, Inc.
Common Stock and any voting, tender or similar rights
relating to such stock."
9. Subparagraph 13.3(f) of the Plan is amended to read as follows:
"(f) The value of Common Stock, the Equity Fund, the
International Equity Fund, the Bond Fund and the Balanced
Fund for purposes of Subparagraph 13.3(a), will be
determined on the sale date, pursuant to Paragraph 6.7 or
6.11, immediately preceding the date the loan application
is received by the Administrator."
10. Paragraph 13.4 of the Plan is amended to read as follows:
"13.4 Frequency
(a) A Member may have such number of loans
outstanding at any time as shall be determined by the
Administrator.
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(b) A loan application may be submitted only
once during any 15-day period and a loan application
may not be submitted earlier than seven days following
receipt by the Administrator of a Member's application
to make a purchase or sale under Paragraph 6.5 or a
hardship withdrawal under Section 7.
(c) A loan application may not be submitted
earlier than 15 days following repayment of a previous
loan under this Plan or any other Vastar Resources,
Inc. Capital Accumulation or Savings Plans.
(d) Unless determined otherwise by the
Administrator, if the Member is also a member of one
of the savings plans maintained by Vastar Resources,
Inc. at the time of the application for the loan, the
loan is permitted only if the Member has, at such
time, an outstanding loan under one of the savings
plans, or there are insufficient assets to fund the
loan in such savings plan."
11. Subparagraph 13.7(b) of the Plan is amended to read as follows:
"(b) The value of Common Stock, the Equity Fund, the
International Equity Fund, the Bond Fund and the Balanced
Fund sold to provide the loan proceeds shall be determined
on the sale date, pursuant to Paragraph 6.7 or 6.11,
immediately following the date the loan application is
received by the Administrator."
Executed this 13th day of September, 1996.
ATTEST VASTAR RESOURCES, INC.
BY: /S/ Xxxxxx X. Xxxxx By: /S/ Xxxxxxx X. Xxxxxx
----------------------- ------------------------
XXXXXX X. XXXXX XXXXXXX X. XXXXXX
Secretary Vice President
Human Resources
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