Help for item C.37.

GENERAL:

Select "Yes" in this C.37 to adjust the frozen accrued benefit of Section 401(a)(17) participants.

BASIC PLAN DOCUMENT:

Section 4.04(d) Fresh Start Rules - Section 401(a)(17) Participants

(d) Adjustment to Frozen Accrued Benefit - Section 401(a)(17) Participant. The provisions of this Subsection (d) shall apply if the Adoption Agreement provides that the Frozen Accrued Benefit of each Section 401(a)(17) Participant (within the meaning of Treas. Reg. section 401(a)(17)-1(e)(2)(i)) in the applicable Fresh Start Group will be adjusted.

(1) Section 401(a)(17) Participants who are OBRA '93 Section 401(a)(17) Participants only:

(A) Determine the Frozen Accrued Benefit of each OBRA '93 Section 401(a)(17) Participant as of the date specified in the Adoption Agreement.

(B) Adjust the amount in Subsection (A) above by multiplying it by the following fraction (not less than 1). The numerator of the fraction is the average compensation of the OBRA '93 Section 401(a)(17) Employee determined for the current year (as limited by Code section 401(a)(17)), using the same definition and compensation formula in effect as of the date specified in the Adoption Agreement. The denominator of the fraction is the Participant's average compensation for the date specified in the Adoption Agreement, using the definition and compensation formula in effect as of such date.

(C) OBRA '93 Section 401(a) (17) Participant. An OBRA '93 Section 401(a)(17) Participant means a Participant whose accrued benefit as of a date on or after the first day of the first Plan Year beginning after the date specified in the Adoption Agreement, is based on compensation for a year beginning prior to the first day of the first Plan Year beginning after the date specified in the Adoption Agreement, that exceeded $150,000.

(2) Section 401(a)(17) Participants who are both TRA '86 Section 401(a)(17) Participants and OBRA '93 Section 401(a)(17) Participants:

(A) Determine each TRA '86 Section 401(a)(17) Participant's Frozen Accrued Benefit as of the date specified in the Adoption Agreement.

(B) Adjust the amount in Subsection (A) up through the date specified in the Adoption Agreement, by multiplying it by the following fraction (not less than 1). The numerator of the fraction is the TRA '86 Section 401(a)(17) Participant's average compensation determined for the current year (as limited by Code section 401(a)(17)), using the same definition and compensation formula in effect as of the date specified in the Adoption Agreement. The denominator of the fraction is the Participant's average compensation for the date specified in the Adoption Agreement, using the definition and compensation formula in effect as of such date.

(C) Determine the TRA '86 Section 401(a)(17) Participant's Frozen Accrued Benefit as of the date specified in the Adoption Agreement.

(D) Subtract the amount determined in Subsection (B) from the amount determined in Subsection (C).

(E) Adjust the amount in Subsection (D) by multiplying it by the following fraction (not less than 1). The numerator of the fraction is the TRA '86 Section 401(a)(17) Participant's average compensation determined for the current year (as limited by Code section 401(a)(17)), using the same definition and compensation formula in effect as of the date specified in the Adoption Agreement. The denominator of the fraction is the Participant's average compensation for the date specified in the Adoption Agreement, using the definition and compensation formula in effect as of such date.

(F) Adjust the amount in Subsection (A) by multiplying it by the following fraction (not less than 1). The numerator of the fraction is the TRA '86 Section 401(a)(17) Participant's average compensation for the current year (as limited by Code section 401(a)(17)), using the same definition of compensation and compensation formula in effect as the date specified in the Adoption Agreement. The denominator of the fraction is the Participant's average compensation for the date specified in the Adoption Agreement, using the definition and compensation formula in effect as of such date.

(G) Add the amounts determined in Subsection (E), and the greater of Subsection (F) or (B).

(H) TRA '86 Section 401(a)(17) Participant. A TRA '86 Section 401(a)(17) Participant means a Participant whose accrued benefit as of a date on or after the first day of the first Plan Year beginning after the date specified in the Adoption Agreement, is based on compensation for a year beginning prior to the TRA '86 statutory effective date that exceeded $200,000.

The foregoing is only intended to be a brief overview of applicable plan provisions. You should carefully review the entire Adoption Agreement and the entire Basic Plan Document to ensure that your responses to the Adoption Agreement questions accurately reflect the intended design of the plan.

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