Exhibit (10)(e)
AMENDMENT 2005-1
TO THE
WACHOVIA
CORPORATION
ELECTIVE DEFERRAL
PLAN
(as amended and restated on April 16, 2002,
and as subsequently amended)
WHEREAS, Wachovia Corporation (the
“Corporation”) maintains the Wachovia Corporation
Elective Deferral Plan (the “Plan”) for the benefit of
certain employees;
WHEREAS, the Corporation wishes to
amend the Plan to reflect certain administrative actions taken
during the 2005 Plan Year to comply with Section 409A of the
Internal Revenue Code of 1986, as amended; and
WHEREAS, pursuant to
Section 10.3 of the Plan, the Corporation may amend the Plan
at any time by action of the Management Resources and Compensation
Committee of the Corporation’s Board of Directors.
NOW, THEREFORE, BE IT RESOLVED,
effective as of January 1, 2005, Section 4.1(a) of the
Plan is hereby amended to add the following to the end
thereof:
“For the 2005 Plan Year, the
Committee may permit an Eligible Employee to elect to defer a
specified dollar amount and/or percentage of an Incentive Award
after the beginning of the Plan Year which