Second Amendment
to the
AEP SYSTEM SURVIVOR BENEFIT
PLAN
as amended and restated effective
January 31, 2000
This Second
Amendment is made to the AEP System Survivor Benefit Plan, as
amended (the “Plan”), by American Electric Power
Service Corporation, a New York corporation, on behalf of itself
and any affiliate or subsidiary participating in the Plan
(collectively, the “Employer”).
Recitals
A. The Plan was adopted effective
January 27, 1998 and subsequently amended and restated effective
January 31, 2000, on January 30, 2000. The First
Amendment to the restated plan dated November 11, 2002 provides
that no additional employees of the Employer shall become eligible
to participate after July 31, 2002. The Employer also terminated
the participation of all employees and former employees who did not
satisfy the requirements for Retirement by February 28,
2003.
B. Section 9.1 of the Plan permits
the Employer to amend the Plan from time to time as may be
necessary for administrative purposes and legal compliance,
provided that no amendment reduces the amount of benefit payable
with respect to a Participant who is eligible to retire or who has
retired.
C. The Company intends that the
design and administration of the Plan comply with the requirements
of Section 409A of the Code, to the extent such section is
effective and applicable to the Plan.
Amendment
Section 8.2 of
the Plan is hereby amended in its entirety to read as
follows:
“8.2 Termination of Employment
Due to Retirement
In the event of
the Participant's termination of employment with the Employer due
to Retirement, the Employer shall do the following:
