ALLEGHENY ENERGY SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

Employee Benefits Plan Agreement

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ALLEGHENY ENERGY, INC

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Title: ALLEGHENY ENERGY SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
Governing Law: Pennsylvania Date: 11/7/2007
Industry: ELECTU Sector: Utilities

Search Employee Benefits Plan Agreement by:

Ex-10.8

Exhibit 10.8

ALLEGHENY ENERGY
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

(Amended and Restated as of January 1, 2008)

Table of Contents


			Page
1.	INTRODUCTION			1

	1.1	History and Purpose		1
	1.2	Effective Date		1

2.	DEFINITIONS			1

	2.1	Accrued Benefit		1
	2.2	Affiliate		1
	2.3	“Beneficiary” or “Beneficiaries”		1
	2.4	Board of Directors		1
	2.5	Cause		1
	2.6	Code		2
	2.7	Committee		2
	2.8	Company		2
	2.9	Compensation		2
	2.10	Contingent Annuitant Option		2
	2.11	Early Retirement Date		2
	2.12	Eligible Employee		2
	2.13	Employee		3
	2.14	ERISA		3
	2.15	Final Average Compensation		3
	2.16	Normal Retirement Date		3
	2.17	Other Supplemental Plan Reduction		3
	2.18	Participant		3
	2.19	Plan		3
	2.20	Qualified Joint and Survivor Annuity		3
	2.21	Retirement Plan		3
	2.22	Retirement Plan Reduction		3
	2.23	Single Life Annuity		4
	2.24	Surviving Spouse		4
	2.25	Year of Service		4

3.	PARTICIPATION AND ELIGIBILITY			4

	3.1	Current Participants		4
	3.2	New Participants		4
	3.3	Eligibility Requirements		4
	3.4	Termination of Participation		5
	3.5	Additional Age and Service		5

4.	RETIREMENT BENEFITS			6

	4.1	Determination of Accrued Benefit		6
	4.2	Normal Retirement Benefit		6
	4.3	Early Retirement Benefit		6

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Table of Contents
(continued)


			Page
	4.4	Timing and Form of Payment for the Accrued Benefit		7
	4.5	Benefit Computation		7

5.	DEATH BENEFITS			7

	5.1	Death Before Commencement of Benefits		7
	5.2	Death After Commencement of Benefits		8
	5.3	Designating a Beneficiary		8

6.	VESTING			8

7.	FUNDED NATURE OF THE PLAN			8

8.	ADMINISTRATION OF THE PLAN			9

	8.1	Authority of the Committee		9
	8.2	Delegation of Authority		9
	8.3	Compensation and Expenses		9
	8.4	Liability of the Committee and Board; Indemnification		9

9.	AMENDMENTS AND TERMINATION			9

10.	CLAIMS PROCEDURES			10

11.	MISCELLANEOUS			11

	11.1	Construction		11
	11.2	Taxes		11
	11.3	Governing Law		11
	11.4	No Right of Employment		11
	11.5	Payment in Satisfaction of Claims		11
	11.6	No Alienation of Benefits		12
	11.7	Incapacity		12
	11.8	Adjustment		12
	11.9	Compliance With Code Section 409A		12

Appendix A				i

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