ALLIED CAPITAL 401(K) PLAN ADOPTION AGREEMENT #005 NONSTANDARDIZED 401(k) PROFIT SHARING PLAN

Exhibit 10.20(h)

ADOPTION AGREEMENT #005
NONSTANDARDIZED 401(k) PROFIT SHARING PLAN

          The undersigned, Allied Capital Corporation (“Employer”), by executing this Adoption Agreement, elects to establish a retirement plan and trust (“Plan”) under the Wachovia Bank, National Association (basic plan document # 01 ). The Employer, subject to the Employer’s Adoption Agreement elections, adopts fully the Prototype Plan and Trust provisions. This Adoption Agreement, the basic plan document and any attached appendices or addenda, constitute the Employer’s entire plan and trust document. All section references within this Adoption Agreement are Adoption Agreement section references unless the Adoption Agreement or the context indicate otherwise. All article references are basic plan document and Adoption Agreement references as applicable. Numbers in parenthesis which follow headings are references to basic plan document sections. The Employer makes the following elections granted under the corresponding provisions of the basic plan document.

ARTICLE I
DEFINITIONS

1.		PLAN (1.21) . The name of the Plan as adopted by the Employer is Allied Capital 401(k) Plan.
2.		TRUSTEE (1.33) . The Trustee executing this Adoption Agreement is: (Choose one of (a), (b) or (c))
o		(a) A discretionary Trustee. See Plan Section 10.03[A].
þ		(b) A nondiscretionary Trustee. See Plan Section 10.03[B].
o		(c) A Trustee under a separate trust agreement. See Plan Section 10.03[G].

3.        EMPLOYEE (1.11) . The following Employees are not eligible to participate in the Plan: (Choose (a) or one or more of (b) through (g) as applicable)

o		(a) No exclusions.
þ		(b) Collective bargaining Employees.
þ		(c) Nonresident aliens.
þ		(d) Leased Employees.
þ		(e) Reclassified Employees.
o		(f) Classifications:            .
o		(g) Exclusions by types of contributions. The following classification(s) of Employees are not eligible for the specified contributions:

Employee classification:           
Contribution type:           

4.        COMPENSATION (1.07) . The Employer makes the following election(s) regarding the definition of Compensation for purposes of the contribution allocation formula under Article III: (Choose one of (a), (b) or (c))

o		(a) W-2 wages increased by Elective Contributions.
o		(b) Code § 3401(a) federal income tax withholding wages increased by Elective Contributions.
þ		(c) 415 compensation.

[ Note: Each of the Compensation definitions in (a), (b) and (c) includes Elective Contributions. See Plan Section 1.07(D). To exclude Elective Contributions, the Employer must elect (g). ]

Compensation taken into account. For the Plan Year in which an Employee first becomes a Participant, the Plan Administrator will determine the allocation of Employer contributions (excluding deferral contributions) by taking into account: (Choose one of (d) or (e))

o

(d) Plan Year. The Employee’s Compensation for the entire Plan Year.

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Allied Capital 401(k) Plan

þ

(e) Compensation while a Participant. The Employee’s Compensation only for the portion of the Plan Year in which the Employee actually is a Participant.

Modifications to Compensation definition. The Employer elects to modify the Compensation definition elected in (a), (b) or (c) as follows. (Choose one or more of (f) through (n) as applicable. If the Employer elects to allocate its nonelective contribution under Plan Section 3.04 using permitted disparity, (i), (j), (k) and (l) do not apply) :

o		(f) Fringe benefits. The Plan excludes all reimbursements or other expense allowances, fringe benefits (cash and noncash), moving expenses, deferred compensation and welfare benefits.
o		(g) Elective Contributions. The Plan excludes a Participant’s Elective Contributions. See Plan Section 1.07(D).
o		(h) Exclusion. The Plan excludes Compensation in excess of:            .
o		(i) Bonuses. The Plan excludes bonuses.
o		(j) Overtime. The Plan excludes overtime.
o		(k) Commissions. The Plan excludes commissions.
o		(l) Nonelective contributions. The following modifications apply to the definition of Compensation for nonelective contributions:            .
o		(m) Deferral contributions. The following modifications apply to the definition of Compensation for deferral contributions:            .
o		(n) Matching contributions. The following modifications apply to the definition of Compensation for matching contributions:            .

5.        PLAN YEAR/LIMITATION YEAR (1.24) . Plan Year and Limitation Year mean the 12-consecutive month period (except for a short Plan Year) ending every: (Choose (a) or (b). Choose (c) if applicable)

þ		(a) December 31.
o		(b) Other:            .
o		(c) Short Plan Year: commencing on:            and ending on:            .

6.        EFFECTIVE DATE (1.10) . The Employer’s adoption of the Plan is a: (Choose one of (a) or (b))

o		(a) New Plan. The Effective Date of the Plan is:            .
þ		(b) Restated Plan. The restated Effective Date is: January 1, 2008.
		This Plan is an amendment and restatement of an existing retirement plan(s) originally established effective as of: Original Effective Date, September 1, 1999 .

7.        HOUR OF SERVICE/ELAPSED TIME METHOD (1.15) . The crediting method for Hours of Service is: (Choose one or more of (a) through (d) as applicable)

þ		(a) Actual Method. See Plan Section 1.15(B).
o		(b) Equivalency Method. The Equivalency Method is:            . [ Note: Insert “daily,” “weekly,” “semi-monthly payroll periods” or “monthly.” ] See Plan Section 1.15(C).
o		(c) Combination Method. In lieu of the Equivalency Method specified in (b), the Actual Method applies for purposes of:            .

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Allied Capital 401(k) Plan

o

(d) Elapsed Time Method. In lieu of crediting Hours of Service, the Elapsed Time Method applies for purposes of crediting Service for: (Choose one or more of (1), (2) or (3) as applicable)

	o		(1) Eligibility under Article II.
	o		(2) Vesting under Article V.
	o		(3) Contribution allocations under Article III.

8.        PREDECESSOR EMPLOYER SERVICE (1.30) . In addition to the predecessor service the Plan must credit by reason of Section 1.30 of the Plan, the Plan credits as Service under this Plan, service with the following predecessor employer(s): N/A .

[ Note: If the Plan does not credit any additional predecessor service under this Section 1.30, insert “N/A” in the blank line. The Employer also may elect to credit predecessor service with specified Participating Employers only. See the Participation Agreement. ] Service with the designated predecessor employer(s) applies: (Choose one or more of (a) through (d) as applicable)

o		(a) Eligibility. For eligibility under Article II. See Plan Section 1.30 for time of Plan entry.
o		(b) Vesting. For vesting under Article V.
o		(c) Contribution allocation. For contribution allocations under Article III.
o		(d) Exceptions. Except for the following Service:            .

ARTICLE II
ELIGIBILITY REQUIREMENTS

9.        ELIGIBILITY (2.01) .

Eligibility conditions. To become a Participant in the Plan, an Employee must satisfy the following eligibility conditions: (Choose one or more of (a) through (e) as applicable) [ Note: If the Employer does not elect (c), the Employer’s elections under (a) and (b) apply to all types of contributions. The Employer as to deferral contributions may not elect (b)(2) and may not elect more than 12 months in (b)(4) and (b)(5). ]

þ		(a) Age. Attainment of age 21 (not to exceed age 21).
þ		(b) Service. Service requirement. (Choose one of (1) through (5))

	o		(1) One Year of Service.
	o		(2) Two Years of Service, without an intervening Break in Service. See Plan Section 2.03(A).
	þ		(3) One Hour of Service (immediate completion of Service requirement). The Employee satisfies the Service requirement on his/her Employment Commencement Date.
	o		(4)            months (not exceeding 24).
	o		(5) An Employee must complete            Hours of Service within the            time period following the Employee’s Employment Commencement Date. If an Employee does not complete the stated Hours of Service during the specified time period (if any), the Employee is subject to the One Year of Service requirement. [ Note: The number of hours may not exceed 1,000 and the time period may not exceed 24 months. If the Plan does not require the Employee to satisfy the Hours of Service requirement within a specified time period, insert “N/A” in the second blank line. ]

o

(c) Alternative 401(k) / 401(m) eligibility conditions. In lieu of the elections in (a) and (b), the Employer elects the following eligibility conditions for the following types of contributions: (Choose (1) or (2) or both if the Employer wishes to impose less restrictive eligibility conditions for deferral/Employee contributions or for matching contributions)

	(1)	o	Deferral/Employee contributions: (Choose one of a. through d. Choose e. if applicable)
	a.	o	One Year of Service
	b.	o	One Hour of Service (immediate completion of Service requirement)
	c.	o	months (not exceeding 12)

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Allied Capital 401(k) Plan

	d.	o	An Employee must complete            Hours of Service within the            time period following an Employee’s Employment Commencement Date. If an Employee does not complete the stated Hours of Service during the specified time period (if any), the Employee is subject to the One Year of Service requirement. [ Note: The number of hours may not exceed 1,000 and the time period may not exceed 12 months. If the Plan does not require the Employee to satisfy the Hours of Service requirement within a specified time period, insert “N/A” in the second blank line. ]
	e.	o	Age            (not exceeding age 21)
	(2)	o	Matching contributions: (Choose one of f. through i. Choose j. if applicable)
	f.	o	One Year of Service
	g.	o	One Hour of Service (immediate completion of Service requirement)
	h.	o	months (not exceeding 24)
	i.	o	An Employee must complete            Hours of Service within the            time period following an Employee’s Employment Commencement Date. If an Employee does not complete the stated Hours of Service during the specified time period (if any), the Employee is subject to the One Year of Service requirement. [ Note: The number of hours may not exceed 1,000 and the time period may not exceed 24 months. If the Plan does not require the Employee to satisfy the Hours of Service requirement within a specified time period, insert “N/A” in the second blank line. ]
	j.	o	Age            (not exceeding age 21)

o		(d) Service requirements:            . [ Note: Any Service requirement the Employer elects in (d) must be available under other Adoption Agreement elections or a combination thereof. ]
o		(e) Dual eligibility. The eligibility conditions of this Section 2.01 apply solely to an Employee employed by the Employer after            . If the Employee was employed by the Employer by the specified date, the Employee will become a Participant on the latest of: (i) the Effective Date; (ii) the restated Effective Date; (iii) the Employee’s Employment Commencement Date; or (iv) on the date the Employee attains age            (not exceeding age 21).

Plan Entry Date. “Plan Entry Date” means the Effective Date and: (Choose one of (f) through (j). Choose (k) if applicable) [ Note: If the Employer does not elect (k), the elections under (f) through (j) apply to all types of contributions. The Employer must elect at least one Entry Date per Plan Year. ]

o		(f) Semi-annual Entry Dates. The first day of the Plan Year and the first day of the seventh month of the Plan Year.
o		(g) The first day of the Plan Year.
þ		(h) Employment Commencement Date (immediate eligibility).
o		(i) The first day of each:            (e.g., “Plan Year quarter”).
o		(j) The following Plan Entry Dates:            .
o		(k) Alternative 401(k) / 401(m) Plan Entry Date(s). For the alternative 401(k)/401(m) eligibility conditions under (c), Plan Entry Date means: (Choose (1) or (2) or both as applicable)

(1)

o Deferral/Employee contributions       (Choose one of a. through d.)

	a.		o Semi-annual Entry Dates
	b.		o The first day of the Plan Year
	c.		o Employment Commencement Date (immediate eligibility)
	d.		o The first day of each:

(2)

o Matching contributions       (Choose one of e. through h.)

	e.		o Semi-annual Entry Dates
	f.		o The first day of the Plan Year
	g.		o Employment Commencement Date (immediate eligibility)
	h.		o The first day of each:

Time of participation. An Employee will become a Participant, unless excluded under Section 1.11, on the Plan Entry Date (if employed on that date): (Choose one of (l), (m) or (n). Choose (o) if applicable) : [ Note: If the Employer does not elect (o), the election under (l), (m) or (n) applies to all types of contributions. ]

þ		(l) Immediately following or coincident with
o		(m) Immediately preceding or coincident with
o		(n) Nearest

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Allied Capital 401(k) Plan

o

(o) Alternative 401(k) / 401(m) election(s): (Choose (1) or (2) or both as applicable)

(1)

o Deferral contributions

a.

o Immediately following or coincident with

(2)

o Matching contributions       (Choose one of b., c. or d.)

	b.		o Immediately following or coincident with
	c.		o Immediately preceding or coincident with
	d.		o Nearest

the date the Employee completes the eligibility conditions described in this Section 2.01. [ Note: Unless otherwise excluded under Section 1.11, an Employee must become a Participant by the earlier of: (1) the first day of the Plan Year beginning after the date the Employee completes the age and service requirements of Code §410(a); or (2) 6 months after the date the Employee completes those requirements. ]

10.      YEAR OF SERVICE — ELIGIBILITY (2.02) . (Choose (a) and (b) as applicable) : [ Note: If the Employer does not elect a Year of Service condition or elects the Elapsed Time Method, the Employer should not complete (a) or (b). ]

o		(a) Year of Service. An Employee must complete            Hour(s) of Service during an eligibility computation period to receive credit for a Year of Service under Article II: [ Note: The number may not exceed 1,000. If left blank, the requirement is 1,000. ]
o		(b) Eligibility computation period. After the initial eligibility computation period described in Plan Section 2.02, the Plan measures the eligibility computation period as: (Choose one of (1) or (2))

	o		(1) The Plan Year beginning with the Plan Year which includes the first anniversary of the Employee’s Employment Commencement Date.
	o		(2) The 12-consecutive month period beginning with each anniversary of the Employee’s Employment Commencement Date.

11.      PARTICIPATION — BREAK IN SERVICE (2.03) . The one year hold-out rule described in Plan Section 2.03(B): (Choose one of (a), (b) or (c))

þ		(a) Not applicable. Does not apply to the Plan.
o		(b) Applicable. Applies to the Plan and to all Participants.
o		(c) Limited application. Applies to the Plan, but only to a Participant who has incurred a Separation from Service.

12.      ELECTION NOT TO PARTICIPATE (2.06) . The Plan: (Choose one of (a) or (b))

þ		(a) Election not permitted. Does not permit an eligible Employee to elect not to participate.
o		(b) Irrevocable election. Permits an Employee to elect not to participate if the Employee makes a one-time irrevocable election prior to the Employee’s Plan Entry Date.

ARTICLE III
EMPLOYER CONTRIBUTIONS, DEFERRAL CONTRIBUTIONS AND FORFEITURES

13.      AMOUNT AND TYPE (3.01) . The amount and type(s) of the Employer’s contribution to the Trust for a Plan Year or other specified period will equal: (Choose one or more of (a) through (f) as applicable)

þ		(a) Deferral contributions ( 401(k) arrangement). The dollar or percentage amount by which each Participant has elected to reduce his/her Compensation, as provided in the Participant’s salary reduction agreement and in accordance with Section 3.02.
o		(b) Matching contributions (other than safe harbor matching contributions under Section 3. 01(d) ). The matching contributions made in accordance with Section 3.03.
o		(c) Nonelective contributions (profit sharing). The following nonelective contribution (Choose (1) or (2) or both as applicable) : [ Note: The Employer may designate as a qualified nonelective contribution, all or any portion of its nonelective contribution. See Plan Section 3.04(F). ]

o

(1) Discretionary. An amount the Employer in its sole discretion may determine.

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Allied Capital 401(k) Plan

o

(2) Fixed. The following amount:

þ

(d) 4 01(k) safe harbor contributions. The following 401(k) safe harbor contributions described in Plan Section 14.02(D): (Choose one of (1), (2) or (3). Choose (4), if applicable)

	o		(1) Safe harbor nonelective contribution. The safe harbor nonelective contribution equals       % of a Participant’s Compensation [ Note: the amount in the blank must be at least 3%. ].
	o		(2) Basic safe harbor matching contribution. A matching contribution equal to 100% of each Participant’s deferral contributions not exceeding 3% of the Participant’s Compensation, plus 50% of each Participant’s deferral contributions in excess of 3% but not in excess of 5% of the Participant’s Compensation. For this purpose, “Compensation” means Compensation for:            . [ Note: The Employer must complete the blank line with the applicable time period for computing the Employer’s basic safe harbor match, such as “each payroll period,” “each month,” “each Plan Year quarter” or “the Plan Year”. ]
	þ		(3) Enhanced safe harbor matching contribution. (Choose one of a. or b.).

	þ		a. Uniform percentage. An amount equal to 100% of each Participant’s deferral contributions not exceeding 4% of the Participant’s Compensation. For this purpose, “Compensation” means Compensation for: the Plan Year. [ See the Note in (d)(2). ]
	o		b. Tiered formula. An amount equal to the specified matching percentage for the corresponding level of each Participant’s deferral contribution percentage. For this purpose, “Compensation” means Compensation for:            . [ See the Note in (d)(2). ]

Deferral Contribution Percentage		Matching Percentage

[ Note: The matching percentage may not increase as the deferral contribution percentage increases and the enhanced matching formula otherwise must satisfy the requirements of Code §§401(k)(12)(B)(ii) and (iii). If the Employer wishes to avoid ACP testing on its enhanced safe harbor matching contribution, the Employer also must limit deferral contributions taken into account (the “Deferral Contribution Percentage”) for the matching contribution to 6% of Plan Year Compensation. ]

o

(4) Another plan. The Employer will satisfy the 401(k) safe harbor contribution in the following plan:            .

o

(e) Davis-Bacon contributions. The amount(s) specified for the applicable Plan Year or other applicable period in the Employer’s Davis-Bacon contract(s). The Employer will make a contribution only to Participants covered by the contract and only with respect to Compensation paid under the contract. If the Participant accrues an allocation of nonelective contributions (including forfeitures) under the Plan in addition to the Davis-Bacon contribution, the Plan Administrator will: (Choose one of (1) or (2))

	o		(1) Not reduce the Participant’s nonelective contribution allocation by the Davis-Bacon contribution.
	o		(2) Reduce the Participant’s nonelective contribution allocation by the Davis-Bacon contribution.

o

(f) Frozen Plan. This Plan is a frozen Plan effective:            . For any period following the specified date, the Employer will not contribute to the Plan, a Participant may not contribute and an otherwise eligible Employee will not become a Participant in the Plan.

14. DEFERRAL CONTRIBUTIONS (3.02) . The following limitations and terms apply to an Employee’s deferral contributions: (If the Employer elects Section 3.01(a), the Employer must elect (a). Choose (b) or (c) as applicable)

þ

(a) Limitation on amount. An Employee’s deferral contributions are subject to the following limitation(s) in addition to those imposed by the Code: (Choose (1), (2) or (3) as applicable)

	o		(1) Maximum deferral amount:            .
	o		(2) Minimum deferral amount:            .
	þ		(3) No limitations.

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Allied Capital 401(k) Plan

For the Plan Year in which an Employee first becomes a Participant, the Plan Administrator will apply any percentage limitation the Employer elects in (1) or (2) to the Employee’s Compensation: (Choose one of (4) or (5) unless the Employer elects (3))

	o		(4) Only for the portion of the Plan Year in which the Employee actually is a Participant.
	o		(5) For the entire Plan Year.

o

(b) Negative deferral election. The Employer will withhold         % from the Participant’s Compensation unless the Participant elects a lesser percentage (including zero) under his/her salary reduction agreement. See Plan Section 14.02(C). The negative election will apply to: (Choose one of (1) or (2))

	o		(1) All Participants who have not deferred at least the automatic deferral amount as of:            .
	o		(2) Each Employee whose Plan Entry Date is on or following the negative election effective date.

o

(c) Cash or deferred contributions. For each Plan Year for which the Employer makes a designated cash or deferred contribution under Plan Section 14.02(B), a Participant may elect to receive directly in cash not more than the following portion (or, if less, the 402(g) limitation) of his/her proportionate share of that cash or deferred contribution: (Choose one of (1) or (2))

	o		(1) All or any portion.
	o		(2)       %.

Modification/revocation of salary reduction agreement. A Participant prospectively may modify or revoke a salary reduction agreement, or may file a new salary reduction agreement following a prior revocation, at least once per Plan Year or during any election period specified by the basic plan document or required by the Internal Revenue Service. The Plan Administrator also may provide for more frequent elections in the Plan’s salary reduction agreement form.

15.      MATCHING CONTRIBUTIONS (INCLUDING ADDITIONAL SAFE HARBOR MATCH UNDER PLAN SECTION 14.02(D)(3)) (3.03) . The Employer matching contribution is: (If the Employer elects Section 3.01(b), the Employer must elect one or more of (a), (b) or (c) as applicable. Choose (d) if applicable)

o		(a) Fixed formula. An amount equal to       % of each Participant’s deferral contributions.
o		(b) Discretionary formula. An amount (or additional amount) equal to a matching percentage the Employer from time to time may deem advisable of the Participant’s deferral contributions. The Employer, in its sole discretion, may designate as a qualified matching contribution, all or any portion of its discretionary matching contribution. The portion of the Employer’s discretionary matching contribution for a Plan Year not designated as a qualified matching contribution is a regular matching contribution.
o		(c) Multiple level formula. An amount equal to the following percentages for each level of the Participant’s deferral contributions. [ Note: The matching percentage only will apply to deferral contributions in excess of the previous level and not in excess of the stated deferral contribution percentage. ]

Deferral Contributions		Matching Percentage

o

(d) Related Employers. If two or more Related Employers contribute to this Plan, the Plan Administrator will allocate matching contributions and matching contribution forfeitures only to the Participants directly employed by the contributing Employer. The matching contribution formula for the other Related Employer(s) is:            . [ Note: If the Employer does not elect (d), the Plan Administrator will allocate all matching contributions and matching forfeitures without regard to which contributing Related Employer directly employs the Participant. ]

Time period for matching contributions. The Employer will determine its matching contribution based on deferral contributions made during each: (Choose one of (e) through (h))

o		(e) Plan Year.
o		(f) Plan Year quarter.
o		(g) Payroll period.
o		(h) Alternative time period:            . [ Note: Any alternative time period the Employer elects in (h) must be the same for all Participants and may not exceed the Plan Year. ]

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Allied Capital 401(k) Plan

Deferral contributions taken into account. In determining a Participant’s deferral contributions taken into account for the above-specified time period under the matching contribution formula, the following limitations apply: (Choose one of (i), (j) or (k))

o		(i) All deferral contributions. The Plan Administrator will take into account all deferral contributions.
o		(j) Specific limitation. The Plan Administrator will disregard deferral contributions exceeding       % of the Participant’s Compensation. [ Note: To avoid the ACP test in a safe harbor 4 01(k) plan, the Employer must limit deferrals and Employee contributions which are subject to match to 6% of Plan Year Compensation. ]
o		(k) Discretionary. The Plan Administrator will take into account the deferral contributions as a percentage of the Participant’s Compensation as the Employer determines.

Other matching contribution requirements. The matching contribution formula is subject to the following additional requirements: (Choose (l) or (m) or both if applicable)

o

(l) Matching contribution limits. A Participant’s matching contributions may not exceed: (Choose one of (1) or (2))

	o		(1)            . [ Note: The Employer may elect (1) to place an overall dollar or percentage limit on matching contributions. ]
	o		(2) 4% of a Participant’s Compensation for the Plan Year under the discretionary matching contribution formula. [ Note: The Employer must elect (2) if it elects a discretionary matching formula with the safe harbor 401(k) contribution formula and wishes to avoid the ACP test. ]

o

(m) Qualified matching contributions. The Plan Administrator will allocate as qualified matching contributions, the matching contributions specified in Adoption Agreement Section:            . The Plan Administrator will allocate all other matching contributions as regular matching contributions. [ Note: If the Employer elects two matching formulas, the Employer may use (m) to designate one of the formulas as a qualified matching contribution. ]

16.      CONTRIBUTION ALLOCATION (3.04) .

Employer nonelective contributions (3.04(A)). The Plan Administrator will allocate the Employer’s nonelective contribution under the following contribution allocation formula: (Choose one of (a), (b) or (c). Choose (d) if applicable)

o		(a) Nonintegrated (pro rata) allocation formula.
o		(b) Permitted disparity. The following permitted disparity formula and definitions apply to the Plan: (Choose one of (1) or (2). Also choose (3))

	o		(1) Two-tiered allocation formula.
	o		(2) Four-tiered allocation formula.
	o		(3) For purposes of Section 3.04(b), “Excess Compensation” means Compensation in excess of: (Choose one of a. or b.)

	o		a.       % of the taxable wage base in effect on the first day of the Plan Year, rounded to the next highest $       (not exceeding the taxable wage base).
	o		b. The following integration level:            . [ Note: The integration level cannot exceed the taxable wage base in effect for the Plan Year for which this Adoption Agreement first is effective. ]

o

(c) Uniform points allocation formula. Under the uniform points allocation formula, a Participant receives: (Choose (1) or both (1) and (2) as applicable)

	o		(1)            point(s) for each Year of Service. Year of Service means:            .
	o		(2) One point for each $       [ not to exceed $200 ] increment of Plan Year Compensation.

o

(d) Incorporation of contribution formula. The Plan Administrator will allocate the Employer’s nonelective contribution under Section(s) 3.01(c)(2), (d)(1) or (e) in accordance with the contribution formula adopted by the Employer under that Section.

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Allied Capital 401(k) Plan

Qualified nonelective contributions. (3.04(F)). The Plan Administrator will allocate the Employer’s qualified nonelective contributions to: (Choose one of (e) or (f))

o		(e) Nonhighly compensated Employees only.
þ		(f) All Participants.

Related Employers. (Choose (g) if applicable)

o

(g) Allocate only to directly employed Participants. If two or more Related Employers adopt this Plan, the Plan Administrator will allocate all nonelective contributions and forfeitures attributable to nonelective contributions only to the Participants directly employed by the contributing Employer. If a Participant receives Compensation from more than one contributing Employer, the Plan Administrator will determine the allocations under this Section 3.04 by prorating the Participant’s Compensation between or among the participating Related Employers. [ Note: If the Employer does not elect 3. 04(g) , the Plan Administrator will allocate all nonelective contributions and forfeitures without regard to which contributing Related Employer directly employs the Participant. The Employer may not elect 3. 04(g) under a safe harbor 401(k) Plan. ]

17.      FORFEITURE ALLOCATION (3.05) . The Plan Administrator will allocate a Participant forfeiture: (Choose one or more of (a), (b) or (c) as applicable) [ Note: Even if the Employer elects immediate vesting, the Employer should complete Section 3.05. See Plan Section 9.11. ]

þ

(a) Matching contribution forfeitures. To the extent attributable to matching contributions: (Choose one of (1) through (4))

	o		(1) As a discretionary matching contribution.
	þ		(2) To reduce matching contributions.
	o		(3) As a discretionary nonelective contribution.
	o		(4) To reduce nonelective contributions.

þ

(b) Nonelective contribution forfeitures. To the extent attributable to Employer nonelective contributions: (Choose one of (1) through (4))

	o		(1) As a discretionary nonelective contribution.
	o		(2) To reduce nonelective contributions.
	o		(3) As a discretionary matching contribution.
	þ		(4) To reduce matching contributions.

þ

(c) Reduce administrative expenses. First to reduce the Plan’s ordinary and necessary administrative expenses for the Plan Year and then allocate any remaining forfeitures in the manner described in Sections 3.05(a) or (b) as applicable.

Timing of forfeiture allocation. The Plan Administrator will allocate forfeitures under Section 3.05 in the Plan Year: (Choose one of (d) or (e))

o		(d) In which the forfeiture occurs.
þ		(e) Immediately following the Plan Year in which the forfeiture occurs.

18.      ALLOCATION CONDITIONS (3.06) .

Allocation conditions. The Plan does not apply any allocation conditions to deferral contributions, 401(k) safe harbor contributions (under Section 3.01(d)) or to Davis-Bacon contributions (except as the Davis-Bacon contract provides). To receive an allocation of matching contributions, nonelective contributions, qualified nonelective contributions or Participant forfeitures, a Participant must satisfy the following allocation condition(s): (Choose one or more of (a) through (i) as applicable)

o

(a) Hours of Service condition. The Participant must complete at least the specified number of Hours of Service (not exceeding 1,000) during the Plan Year:            .

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Allied Capital 401(k) Plan

o		(b) Employment condition. The Participant must be employed by the Employer on the last day of the                      (designate time period) .
o		(c) No allocation conditions.
o		(d) Elapsed Time Method. The Participant must complete at least the specified number (not exceeding 182) of consecutive calendar days of employment with the Employer during the Plan Year:                      .
o		(e) Termination of Service/501 Hours of Service coverage rule. The Participant either must be employed by the Employer on the last day of the Plan Year or must complete at least 501 Hours of Service during the Plan Year. If the Plan uses the Elapsed Time Method of crediting Service, the Participant must complete at least 91 consecutive calendar days of employment with the Employer during the Plan Year.
o		(f) Special allocation conditions for matching contributions. The Participant must complete at least                      Hours of Service during the                      ( designate time period ) for the matching contributions made for that time period.
o		(g) Death, Disability or Normal Retirement Age. Any condition specified in Section 3.06                      applies if the Participant incurs a Separation from Service during the Plan Year on account of:                      (e.g., death, Disability or Normal Retirement Age).
o		(h) Suspension of allocation conditions for coverage. The suspension of allocation conditions of Plan Section 3.06(E) applies to the Plan.
o		(i) Limited allocation conditions. The Plan does not impose an allocation condition for the following types of contributions:                      . [ Note: Any election to limit the Plan’s allocation conditions to certain contributions must be the same for all Participants, be definitely determinable and not discriminate in favor of Highly Compensated Employees. ]

ARTICLE IV
PARTICIPANT CONTRIBUTIONS

19.      EMPLOYEE (AFTER TAX) CONTRIBUTIONS (4.02) . The following elections apply to Employee contributions: (Choose one of (a) or (b). Choose (c) if applicable)

þ		(a) Not permitted. The Plan does not permit Employee contributions.
o		(b) Permitted. The Plan permits Employee contributions subject to the following limitations:                      .
		[ Note: Any designated limitation(s) must be the same for all Participants, be definitely determinable and not discriminate in favor of Highly Compensated Employees. ]
o		(c) Matching contribution. For each Plan Year, the Employer’s matching contribution made with respect to Employee contributions is:                      .

ARTICLE V
VESTING REQUIREMENTS

20.      NORMAL/EARLY RETIREMENT AGE (5.01) . A Participant attains Normal Retirement Age (or Early Retirement Age, if applicable) under the Plan on the following date: (Choose one of (a) or (b). Choose (c) if applicable)

þ		(a) Specific age. The date the Participant attains age 65 . [ Note: The age may not exceed age 65. ]
o		(b) Age/participation. The later of the date the Participant attains                      years of age or the                      anniversary of the first day of the Plan Year in which the Participant commenced participation in the Plan. [ Note: The age may not exceed age 65 and the anniversary may not exceed the 5th. ]