EXHIBIT 10.1(c)
AMENDMENT NO. 3
TO THE
CENTURYTEL RETIREMENT PLAN
WHEREAS, the CenturyTel Retirement Plan
(“Plan”) was amended and restated by CenturyTel, Inc.
(the “Company”) effective December 31, 2006;
WHEREAS , certain benefits have been revised via
adoption of new collective bargaining agreements applicable to
certain participants in the Plan;
WHEREAS , certain clarifications must be made to the
December 31, 2006 restated Plan document in order to preserve the
intent of the Plan and the Company; and
WHEREAS , the Company reserved the right to amend the
Plan in Section 12.2 of the Plan.
NOW, THEREFORE,
effective as of the dates shown
below, the Plan is amended as follows:
I.
Section 6.1(a)(6) of the Plan is
amended effective December 31, 2006 to read as
follows:
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In no event shall a Participant’s Accrued
Benefit, expressed as an annual benefit at Normal Retirement Date,
be less than $650, and in no event shall a Participant’s
Accrued Benefit be less than his or her Accrued Benefit (if any) as
of December 31, 2006. The $650 minimum benefit noted in
the previous sentence shall not apply to Participants whose Accrued
Benefit is determined solely under Section 6.1(b) or one of the
Constituent Plans, and shall not apply to Participants who become
Eligible Employees after December 31, 2008.
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II.
Section 6.1(b) of the Plan is
amended effective December 31, 2006, to read as
follows:
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Except as provided in Section 6.1(d) below, for
Participants covered by a collective bargaining agreement that
provides for participation in this Plan, and subject to the
limitations contained in Section 5.7, the Accrued Benefit on normal
retirement for a person retiring on or after January 1, 1990 is a
monthly pension for the life of the Participant equal to the number
of Years of Credited Service (YCS), up to a maximum of thirty (30),
times the sum of 1.3 percent of Final Average Pay (FAP) plus .65
percent of Final Average Pay in excess of Social Security Covered
Compensation (SSCC) as follows:
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YCS (up to 30) X ((1.3% X FAP) + (.65% X (FAP –
SSCC))).
III.
Section 6.1(e) of the Plan is
amended and restated effective December 31, 2006, to read as
follows:
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The minimum benefit provisions of the Plan at
Section 6.1(a)(6) and in the Constituent Plans, are mutually
exclusive and shall not be added to each other, or to any other
benefit, when determining a Participant’s minimum benefit
under the Plan as a whole.
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Effective on and after January 1, 2007, if a
Participant: (i) ceases accruing benefits under a Constituent Plan
portion of this Plan and begins accruing benefits under Section
6.1(a) or (b) or (ii) ceases accruing benefits under Section 6.1(a)
or (b) and begins accruing benefits under a Constituent Plan
portion of this Plan (the date of such cessation and beginning
being his “Transfer Date”), then his combined benefit
under this Plan and the Constituent Plan shall be the greatest
of: (1) his benefit under the Constituent Plan(s) plus
his benefit under Section 6.1(a) and/or (b) (determined without
regard to Section 6.1(a)(6)), (2) his Minimum Benefit (if
applicable) under the Constituent Plan(s) or (3) the benefit under
Section 6.1(a)(6) of this Plan (but only if the Participant accrued
at least some benefits under Section 6.1(a))