EXHIBIT 10.10
AMENDMENT NUMBER ONE TO
THE
ROCK-TENN COMPANY SUPPLEMENTAL
EXECUTIVE RETIREMENT PLAN
(AMENDED AND RESTATED EFFECTIVE
AS OF JANUARY 1, 2003)
Pursuant to the power reserved in
§ 8 of the Rock-Tenn Company Supplemental Executive Retirement
Plan (“Plan”), the Committee hereby amends the Plan,
effective as of January 1, 2004 (unless otherwise herein stated),
as follows:
§ 1.
By adding a new § 2.26,
Benefit Service , to read as follows:
2.26. Benefit Service . The
term “Benefit Service” shall mean the
Participant’s years of service used to calculate his or her
SERP III benefit which i s equal to the sum of his or her
Vesting Service plus three (3) more years of
service.
§ 2.
By amending § 3.1(d), SERP
III Benefit , to read as follows:
(d) SERP III Benefit
.
(1) General Rule . If a
Participant is designated as eligible for a SERP III Benefit, his
or her SERP Benefit shall equal the excess, if any, of
(A) over (B) where
(A) equals 3.5833% of his or her
Final Average Compensation multiplied by the number of his or her
years of Benefit Service (up to a maximum of 15 years of Benefit
Service), and
(B) equals the sum of
(1) his
