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EXHIBIT 10(w)2
AMENDMENT TO THE
AMENDED AND RESTATED MINNESOTA POWER AND
AFFILIATED COMPANIES EXCUTIVE INVESTMENT PLAN II
The Amended and
Restated Minnesota
Power and Affiliated Companies
Executive Investment Plan II, effective
November 1, 1988, is amended as follows:
1. The heading of Section 7 is amended to read "Financial Hardship,
Change of Law, and Unscheduled Benefit Payments."
2. Effective April 23, 2003, a new Section 7.3 Unscheduled Benefit
Payments is added as follows:
A Participant
may elect at any time
prior to the time that the first
payment from his or her account would otherwise be paid, to withdraw
in a single lump sum all, or a specified portion of the balance of
his
or her Deferral
Account. A Participant
may also make an
election at
any
time subsequent to the
start of installment
payments from his or
her account,
to withdraw in a lump sum the balance of his or her
Deferral Account.
Withdrawals
under this section
will be reduced in
amount by an early
withdrawal penalty
equal to ten
percent of the
amount requested,
which will be deducted
from the amount paid to the
Participant, and
forfeited by the Participant to the Company. Written
notice of election to withdraw under this
