Exhibit 10.20
FIRST AMENDMENT TO
THE
MIRANT CORPORATION DEFERRED
COMPENSATION PLAN
Pursuant to the power to amend
reserved in § 11.1 of the Mirant Corporation Deferred
Compensation Plan (“Plan”), Mirant Corporation hereby
amends the Plan to read as follows effective as of January 1,
2009:
§ 1
By amending § 1.21,
Performance-Based Compensation , to add “and Code
Section 409A” after “Code
Section 162(m)” in such section.
§ 2
By amending § 1.26,
Service , to read as follows:
“ Service ” means
(i) with respect to an Employee, actual employment with the
Participating Company or any Affiliate, and (ii) with respect
to a Director, service as a member of the Board of Directors of the
Company.
§ 3
By amending § 3.1 (a)(i),
First Year of Participation , to read as follows:
First Year of
Participation . A
Director or an Employee shall have 30 days following the date such
individual first becomes eligible to participate in this Plan in
which to execute and deliver to the Committee a Deferral Election
by which he or she elects to defer a designated percentage of
Compensation to be earned during the portion of the Plan Year
remaining after the Deferral Election is made and which, but for
such Deferral Election, would be paid to Participant. However, if a
Director or an Employee is a participant in any other deferred
compensation plan required to be aggregated with this Plan under
409A when such Director or Employee first becomes eligible to
participate in this Plan, the preceding sentence shall not apply.
Such Director or Employee shall instead have until December 31
of the Plan Year in such Director or Employee first becomes
eligible to participat
