Exhibit 10.44
ELEVENTH AMENDMENT TO
THE FISHER-PRICE PENSION PLAN
WHEREAS, Mattel, Inc.
(“Mattel”) sponsors the Fisher-Price Pension Plan for
the benefit of eligible employees of Fisher-Price, Inc. and certain
other subsidiaries; and
WHEREAS, the provisions of the Plan
are set forth in a 1994 Restatement, as amended; and
WHEREAS, Mattel desires to amend the
Plan to (i) add a joint and 75% survivor annuity optional form
of benefit, (ii) change the actuarial assumptions used to
calculate optional forms of benefit and (iii) revise the
interest rate applicable to retroactive payments made as of a
retroactive annuity start date; and
WHEREAS, in Section 9.1 of the
Plan, Mattel reserved the right to amend the Plan at any time in
whole or in part;
NOW, THEREFORE, to effect the
foregoing, Mattel does hereby declare that the Plan be, and hereby
is, amended as follows effective as of January 1,
2008:
1. The second sentence of the second
paragraph of Section 4.1(a) shall be amended to read as
follows:
“In calculating the actuarial
equivalent of the accrued monthly pension benefit to which the
Participant is entitled at his annuity starting date, equivalence
for benefits as of an annuity starting date prior to
January 1, 2008 shall be determined on the basis of the
factors set forth in Schedule C. Equivalence for benefits as of an
annuity starting date on or after January 1, 2008 shall be
determined on the basis of the RP-2000 Mortality Table (weighted
50% for males and 50% for female) and 7% interest; provided
that , in no event shall the resulting benefit payable as of
such annuity starting date be less than the accrued monthly pension
benefit as of December 31, 2007 payable as of such annuity
starting date based on the assumptions in effect prior to
January 1, 2008.”
2. Section 4.3 shall be deleted
in its entirety and replaced with the following:
“Section 4.3
. Other Optional Forms
.
(a) Joint and 75% Annuity
Option . A Participant may elect to receive a retirement
benefit payable monthly for the life of the Participant and upon
the Participant’s death, if such Participant is survived by
the spouse to whom such Participant was married at the annuity
starting date, for the life of such spouse, in an amount equal to
75% of the benefit payable to such Participant.
(b) Ten Years Certain Option
. A Participant may elect to receive a retirement benefit payable
monthly during his lifetime and terminating with the monthly
payment coinciding with or next preceding the date of his death,
with the provision that 120 monthly payments shall be made in any
event to him or such beneficiary or beneficiaries as he may have
designated. Such election shall be by written notice to the
Company.
If a Participant and his beneficiary
or beneficiaries die after the Particip
