Amendment to Burlington Northern Santa Fe Corporation Senior Management Stock Deferral Plan

Summary

This amendment, executed by Burlington Northern Santa Fe Corporation, changes the Senior Management Stock Deferral Plan. It allows participants to revise their distribution election after retirement, provided the change is filed at least one year before retirement. All other terms of the plan remain unchanged. The amendment is signed by the company's President and CEO, Matthew K. Rose.

EX-10.5 6 dex105.txt AMENDMENT OF BNSF SENIOR MANAGEMENT STOCK PLAN Exhibit 10.5 Amendment of the BURLINGTON NORTHERN SANTA FE CORPORATION SENIOR MANAGEMENT STOCK DEFERRAL PLAN WHEREAS, BURLINGTON NORTHERN SANTA FE CORPORATION (the "Company") maintains the Burlington Northern Santa Fe Corporation Senior Management Stock Deferral Plan (the "Plan"); and WHEREAS, pursuant to Section 24 of the Plan, the Chief Executive Officer of the Company has the authority to amend the Plan; and WHEREAS, amendment of the Plan now is considered desirable; NOW THEREFORE, effective as of the date of execution of this Amendment, Section 13(b) of the Plan is amended to read as follows: (b) The Participant may revise the election to provide for a different form of distribution following the Participant's date of Retirement, but only if the election is filed with the Company at least one year prior to the Participant's date of Retirement. The Plan shall otherwise remain in full force and effect. Executed this 19th day of November, 2001. ------------------ /s/ Matthew K. Rose - ---------------------------------------------------------------------- Matthew K. Rose, President and Chief Executive Officer