Amendment No. 1 to Rochester Gas and Electric Corporation Supplemental Retirement Benefit Program
This amendment, effective November 1, 2001, modifies the Rochester Gas and Electric Corporation Supplemental Retirement Benefit Program. It states that if there is a change in control of the company, all eligible employees will immediately become fully vested in their plan benefits. Upon termination of employment, or if the committee anticipates such termination, vested benefits will be paid at the same time and in the same form as benefits under the related qualified retirement plan. The amendment is executed by the company's authorized officer.
Exhibit 10-28
ROCHESTER GAS AND ELECTRIC CORPORATION
SUPPLEMENTAL RETIREMENT BENEFIT PROGRAM
Amendment No. 1
Pursuant to Article Six, the Plan is hereby amended, effective November 1, 2001, (1) by deleting the second paragraph of Section 4.3 and (2) by deleting the first sentence of Section 4.3 and substituting in its place the following:
In the event of a Change in Control, all Plan benefits of eligible
Employees shall become fully vested and, upon termination of
employment or by action of the Committee in anticipation of
termination of employment, an eligible Employee shall be paid his
vested benefits at the same time and in the same form as his
associated benefits under the relevant Qualified Plan are paid.
IN WITNESS WHEREOF, the Company has caused this Plan Amendment to be executed by its duly authorized officer this 21st day of November, 2001.
ROCHESTER GAS AND ELECTRIC CORPORATION
Title: Vice President and Corporate Secretary