Help for item F.10.

GENERAL:

Select whether Hardship withdrawals are allowed, and if so, specify the Accounts from which they may be made.

Hardships are only permitted from fully-vested Accounts unless other wise specified in F.1.

NOTE: This F.10 may not allow Hardship withdrawals from the Matching Contribution Account if the Plan is a safe harbor 401(k) plan by virtue of making safe harbor Matching Contributions (see C.1).

NOTE: This F.10 may not allow Hardship withdrawals from the Transfer Account if the Plan has received a transfer of assets from a another plan subject to the survivor annuity rules of Code sections 411(a)(11) and 417 (Money Purchase or Defined Benefit Plans). Assets transferred from Money Purchase or Defined Benefit Plans may not be withdrawn prior to Termination of employment. The edit checks to the document checklists will assume that if assets transferred from another plan subject to the survivor annuity rules (item E.20 is "Yes"), the assets will placed in a Participant's Transfer Account.

If "None" is selected, questions regarding Hardship withdrawals are disregarded. Skip to F.20.

The options are as follows:

All Accounts. A Participant may receive a distribution on account of hardship, except from: (x) his Qualified Nonelective Contribution Account, (y) his Matching Contribution Account to the extent such account has been used to satisfy the safe harbor requirements of Code sections 401(k)(12) and/or 401(m)(11), and (z) earnings on his Elective Deferral Account credited after the later of December 31, 1988, and the end of the last Plan Year ending before July 1, 1989.

Selected Accounts Select the appropriate Accounts in F.12.

None

BASIC PLAN DOCUMENT:

EGTRRA Addendum:

The following is added to the end of the hardship provisions in Article 8 the Plan:

A Participant who receives a distribution of Elective Deferrals on account of hardship shall be prohibited from making Elective Deferrals and Voluntary Contributions under this and all other plans of the Employer for six (6) months after receipt of the distribution. A Participant who receives a distribution of Elective Deferrals in calendar year 2001 on account of hardship shall be prohibited from making Elective Deferrals and Voluntary Contributions under this and all other plans of the Employer for six (6) months after receipt of the distribution or until January 1, 2002, if later. Effective January 1, 2001, any requirement that the Participant's limit on Elective Deferrals in the subsequent year be reduced is eliminated.

Section 8.01 Hardship:

(a) Hardship. A Participant may receive a distribution on account of Hardship from the Accounts specified in the Adoption Agreement. Unless otherwise specified in the Adoption Agreement, a Participant shall only be permitted to receive a hardship distribution pursuant to this Section 8.01 from Accounts that are fully vested.

(b) Hardship - Safe Harbor. If the Adoption Agreement provides that the Plan has adopted safe harbor criteria for Hardship withdrawal or if the Adoption Agreement provides that the Plan is a standardized plan, the follow shall apply:

(1) Immediate and Heavy Financial Need. A hardship distribution shall only be made upon the finding of an immediate and heavy financial need where such Participant lacks other available resources. The following are the only financial needs considered immediate and heavy:

(A) Expenses incurred or necessary for medical care, described in Code section 213(d), of the Participant, the Participant's spouse, children or dependents;

(B) The purchase (excluding mortgage payments) of a principal residence for the Participant;

(C) Payment of tuition and related educational fees for the next 12 months of post-secondary education for the Participant, the Participant's spouse, children or dependents; or

(D) The need to prevent the eviction of the Participant from, or a foreclosure on the mortgage of, the Participant's principal residence.

(2) Amount Necessary to Satisfy Need. A distribution will be considered as necessary to satisfy an immediate and heavy financial need of the Participant only if:

(A) The Participant has obtained all distributions, other than hardship distributions, and all nontaxable loans under all plans maintained by the Employer;

(B) All plans maintained by the Employer provide that the Participant's Elective Deferrals (and after-tax contributions) will be suspended for twelve months after the receipt of the hardship distribution;

(C) The distribution is not in excess of the amount of an immediate and heavy financial need (including amounts necessary to pay any federal, state or local income taxes or penalties reasonably anticipated to result from the distribution); and

(D) All plans maintained by the Employer provide that the Participant may not make Elective Deferrals for the Participant's taxable year immediately following the taxable year of the hardship distribution in excess of the applicable limit under Code section 402(g) for such taxable year less the amount of such Participant's Elective Deferrals for the taxable year of the hardship distribution.

(c) Hardship - Non Safe Harbor. If the Adoption Agreement provides that the Plan has not adopted the safe harbor criteria for Hardship and if the Adoption Agreement provides that the Plan is not a standardized plan, the follow shall apply:

(1) Immediate and Heavy Financial Need. A hardship distribution shall only be made upon the finding of an immediate and heavy financial need where such Participant lacks other available resources. Whether a Participant has an immediate and heavy financial need is to be determined based on all relevant facts and circumstances. The need to pay the funeral expenses of a family member would constitute an immediate and heavy financial need and a distribution made to a Participant for the purchase of a boat or television would not constitute a distribution made on account of an immediate and heavy financial need. A financial need may be immediate and heavy even if it was reasonably foreseeable or voluntarily incurred by the Participant.

(2) Amount Necessary to Satisfy Need. A distribution is not treated as necessary to satisfy an immediate and heavy financial need of a Participant to the extent the amount of the distribution is in excess of the amount required to relieve the financial need or to the extent the need may be satisfied from other resources that are reasonably available to the Participant. This determination generally is to be made on the basis of all relevant facts and circumstances. For purposes of this Paragraph, the Participant's resources are deemed to include those assets of the Participant's spouse and minor children that are reasonably available to the Participant. A vacation home jointly owned (regardless of the nature of legal title) by the Participant and the Participant's spouse will be deemed a resource of the Participant. However, property held for the Participant's child under an irrevocable trust or under the Uniform Gifts to Minors Act is not treated as a resource of the Participant. The amount of an immediate and heavy financial need may include any amounts necessary to pay any federal, state, or local income taxes or penalties reasonably anticipated to result from the distribution. A distribution generally may be treated as necessary to satisfy a financial need if the Employer relies upon the Participant's written representation, unless the Employer has actual knowledge to the contrary, that the need cannot reasonably be relieved:

(A) Through reimbursement or compensation by insurance or otherwise;

(B) By liquidation of the Participant's assets;

(C) By cessation of all Participant contributions under the Plan; or

(D) By other distributions or nontaxable (at the time of the loan) loans from Plans maintained by the Employer or by any other employer, or by borrowing from commercial sources on reasonable commercial terms, in an amount sufficient to satisfy the need.

For purposes of this Paragraph, a need cannot reasonably be relieved by one of the actions listed above if the effect would be to increase the amount of the need. For example, the need for funds to purchase a principal residence cannot reasonably be relieved by a plan loan if the loan would disqualify the Employee from obtaining other necessary financing.

The foregoing is only intended to be a brief overview of applicable plan provisions. You should carefully review the entire Adoption Agreement and the entire Basic Plan Document to ensure that your responses to the Adoption Agreement questions accurately reflect the intended design of the plan.

WDHardship