ARTICLE 4. PARTICIPANT ACCOUNTS
VALUATION OF AN ALLOCATION TO ACCOUNTS

• ANNUAL VALUATION
• DIRECT ROLLOVERS FROM THIS PLAN
• ALLOCATION TO ACCOUNT
• DETERMINATION OF AMOUNT
• REDUCTION OF ACCOUNTS
• INVESTMENT OPTIONS

4.1 ANNUAL VALUATION.
The Trustees will establish and maintain, or will designate a Plan Administrator or Investment Administrator to establish and maintain, appropriate books and records showing the respective interest of all Participants hereunder.

Each Account described in this Article 4.1 will be valued as of each Valuation Date. If the Valuation Date is not a business day, the Participant's Accounts will be valued as of the first business day following the Valuation Date. The value of the Account as of a date other than the Valuation Date will be equal to the value, as of the immediately preceding Valuation Date, plus investment yield, and, if applicable, any Employer Contributions or rollover contributions, as applicable, made after such immediately preceding Valuation Date, without interest.

The following Accounts will be established for each Participant under the Plan, as applicable:

(a) PARTICIPANT ACCOUNT. A Participant Account will be established for each Participant as of his participation date. Such Account will reflect the value of all Employer Contributions on the Participant's behalf, plus investment earnings or losses if any.

4.2 DIRECT ROLLOVERS FROM THIS PLAN.
Effective for distributions made after December 31, 1992, the Participant, Surviving Spouse, or alternate payee who is a Spouse or former spouse, as described in Article 9.4 (herein referred to as the "Distributee") may, in accordance with Code section 401 (a)(3 1) and any rules or regulations thereunder, elect to have all or any portion of an eligible rollover distribution, as defined in Code section 402(c)(4), from this Plan as a direct rollover to an eligible retirement plan, as defined in Code section 402(c)(8)(B) subject to the following:

(a) If the eligible rollover distribution for the taxable year of the Distributee is less than $200 (or such greater de minimis amount which the Plan Administrator or payor is permitted to exclude from the direct rollover option under Code section 401(a)(31) and applicable rules and regulations), the Distributee may not elect a direct rollover. Such distribution will be paid to the Distributee in a single sum payment and the 20% federal tax will not be withheld.

(b) If the amount of the eligible rollover distribution is more than $200 but not more than $500 (or such greater amount as may be permitted under Code section 401(a)(31) and other applicable rules and regulations), the Distributee must elect to have the entire eligible rollover distribution either (i) paid to the Distributee in a single sum payment or (ii) rolled directly to an eligible retirement plan.

(c) If the eligible rollover distribution is more than $500, the Distributee may elect to split the distribution between a direct rollover and a direct single sum payment, provided he direct rollover is at least $500. The portion of the eligible rollover distribution which is not directly rolled to an eligible retirement plan will be subject to a 20% federal tax withholding.

(d) Provided the written explanation described in the last paragraph of this Article 4.2 is timely provided to the Distributee, if the Distributee fails to make a direct rollover election and the amount of the distribution does not exceed $5,000, a single sum payment is deemed to have been elected and the 20% withholding described in Code section 401(a)(31) will apply. If the amount of the distribution exceeds $5,000, it will remain in the Plan until the Distributee makes an election.

(e) The Distributee may revoke a prior election to make (or not make) a direct rollover provided written notice of such revocation is received by the insurance company within a reasonable period prior to the date the distribution is scheduled to be made.

(f) If the Distributee is a Spouse, such Spouse may not elect a direct rollover to a plan qualified under Code section 401(a).

(g) Any direct rollover may be made by cash (wire transfer) or check to the eligible retirement plan's trustee or custodian, as applicable, or to the Distributee (for delivery to the eligible retirement plan's trustee or custodian, as applicable), provided it cannot be negotiated by the Distributee.

(h) In no event may a Distributee elect a direct rollover to more than one retirement plan.

The Plan Administrator must provide each Distributee, within the time and in the manner prescribed by code section 401(a)(31) [including regulations and guidance issued thereunder], and prior to the date of any distribution, with a written, non technical explanation containing all the information required by Code section 402(f). Such written explanation will not apply to any distribution which is in accordance with Article 9.6 or is being made after the Participant has reached his normal retirement date, as defined in Article 6. 1. A Distributee described in the preceding sentence may waive the notice requirement provided he makes a positive election to make or not make a direct rollover.

4.3 ALLOCATION TO ACCOUNT.
Allocations of Trust Fund earnings or losses will be made as follows:

(a) EMPLOYER CONTRIBUTIONS. Employer Contributions made on behalf of a Participant will be allocated to his Participant Account.

(b) TRUST FUND EARNINGS/LOSSES The total amount of Trust Fund earnings or losses will be allocated as of the last day of the Plan year, if applicable, a date other than the last day of the Plan Year, as provided in Article 4.1, among Participant Accounts and Rollover Contribution Accounts, in the ratio that the balance of each such Account, bears to the total balances in such Accounts, for all Participants under the Plan.

4.4 DETERMINATION OF AMOUNT.
As soon as practicable after the Valuation Date, the Trustees or Investment Administrator as delegated, shall determine and fix the amount in each Participant's Account. The amount in each Participant's Account shall be the total of the following:

(a) the amount in the Participant Account, if any, as of the last preceding Valuation Date, plus

(b) the investment yield determined by the Investment Administrator as by self direction to be applicable to the Participant Account on a uniform basis, plus

(c) the Contributions made on behalf of the Employee and eceived by the Plan since the last preceding Valuation Date.

4.5 REDUCTION OF ACCOUNTS.
In no event on any Valuation Date shall the total amount in all Participant Accounts plus administrative expenses exceed the Market Value of the total net assets of the Fund. If such an event should occur, then all existing Participant Accounts shall automatically be proportionately reduced so that the total of all Participant Accounts plus the amount previously established for expenses is not more than the Market Value of total net assets.

4.6 INVESTMENT OPTIONS.

(a) The Trustees shall have the authority to designate and describe one or more investment vehicles through an Investment Administrator, if applicable, which shall be available for the investment of contributions and Participant Accounts.

(b) Initially, it is intended that there will be ten investment vehicles.However, the Trustees have the right to add to or subtract from the number of options or to substitute other investment vehicles at any time.

(c) The Trustees may, from time to time, establish such restrictions,conditions or limitations on the ability of Employees to have contributions made to a specific investment vehicle or to transfer assets from or to a specific investment vehicle and shall have the right to adopt and enforce such other rules as they deem necessary or appropriate with respect to all matters relating to this Section 4.6.

(d) Effective April 1, 1998, each Employee (including for purposes of this Section former Employees, Spouses, Beneficiaries and Alternate Payees with Participant Accounts) shall have the right and the opportunity to designate in writing the manner in which such contributions, and account balances, shall be allocated among the investment alternatives established under Section 4.6(a).

(e) The initial election made by an Employee may be changed on a daily basis and shall be effective as soon as administratively feasible after receipt of notice by the Investment Administrator.

(f) If and to the extent that an Employee fails to designate an allocation for contributions made on his/her behalf or for his/her Participant Account, then the undesignated amounts shall be placed in an investment vehicle to be chosen by the Trustees.

(g) The Plan is intended to constitute a plan described in Section 404(c) and

Title 29, C.F.R. Section 2550.404(c) l. No person who is otherwise a fiduciary of the Plan shall be liable to the designating Participant or to any other person claiming through such Participant for any losses or damages which are the direct and necessary result of investment instructions given by the Participant.