Exhibit-4.12j
Date: September 29, 2000
Douglas H. Yaeger (as Chairman of the Board, President and Chief Executive
Officer of Laclede Gas Company), and Gerald T. McNeive, Jr. (as Senior Vice
President - Finance and General Counsel of Laclede Gas Company), pursuant to
resolutions adopted by the Board of Directors on August 28, 1986, which
resolutions, among other things, granted to any two executive officers who
hold one of the following offices: Chairman of the Board; President;
Executive Vice President; or Senior Vice President; the authority to amend
any or all of the benefit plans and/or related trust agreements of the
Company (collectively the "Plans") to the extent such amendments deal with
changes necessary or appropriate: (1) to comply with, or obtain the benefit
of, applicable laws and/or regulations, as amended from time to time; (2) to
reflect minor or routine administrative factors; (3) to clarify the meaning
of any of the provisions of the Plans; and/or (4) to evidence changes in
then existing Plans to reflect the interrelationship thereof with newly
adopted Plans or amendments to Plans, which newly adopted Plans or
amendments affect the terms of such other then existing Plans; do hereby
amend the Employees' Retirement Plan of Laclede Gas Company - Management
Employees, Employees' Retirement Plan of Laclede Gas Company - Contract
Employees, Missouri Natural Gas Division of Laclede Gas Company Retirement
Income Plan, Laclede Gas Company Salary Deferral Savings Plan, Laclede Gas
Company Wage Deferral Savings Plan, Missouri Natural Gas Division of Laclede
Gas Company Savings Plan, and the Missouri Natural Gas Division of Laclede
Gas Company Dual Savings Plan as set forth in the attached exhibits, such
amendments to be effectuated and evidenced by our signatures on said
exhibits.
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AMENDMENTS TO THE LACLEDE GAS COMPANY
WAGE DEFERRAL SAVINGS PLAN
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1. Effective August 1, 2000, the first paragraph of subsection (c) of
Section 7.3 is hereby amended in its entirety, to read as follows:
"(c) The provisions contained in this subsection (c) shall not apply
to an Employee who has at least one (1) hour of service on or
after August 1, 2000. In the case of an Employee who is
participating in a defined benefit plan sponsored by the
Company and who does not have at least one (1) hour of service
on or after August 1, 2000, the sum of the defined benefit plan
fraction and the defined contribution plan fraction for any
limitation year may not exceed one point zero (1.0)."
DOUGLAS H. YAEGER
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Title: Chairman, President and
Chief Executive Officer
GERALD T. MCNEIVE, JR.
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Title: Senior Vice President - Finance
and General Counsel
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AMENDMENTS FOR THE LACLEDE GAS COMPANY
WAGE DEFERRAL SAVINGS PLAN
1. Effective August 1, 2000, the last sentence of Section 2.15 is deleted
in its entirety.
2. Effective November 1, 2000, Section 2.21 is amended in its entirety to
read as follows:
"2.21 "Investment Fund"
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The separate portion of the Fund which is to be invested in
accordance with Sections 6.4, 6.5, 6.6, 6.7 or 6.8 of this Plan."
3. Effective November 1, 2000, a new Section 2.38 is hereby added to read
as follows:
"2.38 "Balanced Fund or Funds"
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The separate portion or portions of the Fund or Funds which are
to be invested in accordance with Section 6.8 of this Plan."
4. Effective August 1, 1997, the last sentence of Section 4.3 is amended in
its entirety to read as follows:
"Amounts so deducted shall be periodically transmitted to the Trustee as
deemed administratively feasible, but in no event shall the amounts so
deducted be transmitted later than the 15th business day of the month
following the month in which the amounts would otherwise have been
payable to the Participant."
5. Effective August 1, 2000, subsection (a) of Section 5.1 is amended in
its entirety to read as follows:
"Subject to subsection (b) of this Section 5.1, for each weekly payroll
period, the Company shall contribute to the Trust under this Plan an
amount (not to exceed four percent (4%) of the Compensation of such
Participant for such payroll period) equal to one-half (1/2) of the wage
deferral of each Participant for such payroll period, provided that the
amount of such Matching Contribution shall not exceed the current and
accumulated profits of the Company."
6. Effective November 1, 2000, Sections 6.8, 6.9, 6.10 and 6.11 shall be
renumbered as Sections 6.9, 6.10, 6.11 and 6.12, respectively, and a new
Section 6.8 is hereby added to read as follows:
"6.8 Balanced Fund
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A Balanced Fund shall consist of a single asset or group of
assets, which is purchased or held for investment by the Trustee
as a single fund or a group of funds, and which is managed and
maintained (either by the Trustee or otherwise)
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according to a pre-established asset allocation target chosen by
the Balanced Fund to enable it to achieve its stated investment
goal. A Balanced Fund will be routinely rebalanced according to a
regular schedule in order to maintain its targeted asset
allocation. The Trustee is specifically authorized from time to
time upon consent by the Company to invest in either a single fund
or multiple funds (including, without limitation, any common,
collective or commingled trust fund established and maintained by
the Trustee for the assets of plans qualified and exempt under
Sections 401 and 501 of the Code, mutual funds or any combination
thereof) which, taken as a whole, satisfy the stated investment
goal of a particular Balanced Fund. There shall be a minimum of
four Balanced Funds established, which funds will be chosen and
maintained with the intent to satisfy three stated investment
goals, which shall be investment time horizons that are determined
to be short-term, intermediate-term and long-term. All assets in
a Balanced Fund shall be held in the name of the Trustee, a
nominee or in bearer form."
7. Effective November 1, 2000, the last sentence of paragraph (b) of
Section 9.2 is amended in its entirety to read as follows:
"Interests in the Equity Fund or Funds, the Fixed Income Fund, the Money
Market Fund and the Balanced Fund or Funds shall always be distributed
in cash."
DOUGLAS H. YAEGER
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Title: Chairman, President and
Chief Executive Officer
GERALD T. MCNEIVE, JR.
------------------------------------------
Title: Senior Vice President - Finance
and General Counsel
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