NATIONAL SERVICE INDUSTRIES INC
10-Q, EX-10, 2000-07-14
ELECTRIC LIGHTING & WIRING EQUIPMENT
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                                                          Exhibit 10(iii)A(1)(b)

                                 AMENDMENT NO. 4
                                     TO THE
                   SUPPLEMENTAL RETIREMENT PLAN FOR EXECUTIVES
                                       OF
                        NATIONAL SERVICE INDUSTRIES, INC.

         THIS AMENDMENT made as of the   1st  day of December, 1996 by NATIONAL
SERVICE INDUSTRIES, INC., a Delaware corporation ("NSI");

                                   WITNESSETH

         WHEREAS,  NSI previously  established the Supplemental  Retirement Plan
for Executives of National Service Industries, Inc.  ("Plan") for the  exclusive
benefit of its eligible executives and their beneficiaries; and

         WHEREAS,  NSI desires to amend the Plan to clarify the benefits payable
upon the death of a participating executive;

         NOW, THEREFORE, the Plan is hereby amended as follows:

                                       1.

         Article IV is hereby  amended by deleting the present  provision in its
entirety and substituting the following in lieu thereof:

                                   "ARTICLE IV

                                 DEATH BENEFITS

                  The  Death   Benefits   payable   following  the  death  of  a
                  Participant shall be determined as follows:

                           (a) Death Prior to Eligibility  for Early  Retirement
                  or Normal Retirement:  No death benefit is provided under this
                  Plan  for   Participants  who  die  prior  to  completing  the
                  eligibility   requirements  for  Early  Retirement  or  Normal
                  Retirement.

                           (b)  Death  After  Attaining  Eligibility  for  Early
                  Retirement or Normal  Retirement:  If a Participant dies while
                  employed  by  the  Company  or  an  Adopting   Employer  after
                  completing the eligibility  requirements  for Early Retirement
                  or Normal Retirement, the Participant's designated beneficiary
                  shall be paid the amount  which would have been payable to the
                  Participant  under  this  Plan  had  the  Participant  retired
                  immediately  prior  to the  moment  of his  death,  with  such
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                                                                         Page 19
                                                          Exhibit 10(iii)A(1)(b)

                  payments  commencing  on the first day of the month  following
                  the  date  of  death  of the  Participant.  The  Participant's
                  beneficiary  shall receive the 120 monthly  payments under the
                  normal form of pension  payment (as  described in Section 3.7)
                  and the payments  shall cease after such 120 monthly  payments
                  have been made.  In computing  the amount  payable  under this
                  Plan,  the  Actuarial   Equivalent  of  any  Group  Term  Life
                  Insurance  benefits (Policy No. 8800-1(52) or its replacement)
                  payable as a result of the  Participant's  death while covered
                  under  Pension  Plan C shall be  deemed to have been paid as a
                  death  benefit  from  Pension  Plan  C.  If  the   Participant
                  terminates  employment  after  satisfying the requirements for
                  Early  Retirement but delays  commencement of his Pension,  he
                  shall be  covered  by the  death  benefit  provisions  of this
                  subsection (b) until his Pension payments commence."

                                       2.

         This Amendment No. 4 shall be effective as of the date  hereof.  Except
as hereby modified, the Plan shall remain in full force and effect.

         IN WITNESS WHEREOF,  NSI has caused this Amendment No. 4 to be executed
by its duly  authorized  corporate  officers as of the date and year first above
written.

                                          NATIONAL SERVICE INDUSTRIES, INC.



                                          By: /S/ DAVID LEVY

ATTEST:



By:/S/ KEN MURPHY



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