Municipal Employees’ Retirement Plan SPD-Title 28.pdfTHE MUNICIPAL EMPLOYEES' RETIREMENT PLAN SUMMARY PLAN DESCRIPTION City of Tulsa 200 Civic Center, Suite 803 Tulsa, OK 74103 Tina

Municipal Employees’ Municipal Employees’ Municipal Employees’ Retirement PlanRetirement PlanRetirement Plan

Summary Plan Description Summary Plan Description and Title 28and Title 28

THE MUNICIPAL EMPLOYEES' RETIREMENT PLAN

SUMMARY PLAN DESCRIPTION

City of Tulsa 200 Civic Center, Suite 803

Tulsa, OK 74103

Tina Fazendine, Manager Insurance and Retirement Services

This booklet is designed to answer your questions in as simple yet factual manner as possible. The contents of this booklet do not create any contractual rights between The Municipal Employees' Retirement Plan and the participant. It is intended only as a summary of present practices, compiled for the general convenience of participants. Of necessity, it cannot be complete in all detail, and cannot supersede or restrict the procedure or authority granted pursuant to City Ordinance. A copy of the City Ordinance governing the Retirement Plan is included at the back of this booklet.

TABLE OF CONTENTS Page INTRODUCTION YOUR PLAN AT A GLANCE......................................................................................1 1. How and When Do You Become a Participant In The Plan? .............................3 2. How Much and What Kinds Of Contributions Do You Make To the Plan? ......3 3. What Contributions Does Your Employer Make Toward Your Retirement Benefit?............................................................5 4. What Must You Do to Become Eligible For Benefits From The Plan ...............5 5. How Does The Plan Calculate The Amount of Your Benefit? ...........................7 6. How Does The Plan Calculate Your Years of Vesting Service and Vested Percentage? ............................................................7 7. How Does The Plan Calculate Your Years of Credited Service? .......................8 8. How Does The Plan Calculate Your Final Average Earnings? ..........................8 9. How Are These Factors Combined To Determine Your Age 65 Annuity From The Plan? ...............................................................9 10. How Does The Plan Calculate Your Benefit If Your Covered Employment Stops Before Age 65? ............................................9 11. Does The Plan Increase Benefit Amounts In Response to Cost-Of-Living Changes? .............................................................12 12. When And To Whom Does The Plan Pay Benefits? ........................................12 13. How Do You Apply For A Plan Benefit? .........................................................14 14. When Are You Eligible For Tax Free Rollover Of A Distribution?.................15 15. What If You Return To Work After You Start Receiving a Benefit?...............15

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16. What Happens If You Die? ...............................................................................15 17. What Must You Do To Designate Your Beneficiary? ......................................17 18. Special Rules For Measuring Credited Service and Vesting Service ...............17 19. May Your Benefits Be Pledged or Transferred? ...............................................19 20. Definitions .........................................................................................................19

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INTRODUCTION The City of Tulsa adopted The Municipal Employees' Retirement Plan in 1960 to provide income for you when you retire. The Retirement Plan also provides other benefits such as income for your family in the event of your death, deferred taxes on contributions you make to the Plan after 1988, and tax sheltered interest on all of your contributions to the Plan. The Retirement Plan has been modified several times over the years. The Plan changes continue to make your Retirement Plan an excellent income base for your future. This booklet gives you information to help you plan for a secure future. Your financial security at retirement depends on three basic factors -- your Retirement Plan benefit, your Social Security benefit and your personal savings and investments. The official text of the Plan is a detailed and complex document. This booklet summarizes benefits under The Municipal Employees' Retirement Plan so that you may understand how the Plan works. If this booklet contains terms you do not understand, look them up in section 20 "Definitions" or contact Tina Fazendine at 569-7429 for further information. You will probably want to review the booklet more carefully as you get closer to retirement. Meanwhile, a general understanding will be helpful -- even if you're just beginning your career. October 1, 2004 City of Tulsa, Oklahoma

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YOUR PLAN AT A GLANCE Here are the highlights of your Retirement Plan and how it operates: Administration A Board of Trustees is responsible for the administration and proper operation of the Plan. The Board is made up of 7 members: Two members who are active Plan Participants, three members who are either the head of a City Department, an elected City official or an appointee of the Mayor in the unclassified service, one member a retired Employee Participant and one member who is not a City employee, elected City official or Plan participant. Each member must be appointed by the Mayor and confirmed by a majority vote of the City Council. The Plan Administrator acts as secretary and the City Attorney of the City of Tulsa, Oklahoma provides advice on legal matters. The Board appoints an actuary who makes annual valuations to determine the adequacy of the funding of retirement benefit liabilities accrued under the retirement program. Investments The funds of the Retirement Plan are invested primarily in property, shares of stock, mutual funds, bonds and mortgages. Highlights ° The Plan is a defined benefit plan which guarantees you a monthly income after

retirement. ° Your contribution is 4% of earnings. Effective January 1, 1989, employee contributions

to the Plan are tax deferred. This means your contributions reduce your taxable income during your working years and you pay no taxes on your contributions until you receive benefit payments from the Plan.

° Your monthly retirement check is based on your final average monthly earnings, your

years of credited service, your age when benefits begin and the form of payment you choose for your benefit. At retirement, many payment options are available. The Board of Trustees may recommend, and the City may approve, "cost-of-living" increases to retirement benefits.

° Other benefits of the Plan include early retirement, disability and death benefits.

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° All of your contributions are vested immediately. This means if you terminate your employment before retirement, you are entitled to receive a refund of your contributions plus interest.

Taxation Your monthly benefit will be taxable to you when you receive it, except for the portion which you contributed to the Plan prior to January 1, 1989, and any optional contributions you may have made to the Plan. Participating Employers The following list shows the employers who contribute to the Plan: City of Tulsa, Oklahoma Indian Nations Council of Governments City of Tulsa-Rogers County Port Authority Tulsa Airport Improvement Trust Tulsa City-County Library Metropolitan Tulsa Transit Authority Tulsa River Parks Authority

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1. HOW AND WHEN DO YOU BECOME A PARTICIPANT IN THE PLAN?

Employees covered by the Plan are referred to in this summary as "participants." To become a Plan participant on or after January 1, 1997, you must be scheduled to work at least forty (40) hours a week as a full time, classified or unclassified, employee of an employer who contributes to the Plan.

NOTE: Employment as a full time, classified or unclassified, employee of an

employer who contributes to the Plan is called "employment requiring contributions" or "covered employment" in this booklet.

You become a Plan participant on the first day of the month coinciding with or next

following your first day of employment. The Plan does not cover: Police officers and firefighters who are eligible to participate in the Oklahoma

Policemen's Pension and Retirement System or the Oklahoma Firefighter's Pension and Retirement System, employees of Metropolitan Tulsa Transit Authority who are eligible to participate in the retirement program negotiated by the bargaining unit, and elected City officials.

If your employment as a full-time, covered employee stops and you later return to

employment as a full-time, covered employee, you will again become a Plan participant on the first day of the month after you return to full-time, covered employment.

2. HOW MUCH AND WHAT KINDS OF CONTRIBUTIONS DO YOU MAKE TO

THE PLAN? There are two types of employee contributions: Basic these are pre-tax contributions (although basic contributions made

to the Plan before 1989 were after-tax contributions) Optional these are after-tax contributions.

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BASIC CONTRIBUTIONS Basic contributions are those contributions which you are required to make toward the

cost of the Plan. Your basic (required) contribution to the Plan is 4% of your earnings. Although you must contribute to the Plan, you are assured that the benefits you and your

beneficiary may receive from the Plan will add up to at least the amount you contributed plus interest.

Because the basic contributions you make to the Plan after 1988 are made from before-

tax pay, you defer federal and state income taxes on these amounts. This means that you have more money to spend or to save than if you made these contributions on an after-tax basis. As shown on the next page, this is a more efficient way to save than if your contributions were made on an after-tax basis.

RETIREMENT PLAN CONTRIBUTIONS (BEFORE-TAX SAVINGS) Covered Pay 30,000.00 Less 4% Contribution 1,200.00Because contributions are Equals Taxable Pay 28,800.00 made on a before-tax basis Less Estimated Withholding* this employee saves $300 Federal -1,612.50 income taxes each year over State - 975.00the cost of saving 4% on an Equals Estimated Take-Home Pay $26,212.50 after-tax basis, such as in a bank savings account. SAVINGS ON AN AFTER- TAX BASIS Covered Pay 30,000.00 Less Estimated Withholding* Federal -1,792.50 State -1,056.00 Less 4% Savings 1,200.00 Equals Estimated Take-Home Pay $25,951.50 *Based on 4 withholding allowances - married with two children, for example. The

larger withholding amount is for federal taxes; the smaller withholding amount is for state taxes.

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OPTIONAL CONTRIBUTIONS You are eligible to make optional contributions only if you were making optional

contributions prior to January 1, 1988. Your optional contributions are made on an after-tax basis, which means they are subject to federal and state income taxes. The contribution level must be at least 2% but cannot be more than 10% of your earnings.

If you are making optional contributions you may, once during a twelve month period: • Change your level of contributions • Stop your contributions and/or • Withdraw your contributions.

Special rules apply if you withdraw your optional contributions. Your optional contributions to the Plan must stop and may not resume in the future. If you withdraw your contributions for any reason other than termination of employment, you will receive the total interest earned on your optional contributions minus a forfeiture of six percent of that total interest. Because the interest on your optional contributions is taxable when paid to you, the Plan must apply tax reporting and withholding rules.

3. WHAT CONTRIBUTIONS DOES YOUR EMPLOYER MAKE TOWARD

YOUR RETIREMENT BENEFIT? Your employer's contribution is determined with the help of an actuary. An actuary is

an independent expert who calculates how much money the employer must put into the Plan to pay for your retirement benefits. For example, in 2003, the employer contributions to the Plan equaled 6.3% of covered employees' earnings.

4. WHAT MUST YOU DO TO BECOME ELIGIBLE FOR BENEFITS FROM THE

PLAN? As previously explained, you are eligible to receive a return of your contributions to the

Plan, plus interest, in a single lump sum, after your employment requiring contributions terminates. To receive Plan benefits other than this lump sum return of contributions, you must stay in covered employment to age 65 or complete a specified number of years of vesting service, as the following paragraphs explain. (For an explanation of how the Plan measures your "Vesting Service," see Question 6 of this summary.)

a. Termination After Five or More Years of Vesting Service. If your employment

requiring contributions stops before you reach age 65 and after you have completed five years of vesting service, you may receive either:

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i. A percentage (determined by the Vesting Schedule) of your full benefit beginning:

• at age 55, or • at age 65, or (See Question 6 for the Vesting Schedule.) ii. You may withdraw your contributions and forfeit any further benefit. NOTE: Your benefit may be larger if your employment requiring contributions stops after, rather than before, age 55. (See Question 10 for details.) b. Termination After Age 55 and Five or More Years of Vesting Service. If you

reach age 55 and complete at least five years of vesting service before your employment requiring contributions stops, you may retire and receive a percentage of your full retirement benefit. (See Question 10 to determine how to calculate your benefit amount.)

c. Termination After Age 55. If your employment requiring contributions stops and

your vesting service plus your age equals 80, you may retire and receive your full retirement benefit. (See Question 9 to determine how to calculate your benefit amount.) (Employees whose employment requiring contributions terminated before August 1, 1996 were required to be at least age 55 before their covered employment terminated in order to receive this benefit.)

d. Termination After Age 65 (Normal Retirement Age). If you reach age 65 before

your employment requiring contributions stops, you may retire and receive your full retirement benefit. (See Question 9 to determine how to calculate your benefit amount.)

e. Disability. If you become disabled after at least 5 years of vesting service,

special rules may apply to the calculation of your retirement benefit. (See Question 18 for further details.)

f. Death. If you die before receiving benefits from the Plan, your retirement benefit

will be paid to your spouse or your designated beneficiary. (See Question 16 for a description of the Plan's death benefits.)

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5. HOW DOES THE PLAN CALCULATE THE AMOUNT OF YOUR BENEFIT? Your benefit is based on your vesting service, your credited service and your final

average earnings. These terms are explained in questions 6, 7 and 8. Question 9 explains how the Plan combines all of these factors to calculate your benefit.

6. HOW DOES THE PLAN CALCULATE YOUR YEARS OF VESTING SERVICE

AND VESTED PERCENTAGE? You earn vesting service for all periods during which you make basic (required)

contributions to the Plan. Vesting service also includes periods before you are eligible to enter the Plan and begin making basic (required) contributions (because you were too young or had not worked long enough), if your employer was contributing to the Plan for that period. Your vesting service does not include any period during which your employer did not contribute to the Plan.

If you terminate employment covered by the Plan before January 1, 1995, you may

determine your vested percentage by adding your years of vesting service and referring to the table below:

Years of Vesting Service Vesting Percentage Less than 5 0% 5 50% 6 60% 7 70% 8 80% 9 90% 10 100% * For each completed month, in excess of completed years, an additional .833 will be added to the above vesting percentages. Example: the vesting percentage for 5 years and 3 months would be .52500.

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If you terminate employment covered by the Plan after December 31, 1994, you may determine your vested percentage by adding your years of vesting service and referring to the table below:

Years of Vesting Service Vesting Percentage Less than 5 0% 5 or more 100% Your vested percentage is 100% if you continue covered employment to age 65. Also,

if you were a participant in the Plan on July 15, 1983 and were at least age 55 on that date, you are 100% vested in a retirement benefit from the Plan, beginning after age 55, regardless of your years of vesting service.

7. HOW DOES THE PLAN CALCULATE YOUR YEARS OF CREDITED

SERVICE? Your credited service is generally the period of time during which you contribute to the

Plan. Your credited service is used in determining the amount of your benefit. Credited service is measured in full years and completed calendar months. If your covered employment continued past September 1, 1990, your credited service also includes periods before age 25 and after you complete 12 consecutive months of employment with a participating employer, assuming you entered the Plan when you were first eligible. If you were employed prior to September 1, 1999 and were still employed on that date, your credited service begins the first day of the month coinciding with or next following your first day of employment. For special rules regarding the measurement of credited service, see Question 18.

8. HOW DOES THE PLAN CALCULATE YOUR FINAL AVERAGE EARNINGS? Your final average earnings are the average monthly earnings you received during your

highest paid 36 consecutive months with a participating employer out of your last 60 months of employment. For the purposes of the Plan, your earnings include your monthly base earnings, calculated before deductions from pay for contributions to this Plan, to the Employer’s 457 plan or to any other tax qualified plan of the Employer. Your earnings do not include overtime pay, reimbursement for travel or other expenses, service pay or other special payments, and do not include amounts in excess of tax code limits.

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99.. HHOOWW AARREE TTHHEESSEE FFAACCTTOORRSS CCOOMMBBIINNEEDD TTOO DDEETTEERRMMIINNEE YYOOUURR AAGGEE 6655 AANNNNUUIITTYY FFRROOMM TTHHEE PPLLAANN??

FFoorr bbeenneeffiitt ppaayymmeennttss bbeeggiinnnniinngg oonn oorr aafftteerr,, SSeepptteemmbbeerr 11,, 22000044 tthhee RReettiirreemmeenntt PPllaann

ffoorrmmuullaa ffoorr ccaallccuullaattiinngg yyoouurr mmoonntthhllyy aannnnuuiittyy ppaayymmeennttss bbeeggiinnnniinngg aatt aaggee 6655 iiss:: SStteepp 11:: 22..3355%% XX YYoouurr ffiinnaall aavveerraaggee eeaarrnniinnggss XX YYoouurr yyeeaarrss aanndd mmoonntthhss ooff ccrreeddiitteedd sseerrvviiccee uupp ttoo 3355 yyeeaarrss

PPLLUUSS SStteepp 22:: MMuullttiippllyy tthhee rreessuulltt bbyy yyoouurr vveesstteedd ppeerrcceennttaaggee.. ((SSeeee QQuueessttiioonn 66..)) TThhee rreessuulltt iiss tthhee

mmoonntthhllyy bbeenneeffiitt ppaaiidd ffoorr yyoouurr lliiffeettiimmee oonnllyy,, bbeeggiinnnniinngg aatt aaggee 6655.. ExampleExample:: TToo sseeee wwhhaatt tthhiiss mmeeaannss,, lleettss llooookk aatt JJooee SSoooonneerr,, wwhhoo ssttaarrtteedd ccoonnttrriibbuuttiinngg ttoo tthhee

PPllaann aass aa CCiittyy ooff TTuullssaa eemmppllooyyeeee wwhheenn hhee wwaass 2277.. JJooee hhaass bbeeeenn wwoorrkkiinngg ffoorr tthhee CCiittyy ooff TTuullssaa ccoonnttiinnuuoouussllyy ffoorr 3388 yyeeaarrss.. IInn 22000044,, JJooee rreeaacchheess aaggee 6655 aanndd hhiiss ffiinnaall aavveerraaggee eeaarrnniinnggss aarree $$22,,550000 ppeerr mmoonntthh.. HHeerree iiss hhooww JJooee ffiigguurreess hhiiss rreettiirreemmeenntt iinnccoommee..

SStteepp 11:: 22..3355%% XX JJooee’’ss ffiinnaall aavveerraaggee eeaarrnniinnggss XX JJooee’’ss yyeeaarrss ooff ccrreeddiitteedd sseerrvviiccee == ..00223355 XX $$22,,550000 XX 3388 == $$22,,223322..5500 SStteepp 22:: VVeesstteedd PPeerrcceennttaaggee == 110000%% ((bbeeccaauussee JJooee hhaass mmoorree tthhaann ffiivvee yyeeaarrss ooff vveessttiinngg sseerrvviiccee aanndd bbeeccaauussee JJooee ccoonnttiinnuueedd iinn ccoovveerreedd eemmppllooyymmeenntt ttoo aaggee 6655)).. MMoonntthhllyy BBeenneeffiitt $$22,,223322..5500 Joe's monthly income for his life only from the Plan beginning at age 65 is $2,232.50.

This amount assumes that Joe made no optional (after-tax) contributions to the Plan. Optional contributions would increase Joe's benefit. Joe's benefit from the Retirement Plan is also in addition to any benefit he may receive from Social Security. Also, Joe's benefit may be increased for cost-of-living adjustments recommended by the Board of Trustees and approved by the Mayor and City Council. (See Question 11 for more information on cost-of-living adjustments.)

You should remember that your financial security at retirement depends on three factors -- your Retirement Plan benefit, your Social Security benefit and your own savings.

NOTE: If you participated in the Plan before 1974, the Plan may provide a minimum

benefit calculated according to the Plan's pre-1974 formula. 10. HOW DOES THE PLAN CALCULATE YOUR BENEFIT IF YOUR COVERED

EMPLOYMENT STOPS BEFORE AGE 65? Your benefit will be reduced if you take early retirement. The reduction in your benefit

will depend on your age at the time you wish to have your retirement income begin.

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Your benefit will also be reduced if you elect a payment option that provides payments to a beneficiary. This type of reduction is called an actuarial reduction. This means that your benefit is calculated so that, on the average, your benefits (and any to your beneficiary) are of equal value.

You may elect to receive benefits from the Plan before you reach age 65 if you qualify.

The Plan offers three types of early retirement. For benefit payments beginning on or after August 1, 1996, the benefit formula for each type of early retirement is as follows:

a. Vested Deferred Early Retirement Benefit. If you leave employment requiring contributions before age 65 with at least five

years of vesting service and without withdrawing your basic contributions from the Plan, you are eligible for a monthly retirement benefit. This benefit is called a Vested Deferred Retirement Income and is calculated using the normal retirement benefit formula. (See Question 9 for the normal retirement benefit calculation.)

You may elect to receive an early benefit at age 55. This benefit is calculated by

reducing the benefit you would receive at age 65 to reflect the longer payment period due to your younger age. For example, let's assume you retire after September 1, 2004 at age 55 with 15 years of vesting service and credited service and your final average monthly earnings are $2,500. The formula for calculating your monthly early retirement benefit beginning at age 55 is:

SStteepp 11:: 22..3355%% XX ffiinnaall aavveerraaggee eeaarrnniinnggss XX yyeeaarrss aanndd mmoonntthhss ooff ccrreeddiitteedd sseerrvviiccee == ..00223355 XX $$22,,550000 XX 1155 == $$ 888811..2255 SStteepp 22 MMuullttiippllyy tthhee rreessuulltt bbyy yyoouurr vveesstteedd ppeerrcceennttaaggee.. $$888811..2255 XX 110000%% == $$ 888811..2255 Step 3: Apply actuarial reduction to determine benefit payable at age 55. $881.25 monthly

benefit payable at age 65 is reduced to $315.49 benefit payable at age 55. This reduction is calculated by the Plan’s actuary.

This example shows that if you were eligible for a monthly benefit of

$881.25 payable at age 65, the actuarial reduction of this benefit when paid as a vested deferred benefit at age 55 would result in a benefit of $315.49.

Vested Deferred Early Retirement Factors

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Age 64 --------------- .893 Age 59 --------------- .526 Age 63 --------------- .799 Age 58 --------------- .476 Age 62 --------------- .717 Age 57 --------------- .432 Age 61 --------------- .645 Age 56 --------------- .393 Age 60 --------------- .582 Age 55 --------------- .358 For each completed month over the whole age, you will receive a higher

percentage. Example: Age 55 and 2 months would be 36.4% (.364). b. Subsidized Early Retirement Benefit. If you contributed to the Plan at or after age 55 and have completed at least five

years of vesting service, you may receive an early monthly retirement benefit. Your benefit will be calculated by reducing the normal retirement benefit by 2.50% for each year that the start of payments begin before age 65. This reduction is more generous to you than the reduction for the "vested deferred early retirement" benefit described in the preceding paragraph. For example, here is how Step 3 of the benefit calculation shown in the preceding paragraph (again, assuming you retire in 2004 at age 55 with at least 5 years of vesting service) for a "vested deferred early retirement benefit" would change if it was for a "subsidized early retirement benefit":

Step 3: Reduce the result by 2.50% for each year by which the start of payments begin

before age 65. 10 years X 2.50% = 25% $881.25 - (25% x $881.25) = $660.94 The result of the "subsidized early retirement benefit" in this example is $345.45

more per month than the "vested deferred early retirement benefit" you would receive at age 55 if you left covered employment before age 55.

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c. Unreduced Early Retirement Benefit (“Rule of 80.”) If your age plus your years of vesting service equal 80 years or more, you are

eligible for a special unreduced early retirement benefit. Your benefit will be the same amount as if you were age 65, not 55, when payments begin. (Before August 1, 1996, a participant had to contribute to the Plan at or after age 55 to be eligible for this “Rule of 80.”)

For example, let's look at how Joe's benefit (calculated above) would be

calculated if Joe retired with final average earnings of $2,500 per month at age 55 in 2004, instead of retiring at age 65. At age 55, Joe would have 28 Years of Credited Service.

SStteepp 11:: 22..3355%% XX $$22,,550000 XX 2288 == $$11,,664455 SStteepp 22:: VVeesstteedd PPeerrcceennttaaggee == 110000%% == $$11,,664455 SStteepp 33:: NNoo rreedduuccttiioonn ffoorr eeaarrllyy rreettiirreemmeenntt bbeeccaauussee ““RRuullee ooff 8800”” aapppplliieess ((JJooee’’ss aaggee,, 5555,, pplluuss 2288

yyeeaarrss ooff CCrreeddiitteedd SSeerrvviiccee,, eeqquuaallss 8833,, wwhhiicchh iiss mmoorree tthhaann 8800)).. 11. DOES THE PLAN INCREASE BENEFIT AMOUNTS IN RESPONSE TO COST-

OF-LIVING CHANGES? From time to time, the Board of Trustees and the Mayor may increase Plan benefits for

those who are receiving monthly benefit payments (retired Participants or beneficiaries of retired Participants). These cost-of-living increases are not required, so you cannot be certain of future increases.

12. WHEN AND TO WHOM DOES THE PLAN PAY BENEFITS? If you leave with at least five years of vesting service, the Plan gives you the

opportunity to select one of the following benefit payment options: a. Life Annuity (Normal Form for Single Participant). The Life Annuity pays you a

monthly benefit for your lifetime. Payments end when you die. The Plan will pay your benefits in a Life Annuity unless you elect a different form of payment.

b. Joint and Survivor Option. (Normal Form for Married Participant.)

i. 1/2 Joint and Survivor. This option pays you a benefit for your lifetime and continues monthly payments to your surviving spouse or other designated beneficiary after your death. This benefit pays you a smaller monthly benefit than you would get under the Life Annuity because payments are expected to be made over two lifetimes instead of one and is calculated using your age and your spouse or beneficiary’s age at your

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retirement. If you die before your spouse or beneficiary, 50% of your benefit will be paid each month for the lifetime of your spouse or beneficiary. If your spouse or beneficiary dies before you do, your benefit payment stops at your death.

ii. 3/4 or 2/3 Joint and Survivor. These options are similar to the 1/2 Joint

and Survivor, but they will provide three fourths or two thirds of your monthly benefit to your spouse or beneficiary after your death. If you choose one of these options, your monthly benefit will be smaller than the 1/2 Joint and Survivor because a larger monthly benefit will be payable to your surviving spouse or beneficiary.

iii. Joint and Survivor with Pop-Up. If the survivor is your spouse, this

option is available with the 1/2, 2/3 or 3/4 Joint and Survivor options. With this option, if your spouse dies on or after the date the benefit has commenced but before you do, your benefit will convert to a Life Annuity benefit. In other words, the monthly benefit “pops” back up to the amount you would have received if you were not providing for a spouse.

c. Guaranteed Period Income - 5 and 10 Year. Under this option, benefits are paid monthly for your lifetime, with payments

guaranteed to last a total of 5 or 10 years, as you elect, even if you die before that 5 or 10 year period expires. For example, if you elect the 10 year guaranteed period and you die after receiving payments for only eight years, your designated beneficiary would continue to collect the same monthly benefit amount for two years -- the rest of the guaranteed period. If you die after receiving benefits for 10 years, the payments stop with your death. Monthly benefits under this option are smaller than the Life Annuity because they must be paid for the guaranteed period.

d. Level Income Option. If you begin receiving a Life Annuity or Joint and Survivor Annuity before you

reach age 62 or age 65, you may elect to have an increased monthly payment until you begin receiving Social Security. Then, when you start receiving Social Security benefits, your monthly payment from the Plan will be reduced. This allows your retirement income to stay approximately level before and after Social Security benefits begin. The adjustment to your benefit is made according to tables prepared by the Plan's actuary.

e. Partial Lump Sum Payment – One, Two and Three 1255:MAB

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This option pays you a monthly benefit for your lifetime and provides a one time partial lump sum payment equal to one, two or three times the annual annuity. This benefit pays you a smaller monthly benefit than you would receive under the Life Annuity because of the immediate distribution of funds and is calculated using your age and the number of years of annuity benefits paid as a partial lump sum. This option is available to participants who are eligible on or after March 1, 2000 for a Normal Retirement Income or Early Retirement Income, and to a surviving spouse of an active participant who has five or more years of continuous employment. You cannot be reemployed after you receive a Partial Lump Sum distribution.

f. Small Payments.

If your monthly benefit is less than $15.00, you will automatically receive a

lump sum payment that the Plan's actuary determines to be equal to your future monthly payments.

13. HOW DO YOU APPLY FOR A PLAN BENEFIT? The normal form of payment for a married participant is a 1/2 Joint and Survivor

Annuity paid to the participant and spouse. The normal form of payment for a non-married participant is a Life Annuity. If you want to receive your retirement income in a form other than an annuity for your life (if you are not married) or a 1/2 Joint and Survivor Annuity to you and your spouse (if you are married), you must elect one of the optional forms of payment prior to the start of your retirement payment. The optional forms of payment are a Life Annuity, a Joint and Survivor Annuity with someone other than your spouse as the beneficiary of the survivor benefit, a Joint and Survivor with Pop-Up, a Guaranteed Period Income, a Level Income Option, or Partial Lump Sum. If you are married when benefit payments begin, your election of an optional payment form will not be effective (and benefits will be paid as a Joint and Survivor Annuity to you and your spouse) unless your spouse consents in writing to the optional payment form. You may elect an optional form of retirement income or change the designated beneficiary at any time prior to the start of your payments.

If you elect an optional form of payment or change your designated beneficiary, you

must complete the appropriate form provided by the Plan Administrator and, within six months after the election but before you start receiving payments, provide proof of the age of your designated annuitant.

Your election of an optional form of retirement income will be irrevocable when

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14. WHEN ARE YOU ELIGIBLE FOR TAX FREE ROLLOVER OF A DISTRIBUTION?

If you receive a taxable distribution from the Plan that is not part of a series of payments

over 10 or more years, and if, within 60 days after the date on which you receive the distribution, you roll over the distribution (minus any of your after tax contributions to the Plan) to an Individual Retirement Account or Individual Retirement Annuity (“IRA”), or to a qualified employee plan of a new employer, you are not required to include the amount so transferred in your taxable income for the year of distribution. (You may elect to transfer all or any part of the amount eligible. However, any portion not transferred will be taxable as ordinary income in the year of distribution without the benefit of the special five-year or ten-year averaging provision.) Any amounts transferred may be subject to various restrictions and requirements, and amounts received afterward from the IRS or plan to which they were transferred may receive less favorable federal income tax treatment than the original lump sum distribution would have received had it not been transferred. NOTE: To avoid a 20% federal withholding tax on a distribution that is eligible for rollover, you may need to instruct the Plan to make a direct transfer of your taxable distribution to any IRA or to another tax qualified plan that accepts such transfers.

15. WHAT IF YOU RETURN TO WORK AFTER YOU START RECEIVING A

BENEFIT? If you return to employment requiring contributions after you begin to receive benefits

from the Plan, your retirement benefit will stop on the day you start working. Your benefit will begin again on the first day of the month following termination of your employment requiring contributions. You will be required to make basic employee contributions when you return to covered employment. If you return to employment requiring contributions and then terminate, your retirement benefit will be redetermined based on your increased service, age and contributions. If you elect a Partial Lump Sum, you will not be able to return to work after you have received the Partial Lump Sum distribution.

16. WHAT HAPPENS IF YOU DIE? Death benefits your spouse or beneficiary may receive from the Plan will depend on

when your death occurs. a. Benefits Paid to Your Spouse If You Die While in Employment Requiring

Contributions and While You Are Eligible for Early Retirement. If you die while you are in employment requiring contributions but after you

have completed at least five years of vesting service and after being legally 1255:MAB

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married for at least one year immediately before your death, your spouse will receive a death benefit paid monthly for the rest of his or her life. The benefit will be equal to 50% of the monthly Life Annuity benefit you would have received from the Plan had you retired on the day of your death. This amount will be reduced if your surviving spouse elects the Partial Lump Sum payment option. This amount will be reduced by .75% for each full year in excess of five years by which your spouse's age is less than yours.

You may elect a Special 3/4 or 2/3 Joint and Survivor benefit if you want to

leave your spouse a greater income than the 50% benefit described above. If you die after reaching age 55 and while in employment requiring contributions but before beginning to receive your retirement benefits and you elected a Special 3/4 or 2/3 Joint and Survivor income option before your death and name your spouse as the beneficiary, your spouse will receive this benefit upon your death. This benefit provides a greater income than the 50% benefit the Plan otherwise pays to your spouse if you die while you are still working. A special rule extends the availability of this extra surviving spouse benefit to certain disabled persons who are not working at age 55. The special rule states that if you are qualified for and receive long term disability benefits from your employer's long term disability program or from Social Security, you have 5 or more years of vesting service, and you reach age 55 while disabled, you may elect this special Joint and Survivor's Income option. (See page 17.)

If you elect the special 3/4 or 2/3 Joint and Survivor benefit and live to

retirement, your monthly Life Annuity will be reduced slightly to take into consideration the period your spouse was covered by this benefit. Your payment will be reduced as follows:

Option Elected Amount of Reduction 2/3 .32% for each year of coverage 3/4 .48% for each year of coverage You may revoke this election prior to your death or start of your retirement

benefits. If you do not revoke this election, your retirement benefit will be paid in the 2/3 or 3/4 Joint and Survivor annuity form after you retire.

NOTE: This option is not available for a Vested Deferred Participant. Also, if

you die while in covered employment and you were not married for at least one year at death, your beneficiary will receive a death benefit equal to your basic and optional contributions to the Plan with interest.

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b. Benefits Paid to Your Spouse or Beneficiary If You Die Before You Become Eligible for Plan Benefits.

If you die before you are age 65 and with fewer than five years of vesting

service, your spouse or beneficiary will receive a death benefit equal to your basic and optional contributions to the Plan, with interest (minus any benefits you received from the Plan before your death).

c. Benefits Paid to Your Spouse or Beneficiary If You Die After Vested Deferred Termination.

If you die after your employment requiring contributions stops and before

you start receiving a monthly benefit from the Plan, your spouse or beneficiary will receive your basic employee contributions and any optional contributions, with interest (minus any benefits you received from the Plan before your death). Your spouse or beneficiary will not be entitled to a Joint and Survivor benefit.

d. Death After Beginning to Receive a Plan Benefit. If you die after you begin to receive benefit payments from the Plan, your

spouse or beneficiary will receive a benefit based on the form of payment you chose at retirement.

17. WHAT MUST YOU DO TO DESIGNATE YOUR BENEFICIARY? You have the right to designate and change beneficiaries by completing and submitting

a form designed for beneficiary designation. If at the time of your death there is no designated beneficiary, payment of your death benefit will be made to your estate.

18. SPECIAL RULES FOR MEASURING CREDITED SERVICE AND VESTING

SERVICE Service Before You Entered the Plan If you began contributing to the Plan when it first went into effect on May 1, 1960 (or if

you began contributing to the Plan on the first day after May 1, 1960 that you were permitted to contribute), your credited service includes full years and completed months of employment with a participating employer prior to May 1, 1960 after: (a) you worked three full years and reached age 30, if your covered employment ended before September 1, 1990, or (b) you completed 12 months of employment if you were employed in covered employment, or if you were on authorized leave of absence from covered employment, on September 1, 1990.

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BREAKS IN SERVICE Leave of Absence, Layoff In general, you will continue to accrue vesting service and credited service through the

end of the month in which your pay from a participating employer stops and for the 30 days immediately following the date your pay stops if your pay stops due to a leave authorized by the employer.

You will not continue to accrue credited service or vesting service during a leave of

absence or layoff if it lasts more than 30 days. Military Service If you leave Employment Requiring Contributions to join the military and you return to

Employment Requiring Contributions within the period that your reemployment rights are protected by law, you will receive vesting service and credited service for that period of military service. You will not receive Earnings for that period of military service.

Long Term Disability A long term disability is a disability for which you receive long term disability benefits

from a participating employer or from Social Security. You will continue to accrue credited service for a period of long term disability if you have at least 5 years of vesting service when the disability caused you to terminate Employment Requiring Contributions or go on leave of absence.

If you recover from a long term disability or you are no longer eligible for benefits

under the disability insurance program or Social Security, the credited service you receive for the time you were disabled will only count toward a Vested Deferred Early Retirement Income as described in Question 10 unless you return to work for a participating employer within 30 days after your long term disability benefits stop. Also, the credited service you earn while disabled will count only toward a Vested Deferred Early Retirement Income if (a) you reach age 55 and elect to take early retirement while disabled, or (b) you elect to take early retirement within 30 days after your long term disability benefits cease. In addition, the credited service you earn while disabled will not count toward the “Rule of 80”.

Excluded Periods of Credited Service Your credited service for all periods will be canceled if you withdraw your basic

employee contributions. 1255:MAB

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Restoring Credited Service Upon Rehire Rehire as a Nonvested Employee. If you terminate employment as a nonvested employee, credited service accrued before your termination can be restored. To be entitled to your prior credited service, you must pay the Plan the amount the Plan determines to be necessary, based on actuarial calculations. Repayment must be paid within 12 months of your return to the Plan. If less than the full amount is repaid within the specified time, the total amount will be refunded with interest, and you will not receive any previously accrued credited service. Rehire as a Vested Employee. If you terminate your employment as a vested employee and you do not receive a refund of your contributions, you will be entitled to all of your prior credited service upon reemployment (provided you have not begun receiving a retirement benefit). 19. MAY YOUR BENEFITS BE PLEDGED OR TRANSFERRED? Except for any payments to a former spouse or for child support under a qualified

domestic relations order, you cannot pledge or transfer your benefits under the Plan before you receive them and your benefit is not subject in any manner to alienation, sale, transfer, assignment, pledge, encumbrance, anticipation, charge, garnishment, execution or levy of any kind.

20. DEFINITIONS Here are definitions of some important terms used to describe your Retirement Plan. "Beneficiary" means the person or persons who become entitled to receive payments in

the event of your death. (See Question 17.) "Covered Employment" means employment as an Employee of an employer

participating in the Plan. (See Question 1.) "Credited Interest" means the annual interest percentage rate the Plan credits to your

contributions to the Plan calculated as follows:

Basic Employee Contributions. May 1, 1960 through December 31, 1973: 3.50%. January 1, 1974 through December 31, 1975: 4.00%. January 1, 1976 to present: 5.00%.

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Optional Employee Contributions. May 1, 1960 through December 31, 1973: 3.50%. January 1, 1974 through December 31, 1975: 4.00%. January 1, 1976 to present: 6.00%. "Credited Service" means the period of employment used to calculate the amount of

your Plan benefit. (See Questions 7 and 18.) "Earnings" means the pay used to calculate your benefits from the Plan. Your earnings

include your monthly basic earnings, your basic employee contributions to this Plan and your pre-tax contributions to certain other employer sponsored plans, but exclude pay for overtime, reimbursement for travel or other expenses, service pay or other special payments. (See Question 8.)

"Employee" means a full time classified or unclassified employee who normally works

at least 40 hours. (See Question 1.) "Employment Requiring Contributions" means employment as an Employee of an

employer participating in the Plan. (See Question 1.) "Final Average Earnings" means the covered pay you receive from the employer during

the 36 highest paid consecutive months of the last 60 months of your employment. Your Final Average Earnings are used in calculating your benefit. (See Question 8.)

"Joint and Survivor" is a term used to describe a form of pension benefit under which

lifetime payments continue to your spouse or beneficiary after your death. (See Question 12.)

"Life Annuity" is a term used to describe a form of pension benefit under which you

receive equal monthly amounts for life and no benefits continue after your life. (See Question 12.)

"Long Term Disability" means a physical or mental condition for which a long term

disability insurance benefit is paid by the employer or Social Security. (See Question 18.)

"Normal Retirement" means the first day of the month on or after your 65th birthday.

“Partial Lump Sum” is a term used to describe a form of pension benefit which provides a one time partial lump sum payment equal to one, two or three times the annual annuity. The monthly annuity benefit is then reduced.

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"Vested Deferred" means a right to a benefit from the Plan at a later date. A vested deferred benefit may begin at age 65 or, if the participant elects, reduced payments can begin as early as age 55. (See Question 10.)

"Vesting Service" means the period of your employment used to determine the vested

percentage of your Plan benefit. (See Questions 6 and 18.)

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PLAN FACTS Plan Name: The Municipal Employees' Retirement Plan Plan Trustee: Board of Trustees Plan Year: January 1 to December 31 Plan Address: The Municipal Employees' Retirement Plan City of Tulsa, Human Resources 200 Civic Center, Room 803 Tulsa, OK 74103 (918) 596-7429 Plan Documents The Plan's legal document is codified in the City Ordinances (Title 28) that govern the

operation of the Plan. In case of any difference between this description and the Plan, the Plan will govern. A copy of the City Ordinance appears in the remaining pages of this booklet.

Future of the Plan The employer reserves the right to terminate or amend the Plan at any time. Not An Employment Guarantee The Plan, or participation in it, is not a guarantee of employment. The Plan does not

limit the employer's right to discharge any of its employees at any time, with or without cause.

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★ ★★★ MUNICIPAL EMPLOYEES' RETIREMENT PLAN

TITLE 28 CODIFIED THROUGH JANURARY 1, 2006

(with supplements through December 31, 2005)

JANUARY 2006

Ch. 1, Pg. 1 Title 28 - Municipal Employees' Retirement Plan Supp. 18 (1/1/06)

TITLE 28

THE MUNICIPAL EMPLOYEES' RETIREMENT PLAN

CHAPTER 1. INTRODUCTION AND DEFINITIONSCHAPTER 2. PARTICIPATIONCHAPTER 3. CONTRIBUTIONSCHAPTER 4. ELIGIBILITY FOR VESTINGCHAPTER 5. MEASUREMENT OF YEARS OF CREDITED SERVICECHAPTER 6. ELIGIBILITY FOR AND CALCULATION OF VARIOUS

TYPES OF RETIREMENT INCOMECHAPTER 7. FORMS OF PENSION RETIREMENT INCOMECHAPTER 8. DEATH BENEFITSCHAPTER 9. BENEFIT RESTRICTIONSCHAPTER 10. ADMINISTRATION OF PLANCHAPTER 11. ADMINISTRATION OF TRUST FUNDCHAPTER 12. AMENDMENT AND TERMINATIONCHAPTER 13. MISCELLANEOUSEXHIBIT A T R U S T A G R E E M E N T F O R T H E M U N I C I P A L

EMPLOYEES' RETIREMENT PLANEXHIBIT B FIRST AMENDMENT TO TRUST AGREEMENT FOR THE

MUNICIPAL EMPLOYEES' RETIREMENT PLAN

CHAPTER 1

INTRODUCTION AND DEFINITIONS

Section 100. Introduction.Section 101. Definitions.Section 102. Construction.

SECTION 100. INTRODUCTION

The City of Tulsa, Oklahoma, a municipal corporation, pursuant to Oklahomastatutory enabling legislation then codified as 11 O.S.Supp.1957, §§ 1531, et seq., and nowcodified as 11 O.S.1991, §§ 48-101, et seq., as amended, adopted an ordinance to provide apension and retirement system for eligible employees of the City and related governmentalentities effective May 1, 1960, which has been amended from time to time. This title shallbe operative retroactive to January 1, 1989, except as may thereafter be amended, and shallbe named "The Municipal Employees' Retirement Plan."

All rights and benefits of an employee whose Termination of Employment, as hereindefined, occurred prior to January 1, 1989, shall be determined solely by the provisions ineffect at the time of that Termination of Employment, including the benefit rate in effectat the time of such Termination of Employment, unless otherwise specifically providedherein.Ord. No. 17300


SECTION 101. DEFINITIONS

For the purpose of this title, the following words and phrases shall have themeanings stated in this section.

A. Actuarial Equivalent. The benefit of equivalent value, computed on the basisof an appropriate Mortality Table as approved by the Board of Trustees. The mortalitytable used for purposes of adjusting any benefit or limitation under 415(b)(2)(B), (C), or (D)of the Internal Revenue Code of 1986, as amended, is the table prescribed in Rev. Rul.2001-62.

B. Actuary. An independent, qualified actuary selected by the Board of Trustees.

C. Basic Employee Contributions. The mandatory contributions described inSection 301 hereof.

D. Board of Trustees. The Board of Trustees of The Municipal Employees'Retirement Plan provided for in Section 1000 hereof.

E. Continuous Employment. A period or periods of em ployment by anEmployee while making Basic Employee Contributions to the Plan, plus periods ofemployment by an Employee during which the Employee is not allowed to make BasicEmployee Contributions to the Plan because the Employee does not satisfy the Plan'sminimum service requirements or (prior to September 1, 1990) the Plan's minimum agerequirements.

F. Credited Interest.

1. Basic Employee Contributions. Credited Interest on Basic EmployeeContributions shall mean interest at an annual percentage rate of three and one-half percent(3.5%) for the period May 1, 1960, through December 31, 1972; four percent (4%) for theperiod January 1, 1973, through December 31, 1974; and five percent (5%) for periods onand after January 1, 1975, or such other rate as may be established from time to time by theBoard of Trustees.

2. Optional Employee Contributions. Credited Interest on Optional EmployeeContributions shall mean interest of an annual percentage rate of three and one-half percent(3.5%) for the period May 1, 1960, through December 31, 1972; five percent (5%) for theperiod January 1, 1973, through December 31, 1974; and six percent (6%) for periods onand after January 1, 1975, or such other rate as may be established by the Board of Trustees.Such percentage rate shall not exceed the percentage of interest, dividends and realized andunrealized capital gains earned by the Fund in the preceding calendar year. Theaccumulated interest credited on Optional Employee Contributions shall not be less thanthe interest that would have been credited on Basic Employee Contributions during thesame period


3. Computation of Interest. Computation of Credited Interest shall be based onthe total amount of each Participant's Basic and Optional Employee Contributions andpreviously Credited Interest, if any, on deposit in the Fund immediately before the first dayof the preceding calendar year. Such Credited Interest shall be computed annually andcredited to each Participant's share of the Fund effective the first day of each calendar year,except that in the event of a Participant's Termination of Employment or death on any dayother than December 31st, Credited Interest shall be computed, including credit for allcompleted months of employment, during such partial Plan Year.

G. Credited Service. A period which is included in the calculation of the amountof a Participant's retirement income. A Participant's Credited Service shall be determinedin accordance with Chapter 5 herein.

H. Earnings. The monthly base earnings payable to a Participant by theEmployer, excluding payments for overtime, reimbursement for travel or other expenses,service pay or other special payments. On and after January 1, 1989, such Earnings shallinclude any amounts defined as Basic Employee Contributions. Earnings shall also includeamounts which would be payable as base earnings but for election by the Participant todefer such earnings under a plan deemed to be a qualified plan described in Sections 125,401, 403, or 457 of the Internal Revenue Code of 1986, as amended. Effective January 1,1989, Earnings for any Plan Year will be limited to the first $200,000 of Earnings (or suchother amount determined in accordance with Code Section 415(d)). Effective January 1,1996, for each Participant who first becomes a Participant in the Plan after 1995, Earningsfor any Plan Year will be limited to the first $150,000 of Earnings (or such other amountdetermined in accordance with Code Section 401(a)(17)). For purposes of calculatingEarnings received on or after January 1, 2002, the limitation under Section 401(a)(17) of theCode is increased to $200,000, as adjusted.

I. Employee. A permanent and full time, classified or unclassified employee ofthe Employer. Employees shall be considered full time if their position contemplates anormal work week of forty (40) hours or more. However, employees who wereparticipating in the Plan and required to work less than forty (40) hours per week onJanuary 1, 1974, shall be eligible to continue such participation in the Plan so long as theyare otherwise eligible.

J. Employer. The City of Tulsa, Oklahoma; the Indian Nations Council ofGovernments; the City of Tulsa-Rogers County Port Authority; the Tulsa AirportImprovement Trust; the Tulsa City-County Library; the Metropolitan Tulsa TransitAuthority; and the Tulsa River Parks Authority.

K. Final Average Earnings.

1. The average monthly earnings of a Participant during the thirty-six (36)consecutive months in which his aggregate Earnings shall have been highest, selected fromthe last sixty (60) months prior to his Termination of Employment, excluding any part ofthe Participant's employment during which no Earnings were payable to the Participant.


If the Participant has fewer than thirty-six (36) consecutive months of earnings during suchsixty (60) month period, the thirty-six (36) month average shall be taken over additionalmonths of Earnings during such sixty (60) month period, excluding any months duringwhich no Earnings were paid to the Participant. If the Participant shall have been employedfor fewer than thirty-six (36) complete months, or if the period of average Earnings isreduced to less than thirty-six (36) months in accordance with the previous sentence, all ofthe complete months during the total period of employment or during the period as soreduced shall be used for the purpose of determining Final Average Earnings.

2. For purposes of computing Final Average Earnings of a Participant whoretires after July 1, 2002, and whose Earnings were reduced by the fiscal year 2002-2003temporary, general wage rollback of approximately 2.7%, the Participant's Earnings for themonth of June 2002 shall be the Participant's Earnings during months within fiscal year2002-2003 for which the Participant's Earnings were so reduced, unless the Participant hasattained higher Earnings, in which event, the higher monthly Earnings shall be used.

L. Legislative Body. The governing body of the City of Tulsa, Tulsa, Oklahoma,a municipal corporation, as established by the currently existing or any subsequentlyamended Charter of the City of Tulsa, Oklahoma.

M. Long-Term Disability. Disability of a Participant which results in suchParticipant's becoming qualified for and receiving Long-Term Disability Benefits under theterms of an insurance program, then available through the Employer to its Employees, orwhich disability results in such Participant's receiving disability benefits under the provisionsof the Social Security Act.

N. Normal Retirement Date. The first day of the month after a person reachessixty-five (65) years of age or on the sixty-fifth birthday, if that is the first day of the month.

O. Optional Employee Contributions. Contributions which a Participant maymake, but is not required to make, to the Plan as described in Subsection 301.B hereof.

P. Participant. An Employee who has met all the requirements for eligibility toparticipate in the Plan, has become included in the Plan, as provided in Chapter 2 herein,and who continues to have rights or contingent rights to benefits payable under the Plan.

Q. Plan. The Municipal Employees' Retirement Plan as established by theprovisions of this title.

R. Plan Year. The calendar year.

S. Retirement Fund or Fund. The Employee Retirement Fund described inSection 1100 hereof held in trust and established to provide the benefits and administrativecosts required by the Plan.


T. Staff Member. The City personnel who assist the Board of Trustees in carryingout the duties and responsibilities of the Municipal Employees’ Retirement Plan.

U. Termination of Employment. The retirement, resignation or other voluntaryor involuntary cessation of an Employee's employment with the Employer.Ord. Nos. 17199, 17389, 17981, 18364, 18513, 19320, 19899, 19988, 20420, 20497, 20812, 21204

SECTION 102. CONSTRUCTION

Whenever herein used, the masculine gender shall include the feminine gender and,if applicable, the singular shall include the plural. The words "hereof," "herein,""hereunder," or any other compounding of the word "here" shall mean and refer to theentire Plan rather than to any particular provision or section of this title, unless specificallydelineated as such.


CHAPTER 2

PARTICIPATION

Section 200. Commencement of Participation.Section 201. Termination of Contributing Participation.Section 202. Reinstatement of Participation.

SECTION 200. COMMENCEMENT OF PARTICIPATION

Any Employee as defined by Subsection 101.J (except Excluded Employees asdefined hereinafter) shall become a Participant according to the following provisions.

A. Service Requirement. Each Employee shall become a Participant in the Planon the first day of the month coinciding with or next following such Employee's satisfactionof the following eligibility requirements.

1. General Rule.

a. Employees initially employed by the Employer on or afterSeptember 1, 1990, shall have satisfied eligibility requirements upon thecompletion of twelve (12) consecutive months of employment with theEmployer, regardless of the age of the Employee.

b. Employees initially employed by the Employer on or after January 1,1997, shall have satisfied eligibility requirements on the first day of the monthcoinciding with or next following their first day of employment by theEmployer, regardless of the age of the Employee.

c. Employees initially employed by the Employer on or after January 1,1996, shall have satisfied eligibility requirements effective January 1, 1997,regardless of the age of the Employee.

2. Retroactive Application of the General Rule.

a. Employees employed by the Employer prior to September 1, 1999,who were still actively employed by the Employer or who were on anauthorized Leave of Absence under the provisions of Section 504 hereof onSeptember 1, 1999, and who entered the Plan on the first date they becameeligible to enter the Plan under then existing Participation requirements, shallbe deemed to have satisfied eligibility requirements the first day of the monthcoinciding with or next following their first day of employment with theEmployer. Such Employees shall receive Credited Service and/orContinuous Employment for periods of Employment as an Employee (otherthan as an Excluded Employee as defined hereinafter) before September 1,1999, as if Basic Employee Contributions had begun upon the first day of the


month coinciding with or next following the first day of Employee'semployment.

b. Employees employed by the Employer prior to January 1, 2002, whowere still actively employed by the Employer or who were on an authorizedLeave of Absence under the provisions of Section 504 hereof on January 1,2002, and who entered the Plan on a date other than the first date theybecame eligible to do so shall receive Credited Service and/or ContinuousEmployment for periods of Employment as an Employee (other than as anExcluded Employee as defined hereinafter) before January 1, 2002, as if BasicEmployee Contributions had begun one year prior to the date that suchemployees actually entered the Plan; provided, however, that such CreditedService and/or Continuous Employment shall begin no earlier than the firstday of the month coinciding with or next following the employee’s first dayof employment by the Employer.

c. No retroactive Basic Employee Contribution shall be required ofEmployees who gain additional Continuous Employment and/or CreditedService for Past Service or Future Service as the result of this retroactiveapplication of the General Rule.

3. Rules for Participants No Longer Employed on September 1, 1990. Participantswho were employed by the Employer prior to September 1, 1990, but who were neitheremployed by the Employer nor on an authorized Leave of Absence under Section 504hereof on September 1, 1990, shall be subject to the Participation, Continuous Employmentand Credited Service requirements which were in effect at the time such Participantsoriginally became eligible to participate in the Plan as follows:

a. Past Service. Employees who were hired prior to May 1, 1960 (theoriginal Effective Date of the Plan) and who entered the Plan on May 1, 1960,received Credited Service for those full years and/or calendar monthsemployed prior to May 1, 1960, only after such Employees attained thirty (30)years of age and completed three (3) years of Employment.

b. Future Service.

(1) Between May 1, 1960, and July 1, 1967, an Employee employedby the Employer (regardless of when such Employee was hired)became eligible for Participation in the Plan after attainment oftwenty-five (25) years of age and completion of three (3) years ofContinuous Employment with the Employer.

(2) Between July 1, 1967, and September 1, 1990, an Employeeemployed by the Employer (regardless of when such Employee washired) became eligible for Participation in the Plan after attainment of


twenty-five (25) years of age and completion of twelve (12)consecutive months of employment with the Employer.

B. Excluded Employees. The following Employees are excluded from becomingParticipants in the Plan:

1. Employees of the Police and Fire Departments of the City of Tulsa,Oklahoma, who are eligible to participate in the "Oklahoma Police Pension and RetirementSystem" or the "Oklahoma Firefighter's Pension and Retirement System" established by thestate of Oklahoma;

2. Employees of the Metropolitan Tulsa Transit Authority who are eligible toparticipate in the retirement program negotiated by the bargaining unit which represents allemployees of such authority other than administrative and clerical employees; and

3. Elected officials of the City of Tulsa, Oklahoma.Ord. Nos. 17389, 18782, 19633, 20273

SECTION 201. TERMINATION OF CONTRIBUTING PARTICIPATION

A Participant shall cease to be a contributing Participant hereunder on the day of theParticipant's Termination of Employment as an Employee, or the Participant'scommencement of employment as an Employee excluded from Participation underSubsection 200.B hereof, or the Participant's cessation of qualification as an Employee asdefined in Subsection 101.J hereof.

SECTION 202. REINSTATEMENT OF PARTICIPATION

An Employee who ceases to be a contributing Participant according to Section 201hereof and who subsequently returns to employment as an Employee not excluded fromparticipation under Subsection 200.B hereof shall resume Basic Employee Contributionsas of the first day of the month following such return as an Employee.


CHAPTER 3

CONTRIBUTIONS

Section 300. Contributions by the Employer.Section 301. Contributions by Participants.Section 302. Return of Contributions.

SECTION 300. CONTRIBUTIONS BY THE EMPLOYER

The Employer shall make contributions to the Fund in such amounts and at suchtimes as shall be necessary to provide the benefits set forth herein and in accordance withthe provisions of any law applicable to the Plan. Subject to the provisions of Section 302hereof, all contributions made by the Employer to the Fund shall be irrevocable and shallbe used solely for the exclusive benefit of Participants and their beneficiaries and to defrayreasonable expenses of the Plan or Fund. Forfeitures arising because of death orTermination of Employment before a Participant becomes eligible for a benefit from thePlan or arising for any other reason shall be applied to reduce the cost of the Plan, not toincrease the benefits otherwise payable to Participants. Employer contributions shall bedeposited in the Fund semimonthly, no later than five (5) calendar days following eachpayday, and in such amounts as the Board of Trustees in conjunction with the annualactuarial examination shall determine necessary to keep the Fund actuarially sound, subjectto the appropriation of funds by the Employer.Ord. Nos. 20812

SECTION 301. CONTRIBUTIONS BY PARTICIPANTS

A. Basic Employee Contributions. Each Participant shall be required tocontribute toward the cost of the Plan an amount equal to two percent (2%) of Earnings.This contribution rate shall increase to the percentages as follows:

Effective Date Amount of Contribution

8/1/89 3% of Earnings7/1/90 4% of Earnings

The contributions shall be made by each Participant on each payroll date to the RetirementFund and shall be designated as Employer contributions pursuant to Section 414(h)(2) ofthe Internal Revenue Code of 1986. Such designation is contingent upon the contributionsbeing excluded from the Participant's gross income for federal income tax purposes. Forall other purposes of the Plan, such contributions shall be considered to be Employeecontributions. Credited Interest shall be earned on Basic Employee Contributions.

B. Optional Employee Contributions.


1. A Participant shall be eligible to make Optional Employee Contributions tothe Plan on a monthly basis if the Participant was making Optional EmployeeContributions to the Plan before January 1, 1988. Optional Employee Contributions shallnot be less than two percent (2%) nor more than ten percent (10%) of Earnings. CreditedInterest shall be earned on Optional Employee Contributions.

2. The Optional Employee Contributions provided for in this section may bechanged, discontinued or withdrawn or any combination of such acts may be performedat the election of the Participant; provided, however, that:

a. A Participant may make any such change or combination of changesonly once within any twelve (12) month period;

b. A Participant who withdraws must also discontinue and may notresume contributions; and

c. A Participant who withdraws his Optional Employee Contributionsfor any reason other than Termination of Employment shall receive CreditedInterest earned thereon, subject to a forfeiture of six percent (6%) of the totalamount of such Credited Interest earned on such Optional EmployeeContributions.

C. General Provisions.

1. Authorization to change, discontinue or withdraw Optional EmployeeContributions shall be made in writing on such form or forms as may be prescribed for thatpurpose by the Board of Trustees.

2. The contributions of each Participant shall be deducted from the Participant'spay. The contributions shall be paid to the Treasurer of the City of Tulsa, Oklahoma, forsemimonthly deposit in the Retirement Fund.

3. On and after January 1, 1989, any amounts deducted from Earnings of aParticipant as Basic Employee Contributions must be accounted for separately fromamounts deducted prior to such date.

SECTION 302. RETURN OF CONTRIBUTIONS

The Board of Trustees shall return to the contributing Employer a contributionmade by the Employer due to mistake of fact if the Board of Trustees determines that suchmistake existed at the time of the contribution and the contribution is returned withintwelve (12) months of the date it was made.

Ch. 4, Pg. 1 Title 28 - Municipal Employees' Retirement Plan (1/1/1997)

CHAPTER 4

ELIGIBILITY FOR VESTING

Section 400. Attainment of Sixty-Five (65) Years of Age while a Participant.Section 401. Termination of Employment Prior to Sixty-Five (65) Years of

Age.Section 402. Non-Vested Termination.

SECTION 400. ATTAINMENT OF SIXTY-FIVE (65) YEARS OF AGE WHILEA PARTICIPANT

A Participant who attains sixty-five (65) years of age while making contributions tothe Plan shall be one hundred percent (100%) vested in a retirement income regardless ofthe number of years of Continuous Employment and shall be eligible to receive a retirementincome calculated according to Chapter 6 hereof, unless payment of the benefit issuspended during employment according to Section 706 hereof.

SECTION 401. TERMINATION OF EMPLOYMENT PRIOR TO SIXTY-FIVE (65) YEARS OF AGE

A. A Participant whose Termination of Employment occurs prior to sixty-five(65) years of age and before January 1, 1995, shall be eligible to receive a vested retirementincome equal in value to the following percent of the Participant's retirement income asdetermined in Section 600 hereof.

Years ofContinuous Employment Percent Vested

Less than 5 0%5 50%6 60%7 70%8 80%9 90%

10 100%

For each completed month in excess of completed Years of Continuous Employment, anadditional .833 shall be added to the above Percent Vested, provided no Participant shallbe vested in excess of one hundred percent (100%).

B. A Participant whose Termination of Employment occurs prior to sixty-five(65) years of age and after December 31, 1994, shall be eligible to receive a vested retirementincome equal in value to the following percent of the Participant's retirem ent income asdetermined in Section 600 hereof.


Years ofContinuous Employment Percent Vested

Less than 5 0%5 or more 100%

C. A Participant who shall have attained fifty-five (55) years of age on or beforeJuly 15, 1983, and who was a Participant as of July 15, 1983, shall be one hundred percent(100%) vested in the Participant's Early Retirement Income, including an Early RetirementIncome, as calculated in Subsection 601.B hereof and a Normal Retirement Income ascalculated in Section 600 hereof. Ord. Nos. 17980, 18364

SECTION 402. NON-VESTED TERMINATION

A Participant whose Continuous Employment terminates before the Participant shallhave acquired a vested interest, as provided in Sections 400 or 401 hereof, shall receive areturn of his Basic and Optional Employee contributions with Credited Interest thereon.Upon receipt of such payment, the Participant's Continuous Employment shall be canceledfor all periods before the payment. The Continuous Employment may be reactivated onlypursuant to Section 504.E hereof.Ord. No. 18513


CHAPTER 5

MEASUREMENT OF YEARS OF CREDITED SERVICE

Section 500. General Rule.Section 501. Past Service.Section 502. Future Service.Section 503. Excluded Periods.Section 504. Temporary Breaks in Credited Service.

SECTION 500. GENERAL RULE

Years of Credited Service, for purposes of calculating a Participant's retirementincome according to Chapter 6 hereof, shall equal the sum of the Participant's Past Serviceand Future Service as defined in Sections 501 and 502 hereof, except for periods excludedaccording to Section 503 hereof. Credited Service shall be measured in years and completedcalendar months, disregarding fractions of calendar months and counting each completedcalendar month as eight hundred thirty-three ten thousandths (.0833) of a year.

SECTION 501. PAST SERVICE

Past Service shall be the number of full years and/or calendar months of employmentprior to May 1, 1960, following the completion of twelve (12) months of employment,applicable only to a Participant who entered the Plan on May 1, 1960, or on the date theParticipant first became eligible thereafter, provided that the Participant was a ContributingParticipant on September 1, 1990. For Participants employed prior to May 1, 1960, whoexperienced a Termination of Employment prior to September 1, 1990, Past Service shallbe limited to full years and completed months of employment prior to May 1, 1960,following the completion of the age and service requirements described inparagraph 200.A.3.Ord. No. 17389

SECTION 502. FUTURE SERVICE

Future Service shall be the number of full years and/or calendar months ofContinuous Employment on and after May 1, 1960, during which time an Employee wasa contributing Participant in the Plan, or otherwise received Credited Service underSubsection 200.A, or during periods of absence for which Credited Service is grantedaccording to Section 504 hereof.Ord. No. 17389


SECTION 503. EXCLUDED PERIODS

Years of Credited Service shall exclude the following periods:

A. Any period credited for a similar purpose under any other retirement systemof the Employer shall not be included in years of Credited Service, except that this exclusionshall not apply if the other retirement system is a Plan maintained under Sections 403 or 457of the Internal Revenue Code;

B. If a Participant withdraws his Basic Employee Contributions as described inSection 705 hereof, the Participant's Credited Service for all periods before the withdrawalshall be canceled; and

C. If a Participant has no vested interest at a time of Termination ofEmployment and receives payment in accordance with Section 402 hereof, the Participant'sCredited Service for all periods before the payment shall be canceled.

SECTION 504. TEMPORARY BREAKS IN CREDITED SERVICE

A. Leave of Absence Generally. A Participant's absences from work other thanas set forth in Subsections B, C or D of this Section 504 shall be Leaves of Absence ifauthorized by the Employer. During such Leaves of Absence, a Participant shall continueto accrue Credited Service and Continuous Employment through the end of the month inwhich the Participant's Earnings cease and for a period of thirty (30) days immediatelyfollowing cessation of payment of Earnings.

B. Layoffs. Credited Service shall be preserved during layoffs authorized by theEmployer, unless the Participant elects to withdraw contributions as described inSections 402 or 705 hereof. Time while on such leave or while so laid off shall not bedeemed to be Credited Service for the purposes of the Plan if thirty (30) days or more induration, but temporary absence for which pay is received during a Leave of Absence orLayoff of less than thirty (30) days shall be counted as Credited Service.

C. Military Service. Effective on and after December 12, 1994, notwithstandingany provision of this Plan to the contrary, contributions, benefits and service credit withrespect to qualified military service will be provided in accordance with section 414(u) ofthe Internal Revenue Code of 1986, as amended.

D. Long-Term Disability.

1. A Participant who has five (5) or more years of Continuous Employment atthe time of a Leave of Absence or Termination of Employment due to a disability thatis subsequently determined to be a Long-Term Disability shall continue to accrue CreditedService during such disability retroactively to the last day the Participant received Earnings.


2. A Participant with five (5) or more years of Continuous Employment at thetime of a Leave of Absence or Termination of Employment due to disability that issubsequently determined to be a Long-Term Disability, who later becomes fifty-five (55)years of age while still receiving benefits for Long-Term Disability or during the periodpending approval of benefits for Long-Term Disability after proper application therefor,may become eligible for the special joint and survivor's income option as defined inparagraph 701.A.3 hereof upon proper application.

3. If a Participant with five (5) or more years of Continuous Employment withthe Employer at the time of a Leave of Absence or Term ination of Employment due todisability that is subsequently determined to be a Long-Term Disability dies during a periodof Long-Term Disability or, if fifty-five (55) years of age or older, dies after having madeproper application for Long-Term Disability benefits but prior to approval of such benefits,such Participant shall, for the purposes of computing any survivor's benefits in this title(including the Automatic Spouse's Death Benefit in Section 801 hereof), receive CreditedService for all time spent on such Long-Term Disability up to the first day of the monthwhich coincides with or immediately precedes such Participant's death, if the Board ofTrustees determines the applicant would have been determined eligible for Long-TermDisability.

4. A Participant who has five (5) or more years of Continuous Employment atthe time of a Leave of Absence or Termination of Employment due to a disability that issubsequently determined to be a Long-Term Disability and who:

a. Subsequently recovers from a Long-Term Disability or who ceases tobe eligible for benefits for Long-Term Disability and who does not return toactive employment for the Employer within thirty (30) days immediatelyfollowing such cessation of benefits, or

b. Attains fifty-five (55) years of age while on Long-Term Disability andelects to take early retirement while still on Long-Term Disability or withinthe thirty (30) days immediately following a cessation of benefits for Long-Term Disability,

shall receive Credited Service toward calculation of benefits for all time spent on such Long-Term Disability.

E. Reemployment after Termination

1. A Participant who terminated employment prior to becoming vested in thePlan as described in Section 401 hereof and who subsequently returns to employment shallbe eligible to repurchase the Credited Service and Continuous Employment from his initialterm of employment. If an Employee is a Participant on July 1, 1995, he must make therepurchase prior to July 1, 1996. Otherwise, such a purchase must be made within twelvemonths of the Employee's resumption of contributions to the Plan. The Employee maynot repurchase portions of the Credited Service and Continuous Employment; it must be


repurchased in its entirety. The repurchase is made pursuant to actuarial determinationsbased on the age of the Employee and the period of Credited Service subject to repurchase.

2. A Participant who has terminated employment after becoming vested asdescribed in Section 401 hereof and who has not withdrawn his Employee Contributionsand who subsequently returns to employment will resume accrual of Credited Service uponhis resumption of contributions to the Plan. Ord. Nos. 18103, 18364, 18513, 19988, 20908


CHAPTER 6

ELIGIBILITY FOR AND CALCULATION OFVARIOUS TYPES OF RETIREMENT INCOME

Section 600. Normal Retirement Income.Section 601. Early Retirement Income.Section 602. Supplemental Retirement Income from Optional Employee

Contributions.Section 603. Vested Deferred Retirement Income.Section 604. Vested Deferred Supplemental Retirement Income.Section 605. Cost-of-Living Increases.

SECTION 600. NORMAL RETIREMENT INCOME

A. Eligibility. Each Participant whose Continuous Employment terminates atsixty-five (65) years of age or later, shall thereupon become entitled to receive a NormalRetirement Income payable monthly for life.

B. Benefit Formula. The amount of Normal Retirement Income payablemonthly as a life annuity shall equal two and thirty-five one hundredths percent (2.35%)times Final Average Earnings times years and monthly fractions thereof of Credited Service.

C. Pre-1974 Minimum Benefit. Nothing in Subsection B of this section shall causea Participant in the Plan prior to January 1, 1974, to receive a lesser amount of retirementincome for service on or after May 1, 1960, than such Participant would have receivedunder the formula used to calculate such retirement income prior to January 1, 1974, suchguarantee utilizing the assumption that such Participant's monthly Earnings effectiveDecember 31, 1973, will remain constant until retirement and the maximum annualEarnings counted for Social Security purposes in effect December 31, 1973, shall alsoremain constant until such Participant's retirement.Ord. Nos. 17758, 18782, 19320, 20175, 20404, 20908

SECTION 601. EARLY RETIREMENT INCOME

A. Eligibility. A Participant, who attains fifty-five (55) years of age while acontributing Participant or while on Long-Term Disability, shall be entitled to receive thevested portion of that Participant's Early Retirement Income, as calculated in accordancewith Subsection 601.B hereof and in accordance with the vesting rules in Section 401hereof.

B. Benefit Formula. The amount of Early Retirement Income shall be calculatedby the formula for computing a Normal Retirement Income as described in Section 600hereof, except the calculations of Normal Retirement Income in accordance withSection 600 hereof shall be reduced by two and one-half percent (2.5%) for each year whichthe early retirement date precedes the otherwise Normal Retirement Date of the Participant,


with a proportionate reduction for each month of early retirement which is less than a fullyear.

C. Rule of Eighty (80). Effective on and after August 1, 1996, any Participantwho is contributing to the Plan and whose years of Continuous Employment, measured infull years and completed months, when added to the Participant's age, measured in full yearsand completed months, equals or exceeds eighty (80), shall be entitled to receive an EarlyRetirement Income without the reduction described in Subsection 601.B hereof.Ord. Nos. 18103, 18782

SECTION 602. SUPPLEMENTAL RETIREMENT INCOME FROMOPTIONAL EMPLOYEE CONTRIBUTIONS

Accumulated Optional Employee Contributions with Credited Interest shall be paidat the same time and in the same manner as Retirement Income described in Chapter 7hereof, applying the interest and mortality assumptions described in the definition ofActuarial Equivalent.

SECTION 603. VESTED DEFERRED RETIREMENT INCOME

A. Deferred to Normal Retirement Date. A Participant who incurs a Terminationof Employment for any reason other than death shall be entitled to receive the vestedportion of the Normal Retirement Income commencing on the Participant's NormalRetirement Date, if the Participant elects to leave his Basic Employee Contributions in theRetirement Fund. Such benefit is called a Vested Deferred Retirement Income. Effectivewith all terminations on or after July 15, 1983, for reasons other than death, the VestedDeferred Retirement Income payable at the Normal Retirement Date shall be determinedaccording to the appropriate benefit formula on the basis of the Participant's CreditedService, Final Average Earnings and benefit formula in effect at the time of Terminationof Employment and the vested portion determined according to Section 401 hereof.

B. Early Retirement Income. A Participant entitled to a Vested Deferred NormalRetirement Income as provided in Subsection 603.A hereof may elect to receive an EarlyRetirement Income as provided in Section 601 hereof with the exception that such VestedDeferred Early Retirement Income shall be actuarially reduced according to the interest andmortality assumptions described in the definition of Actuarial Equivalent, instead of thelimited maximum of two and one-half percent (2.5%) per annum provided in Section 601hereof.

C. Optional Benefit Forms. A Participant entitled to a Vested Deferred NormalRetirement Income as provided in Section 603 hereof may elect a regular joint and survivorincome option as provided in Subsection 701.A hereof, subject to all of the terms andconditions of such optional form of retirement income provided in this title. Such aParticipant may not elect a special joint and survivor benefit, as provided inparagraph 701.A.3 hereof, nor shall such Participant's surviving spouse be eligible to receivean Automatic Spouse's Benefit as provided in Section 801 hereof.Ord. No. 20908


SECTION 604. VESTED DEFERRED SUPPLEMENTAL RETIREMENTINCOME

If a Participant incurs a Termination of Employment after the Participant is eligiblefor a Vested Deferred Normal or Early Retirement Income as provided in Section 603hereof, the Participant shall have the right to withdraw the Participant's Optional EmployeeContributions, together with Credited Interest thereon, in a single sum, without prejudiceto the Participant's remaining rights under the Plan with respect to Vested Deferred Normalor Early Retirement Income if the Participant has not withdrawn the Participant's BasicEmployee Contributions, or if the Participant so desires, the Participant may leave suchOptional Employee Contributions in the Fund, in which case the Participant shall beentitled to the full value of the benefits at retirement which can be provided from suchOptional Employee Contributions.

SECTION 605. COST-OF-LIVING INCREASES

The Board of Trustees is authorized to recommend to the Mayor of the City ofTulsa, Oklahoma, the granting of cost-of-living increases to retired Participants inaccordance with Section 1001 hereof.

A. Amounts. The following are the effective dates and amounts of each increase:

Effective Date of Increase(To be paid initially in the

check received one month later) Amount of Increase

January 1, 1975 3.0%September 1, 1976 3.0%September 1, 1977 6.0%August 1, 1978 6.5%September 1, 1979 6.5%September 1, 1980 2.0%September 1, 1981 3.0%September 1, 1982 2% or $5.00, if greaterSeptember 1, 1983 2.0%October 1, 1984 3.0%September 1, 1985 3.7%September 1, 1986 1.7% or $5.00, if greaterSeptember 1, 1987 3.7% or $5.00, if greaterJuly 1, 1989 3.0%September 1, 1990 3.0%September 1, 1991 3.0%April 1, 1994 4.0%August 1, 1996 2.5%August 1, 1998 2.5%September 1, 1999 2% or $5.00, if greaterOctober 1, 2000 2.25%


August 1, 2001 2.0%August 1, 2002 1.5%September 1, 2004 1.5%January 1, 2006 2.0%

B. Application. The increases are granted to each retired Participant orbeneficiary of a Participant then receiving an income from the Fund and the resultingincreased retirement income shall be paid monthly from the Fund; provided, however, thatthe increase effective January 1, 2006, is granted only to retired Participants with aretirement date prior to January 1, 2005, or to the beneficiaries of such retired Participants."Ord. Nos. 17389, 17592, 18189, 18782, 19320, 19633, 19914, 20175, 20404, 20908, 21173


CHAPTER 7

FORMS OF PENSION RETIREMENT INCOME

Section 700. Normal Forms of Retirement Income.Section 701. Optional Forms of Retirement Income.Section 702. Conditions Relative to Optional Benefits.Section 703. Level Income Option.Section 704. General Requirements.Section 705. Withdrawal of Contributions by Vested Deferred Participant.Section 706. Reemployment of a Retired Participant.Section 707. Small Payment.Section 708. Direct RolloverAppendix A Partial Lump Sum Distribution Option Factors

SECTION 700. NORMAL FORMS OF RETIREMENT INCOME

A. Joint & Survivor Form for Married Participants. The normal form of retirementincome payable under the Plan to a Participant who is married at the time paym entscommence shall be a joint and survivor income which shall be the Actuarial Equivalent ofthe Participant's benefit calculated as a life annuity form of payment. The joint and survivorincome shall be payable monthly for the Participant's life and shall continue after theParticipant's death at one-half (1/2) the Participant's then current monthly rate, payable tothe surviving spouse, subject to the death benefits payable according to Chapter 8 hereof.

B. Life Annuity Form for Unmarried Participants. The normal form of retirementincome payable under the Plan to a Participant who is not married at the time paymentscommence shall be a life annuity, payable monthly for the Participant's life, subject to thedeath benefits payable according to Chapter 8 hereof.Ord. No. 17981

SECTION 701. OPTIONAL FORMS OF RETIREMENT INCOME

In lieu of the normal form of retirement income payable to a Participant under theterms of the Plan, such Participant may elect to receive a retirement income of ActuarialEquivalent in any one of the following forms.

A. Joint and Survivor Income Options.

1. Regular Form. The regular form of a joint and survivor income option shallbe a regular joint and survivor income to continue during the lifetime of the retiredParticipant and further to continue after the retired Participant's death at three-fourths(3/4), two-thirds (2/3) or one-half (1/2) rate, according to the election of the Participant,to a surviving spouse or other designated contingent annuitant during the lifetime of suchannuitant. The Normal Retirement Income of a Participant who elects the regular joint and


survivor income option shall be an Actuarial Equivalent to the life annuity form ofpayment.

2. Regular Form with Pop-Up. The regular form of a joint and survivor withpop-up income option shall be available only where the contingent annuitant is the spouseof the Participant. The regular form of a joint and survivor with pop-up income optionshall be the regular joint and survivor income described in the previous paragraph, providedfurther that if the spouse dies on or after the date that the joint and survivor income benefithas commenced and before the death of the Participant, the Participant's benefit shallconvert to a life annuity benefit following the death of the spouse. The regular form of ajoint and survivor with pop-up income shall be available for election by the Participantregardless of whether the Participant elects the three-fourths (3/4), two-thirds (2/3), orone-half (1/2) rate. The Normal Retirement Income of a Participant who elects the regularjoint and survivor with pop-up income option shall be an Actuarial Equivalent to the lifeannuity form of payment.

3. Special Form. A special form of a joint and survivor income option shall bea special joint and survivor income formally elected in writing by a Participant either priorto or upon attainment of fifty-five (55) years of age or anytime thereafter, naming theParticipant's spouse as contingent annuitant, to be paid at three-fourths (3/4) or two-thirds(2/3) rate, according to the election of the Participant, to the Participant's surviving spousein the event Participant dies after having attained fifty-five (55) years of age but prior to startof retirement income payments from the Plan. The benefits resulting from this election arein lieu of the automatic spouse benefit described in Section 801 hereof and are as describedbelow.

a. The surviving spouse of a Participant who has elected this specialoption and dies while it is in effect shall receive three-fourths (3/4) or two-thirds (2/3) of the monthly benefit that would have been paid to theParticipant in the form of a life annuity starting the first of the month inwhich the Participant died. This amount shall be reduced by seventy-fivehundredths of one percent (.75%) for each full year in excess of five (5) yearsby which the age of the spouse is less than the age of the deceased Participant.

b. If the Participant lives to receive retirement income payments from thePlan, the life annuity form of such payments shall be reduced as follows:

Reduced Income to bePaid to Surviving Spouse Under Option Elected

Percentage Reduction inRetirement Income for EachFull, Twelve-Month Period the Election was in Effect

2/3 .32%3/4 .48%


c. The election of this special joint and survivor income shall also beconsidered an election of a regular joint and survivor's income in the eventthe Participant survives until actual retirement, unless specifically revoked bythe Participant prior to death or start of retirement income payments, inaccordance with the provisions of Section 702 hereof.

B. Guaranteed Period Income. A guaranteed period income shall be a monthlyretirement income payable during the lifetime of the retired Participant and guaranteed tocontinue to a designated beneficiary for at least five (5) or ten (10) years after thecommencement of payments, if the Participant dies within the five (5) or ten (10) yearperiod, according to the election of the Participant. This benefit shall be calculated as theActuarial Equivalent of the life annuity form of payment. The Participant may designatea primary beneficiary to receive this retirement income if the Participant dies within the five(5) or ten (10) year period and a secondary beneficiary to receive this retirement income ifboth the Participant and the primary beneficiary die within the five (5) or ten (10) yearperiod.

C. Partial Lump Sum Payment.

1. Eligibility. A Participant whose benefit payments begin on or after March 1,2000, and who is eligible for a Normal Retirement Income according to Section 600 or anEarly Retirement Income according to Section 601 is eligible to elect a partial lump sumpayment. Also, the surviving spouse of a Participant who is eligible for a benefit underSection 801 and whose benefit payments begin on or after March 1, 2000, is eligible to electa partial lump sum payment.

2. Amount of Lump Sum Payment. An eligible Participant or surviving spousemay elect a partial lump sum payment equal to one, two or three times the annual benefitthe Participant or surviving spouse would otherwise receive from the Plan in the form ofa life annuity. The lump sum will be paid at the same time as the first annuity payment.

3. Amount of Annuity Payment. The factors in Appendix A will apply todetermine the reduced percentage of the life annuity benefit payable to a Participant orsurviving spouse who elects a partial lump sum benefit, based on the age of the Participantor surviving spouse when benefit payments begin and the number of years of annuitybenefits paid as a partial lump sum.Ord. Nos. 17300, 19730, 20908

SECTION 702. CONDITIONS RELATIVE TO OPTIONAL BENEFITS

A. Election Deadline. To become effective, an election of any optional form ofretirement income must be made formally and in writing prior to start of payment of suchretirement income. A Participant may elect an optional form of retirement income orchange the contingent annuitant at any time prior to start of payment.


B. Spouse Consent. If a Participant is married at the time benefits commence,the Participant's election of a partial lump sum payment or a form of retirement incomeother than a joint and survivor income payable to the Participant and spouse shall not beeffective unless the spouse consents in writing to the partial lump sum, to the form ofretirement income, and to the contingent annuitant or beneficiary the Participant elects forthat form of retirement income. The spouse's written consent must acknowledge the effectof the election and must be witnessed by a Plan representative or a notary public. Thespouse's written consent shall not be required if it is established to the satisfaction of a Planrepresentative that there is no spouse or the spouse cannot be located. Any consent by aspouse obtained under this provision shall be effective only with respect to such spouse.

C. Contingent Annuitant Designation. To elect a joint and survivor annuity or tochange the designation of a contingent annuitant, the Participant shall designate thecontingent annuitant on a form provided for that purpose and shall furnish to the Boardof Trustees within six (6) months thereafter, but not later than the date of start of payment,proof satisfactory to the Board of Trustees of the age of the contingent annuitant.

D. Change in Election. The election of an optional form of retirement incomeshall become irrevocable upon commencement of payment from the Plan.

E. Death. If a Participant shall have elected an optional form of retirementincome; and

1. If the contingent annuitant shall die and the Participant shall notify the PlanAdministrator of the death before the start of Participant's retirement income payments, theelection shall be void;

2. Except as provided in paragraph 701.A.3 hereof, if the Participant shall diebefore the start of the Participant's retirement income payments, the election shall be voidand the contingent annuitant shall not be entitled to an income under such option; or

3. If the contingent annuitant shall die after commencement of an optional formof retirement income but before the death of the retired Participant, such Participant shallcontinue to receive the income payable to that Participant in accordance with such election.Ord. Nos. 17300, 17981, 19730, 20908

SECTION 703. LEVEL INCOME OPTION

A Participant who begins to receive a life annuity or joint and survivor annuity beforethe Participant's receipt of a Social Security Old Age Insurance Benefit at sixty-two (62)years of age or sixty-five (65) years of age may elect to have his retirement income adjustedto an Actuarial Equivalent so that the Participant will receive an increased monthly amountprior to sixty-two (62) years of age or sixty-five (65) years of age and a reduced monthlyamount thereafter. This adjustment shall enable the Participant to receive, pursuant to boththe Plan and the Social Security Act, total monthly retirement income benefits inapproximately level amounts for life. The adjustment shall be made according to tablesprepared by the Actuary and approved by the Board of Trustees.


SECTION 704. GENERAL REQUIREMENTS

Notwithstanding any other provision of this title to the contrary, a form ofretirement income payable from the Plan shall satisfy the conditions given in this section.

A. Latest Starting Date. Payment of retirement income shall commence not laterthan April 1 of the calendar year following the later of: (1) the calendar year in which theParticipant attains seventy and one-half (70-1/2) years of age; or (2) the calendar year inwhich he incurs a Termination of Employment. Distributions shall be made in accordancewith Treasury Regulations under Internal Revenue Code Section 401(a)(9), includingSection 1.401(a)(9)-2.

B. Death Before Payments Begin. If the Participant's death occurs before thepayment of his retirement income from the Plan has started, his entire interest in the Planshall be distributed no less rapidly than under the form of distribution in effect at the timeof the Participant's death. If the Participant's death occurs before the payment of hisretirement income from the Plan has started, his entire interest in the Plan shall bedistributed within five (5) years of his death, unless it is to be distributed in accordance withthe following rules:

1. The Participant's remaining retirement income from the Plan is payable to hisdesignated contingent annuitant or beneficiary;

2. The remaining retirement income is to be distributed over the life of thedesignated contingent annuitant or beneficiary or over a period not extending beyond thelife expectancy of the contingent annuitant or beneficiary; and

3. Such distribution begins within one (1) year of the Participant's death, unlessthe beneficiary is the Participant's spouse, in which case the distribution need not beginbefore the date on which the Participant would have attained seventy and one-half (70-1/2)years of age, and if the spouse dies before the distribution to the spouse begins, thisSection 704 shall be applied as if the spouse were the Participant in the Plan.

C. General Restriction on Value of Payments. No method of distribution ofretirement income may be made under this Plan that would result in the ActuarialEquivalent of the interest of a beneficiary or contingent annuitant, other than a spouse,exceeding fifty percent (50%) of the Actuarial Equivalent of the interest of the Participant,both Actuarial Equivalents being determined as of the date the Participant's benefitcommences.

SECTION 705. WITHDRAWAL OF CONTRIBUTIONS BY VESTEDDEFERRED PARTICIPANT

Any Participant entitled to a Vested Deferred Normal Retirement Income asprovided in Section 603 hereof may withdraw his Basic Employee Contributions, withCredited Interest thereon, at any time prior to commencement of payment of the


Participant's retirement income, but such Participant must also withdraw his OptionalEmployee Contributions and shall thereupon cease to have any further rights under thePlan. Conversely, such Participant may withdraw any portion or all of his OptionalEmployee Contributions without loss of rights to his Vested Deferred Normal RetirementIncome.

SECTION 706. REEMPLOYMENT OF A RETIRED PARTICIPANT

A. Benefits Cease. The retirement income payable from the Fund to any retiredParticipant shall cease as of the first date of reemployment, if such Participant is reemployedas an Employee. Retirement income shall resume as of the first day of the month followingTermination of Employment subject to the provisions of Subsection 706.C hereof. Suchcessation or suspension of retirement income payable shall not affect the payment ofretirement income after the death of a reemployed Participant under any optional form ofbenefit which shall at that time be in effect.

B. Partial Lump Sum Recipients Not Eligible. A retired Participant who hasreceived a partial lump sum payment is not eligible for reemployment as an Employee.

C. Contributions Resume. Upon the reemployment of a retired Participant as anEmployee, he shall be required to make Basic Employee Contributions toward a retirementincome in accordance with the provisions of Section 301 hereof.

D. Benefits Redetermined. The amount of the retirement income to be paid onthe subsequent Termination of Employment of a Participant described in Subsection Ashall be redetermined on the basis of the increased service, age and contributions. ThePlan's formula for computing retirement income in effect at the time of each Terminationof Employment shall apply to determine each portion of the Participant's retirement incomeattributable to Credited Service earned since the preceding Termination of Employment.In any case where the payment of retirement income which was reduced on account of earlyretirement is suspended on account of reemployment, the amount of the retirement incometo be paid on subsequent Termination of Employment shall also be determined so that theamount of reduction made for early retirement on the previous retirement date will beadjusted to reflect the duration of the period for which benefits are suspended.Ord. No. 20903

SECTION 707. SMALL PAYMENT

In the event any benefit provided under the Plan is payable in an amount less thanFifteen and no/100 Dollars ($15.00) monthly, a lump-sum settlement of ActuarialEquivalent shall be paid in full discharge of all liability in respect of such benefit.Distributions shall be made in accordance with Internal Revenue Code Section 401(a)(9),including Section 1.401(a)(9)-2 of the Federal Income Tax Regulations.

SECTION 708. DIRECT ROLLOVER

For eligible rollover distributions, a distributee may elect, at the time and in themanner prescribed by the Board of Trustees, to have any portion of the distribution paid


directly to an eligible retirement plan specified by the distributee in a direct rollover. Forpurposes of applying this section, the following definitions shall apply:

A. Eligible Retirement Plan. An eligible retirement plan is an individualretirement account described in Section 408(a) of the Internal Revenue Code of 1986, asamended, an individual retirement annuity described in Section 408(b) of the Code, anannuity plan described in Section 403(a) of the Code, or a qualified trust described inSection 401(a) of the Code, that accepts the distributee's eligible rollover distribution.Effective January 1, 2002, an eligible retirement plan shall also mean an annuity contractdescribed in Code Section 403(b) and an eligible plan under Code Section 457(b) which ismaintained by a state, political subdivision of a state, or agency or instrumentality of a stateor political subdivision of a state and which agrees to separately account for amountstransferred into such plan from this Plan. The definition of eligible retirement plan shallalso apply in the case of a distribution to a surviving spouse, or to a spouse or formerspouse who is the alternate payee under a qualified domestic relation order, as defined inCode Section 414(p).

B. Distributee. A distributee includes an Employee or former Employee. Inaddition, the Employee's or former Employee's surviving spouse and the Employee's orformer Employee's spouse who is the alternate payee under a qualified domestic relationsorder, as defined in Section 414(p) of the Code, are distributees with regard to the interestof the spouse or former spouse.

C. Direct Rollover. A direct rollover is a payment by the plan to the eligibleretirement plan specified by the distributee.

D. Eligible Rollover Distribution. Any distribution of all or any portion of thebalance to the credit of the distributee, except that an eligible rollover distribution does notinclude: any distribution that is one of a series of substantially equal periodic payments (notless frequently than annually) made for the life (or life expectancy) of the distributee or thejoint lives (or joint life expectancies) of the distributee and the distributee's designatedbeneficiary, or for a specified period of ten years or more; any distribution to the extentsuch distribution is required under Section 401(a)(9) of the Code; and the portion of anydistribution that is not includable in gross income. For distributions on or after January 1,2002, a portion of distribution shall not fail to be an eligible rollover distribution merelybecause the portion consists of after-tax employee contributions which are not includablein gross income. However, such portion may be paid only to an individual retirementaccount or annuity described in Sections 408(a) or (b) of the Code, or to a qualified definedcontribution plan described in Sections 401(a) or 403(a) of the Code that agrees toseparately account for amounts so transferred, including separately accounting for theportion of such distribution which is includable in gross income and the portion of suchdistribution which is not so includable.Ord. Nos. 18364, 20497

Ch. 7, App. A, Pg. 1 Title 28 - Municipal Employees’ Retirement Plan Supp. 8 (1/1/01)

APPENDIX A

CITY OF TULSA MUNICIPAL EMPLOYEES' RETIREMENT PLANPartial Lump Sum Distribution Option Factors

Commencement Years of Annual Pension Benefit Elected as Payable in Lump Sum

Age 1 2 3

30 0.9271 0.8542 0.781231 0.9268 0.8535 0.780332 0.9264 0.8528 0.779233 0.9260 0.8520 0.778034 0.9256 0.8512 0.7768

35 0.9252 0.8503 0.775536 0.9247 0.8494 0.774137 0.9242 0.8484 0.772638 0.9237 0.8473 0.771039 0.9231 0.8462 0.7693

40 0.9225 0.8450 0.767541 0.9219 0.8437 0.765642 0.9212 0.8424 0.763543 0.9205 0.8409 0.761444 0.9197 0.8394 0.7590

45 0.9189 0.8377 0.756646 0.9180 0.8360 0.753947 0.9170 0.8341 0.751148 0.9161 0.8321 0.748249 0.9150 0.8300 0.7450

50 0.9139 0.8278 0.741751 0.9127 0.8254 0.738152 0.9115 0.8229 0.734453 0.9101 0.8202 0.730454 0.9087 0.8174 0.7261

55 0.9072 0.8144 0.721656 0.9056 0.8112 0.716857 0.9039 0.8078 0.711658 0.9021 0.8041 0.706259 0.9001 0.8002 0.7003

60 0.8980 0.7961 0.694161 0.8958 0.7916 0.687562 0.8935 0.7869 0.680463 0.8909 0.7819 0.6728

Ch. 7, App. A, Pg. 2 Title 28 - Municipal Employees’ Retirement Plan Supp. 8 (1/1/01)

64 0.8883 0.7765 0.6648

65 0.8854 0.7708 0.656366 0.8824 0.7648 0.647267 0.8792 0.7584 0.637668 0.8758 0.7516 0.627569 0.8722 0.7444 0.6166

70 0.8683 0.7366 0.604971 0.8641 0.7283 0.592472 0.8596 0.7192 0.578973 0.8548 0.7095 0.564374 0.8495 0.6991 0.5486

75 0.8439 0.6879 0.531876 0.8379 0.6759 0.513877 0.8315 0.6630 0.494578 0.8246 0.6493 0.473979 0.8172 0.6345 0.4517

80 0.8093 0.6186 0.427981 0.8008 0.6015 0.402382 0.7916 0.5833 0.374983 0.7818 0.5637 0.345584 0.7713 0.5426 0.3138

85 0.7598 0.5196 0.279486 0.7473 0.4947 0.242087 0.7338 0.4675 0.201388 0.7189 0.4379 0.156889 0.7028 0.4055 0.1083

90 0.6851 0.3702 0.055291 0.6658 0.3315 *92 0.6446 0.2892 *93 0.6216 0.2432 *94 0.5962 0.1924 *

95 0.5682 0.1364 *96 0.5372 0.0745 *97 0.5030 0.0060 *98 0.4653 * *99 0.4232 * *

100 0.3761 * **Option cannot be offered due to insufficient present value of retirement benefit.Ord. Nos. 19730, 19899


CHAPTER 8

DEATH BENEFITS

Section 800. Minimum Death Benefit.Section 801. Automatic Spouse's Benefit.Section 802. Designation of Beneficiary.

SECTION 800. MINIMUM DEATH BENEFIT

The total retirement income paid to a Participant, a contingent annuitant or otherbeneficiary, from the Plan on behalf of a Participant, shall at least equal the sum of theParticipant's Basic and Optional Contributions, with Credited Interest on both forms ofcontributions. The amount by which such paym ents are less than the sum of suchcontributions and interest shall be paid in a lump sum at the death of the last recipient ofthe form of retirement income paid according to Chapter 7 thereof. This minimum deathbenefit shall be paid to the beneficiary determined according to Section 802 hereof.

SECTION 801. AUTOMATIC SPOUSE'S BENEFIT

A. Death After At Least Five (5) Years of Continuous Employment But WhileEmployed. Effective on and after September 1, 1992, upon the death of a Participant priorto Termination of Employment but after completion of at least five (5) Years ofContinuous Employment, the Participant's spouse shall receive a death benefit paid monthlyfor the rest of the life of the spouse, provided that such spouse has been legally married tosuch Participant for a period of at least one (1) year immediately preceding the Participant'sdeath. If the Participant died after attaining age fifty-five (55), the spouse's death benefitshall be one-half (1/2) of the monthly benefit that would have been paid to the Participantin the form of a life annuity starting the first of the month in which the Participant died.If the Participant died before age fifty-five (55), the spouse's death benefit shall be one-half(1/2) of the monthly benefit that would have been paid to the Participant in the form of alife annuity starting the first of the month after the Participant would have reached agesixty-five (65), minus a twenty-five percent (25%) early retirement reduction factor. Thespouse's death benefit amount shall be reduced by seventy-five hundredths of one percent(.75%) for each full year in excess of five (5) years by which the age of the spouse is lessthan the age of the deceased Participant.

B. No Cost to Participant. In no event shall the retirement income payable to aParticipant or contingent annuitant be reduced due to this death benefit.

C. Vesting. The automatic spouse's benefit is subject to the same rules of vestingas are recited in Chapter 4 hereof.Ord. No. 18103


SECTION 802. DESIGNATION OF BENEFICIARY

Each Participant shall have the right to designate a beneficiary and a successorbeneficiary and, from time to time, to change his beneficiary, his successor beneficiary, orboth, by completing and delivering to the Employer a form provided for that purpose. Ifthere is no designated beneficiary or successor beneficiary surviving at the death of theParticipant, payment of any death benefit shall be made to the estate of the deceasedParticipant.

Ch. 9, Pg. 1 Title 28 - Municipal Employees’ Retirement Plan Supp. 13 (7/1/03)

CHAPTER 9

BENEFIT RESTRICTIONS

Section 900. Definitions.Section 901. Maximum Benefits.Section 902. Optional Employee Contribution Limitation.

SECTION 900. DEFINITIONS

For the purposes of this Chapter 9, the following definitions shall apply.

A. Adjustment Factor means the cost-of-living adjustment factor prescribed bythe Secretary of the Treasury under Section 415(d) of the Internal Revenue Code of 1986for years beginning after December 31, 1987, applied to such items and in such manner asthe Secretary shall prescribe.

B. Annual Addition means the amount allocated to a Participant's account duringthe Plan Year as a result of:

1. Employer contributions;

2. Employee contributions;

3. Forfeitures; and

4. Amounts described in Section 415(1)(1) and 491A(d)(2) of the InternalRevenue Code, if any.

C. Defined Benefit Dollar Limitation means the limitation set forth inSection 415(b)(1) of the Internal Revenue Code of 1986.

D. Defined Contribution Dollar Limitation means Thirty Thousand and no/100Dollars ($30,000.00) or, if greater, one-fourth (1/4) of the Defined Benefit DollarLimitation in effect for the limitation year.

E. Social Security Retirement Age means the age used as the retirement age forthe Participant under Section 216(1) of the Social Security Act, except that such Sectionshall be applied without regard to the age increase factor and as if the early retirement ageunder Section 216(1)(2) of such Act were sixty-two (62).

SECTION 901. MAXIMUM BENEFITS

A. Notwithstanding any other provisions herein, annual benefits payable underthis Plan and any other defined benefit plans of the Employer (whether or not terminated)with respect to a Participant which are not attributable to Optional Employee Contributions


or pre-1989 Basic Employee Contributions shall not exceed One Hundred Sixty Thousandand no/100 Dollars ($160,000.00).

B. This dollar limitation (the "Defined Dollar Limitation") shall be automaticallyadjusted annually each January 1, as determined by the Secretary of the Treasury.

C. If a Participant has completed less than ten (10) years of participation in thePlan, the Participant’s accrued benefit shall not exceed the Dollar Limitation as adjusted bymultiplying such amount by a fraction, the numerator of which is the Participant’s numberof years, or part thereof, of participation in the Plan, and the denominator of which is ten(10).

D. Adjustment for Early Commencement. For benefits paid after December 31,2001, if the annual benefit of the Participant commences before the Participant's age 62, theDefined Benefit Dollar Limitation as reduced for optional forms of benefits, if necessary,shall be reduced for each month by which benefits commence before the month in whichthe Participant attains age 62. The annual benefit limitation beginning prior to age 62 shallbe determined as the lesser of the equivalent annual benefit computed using the Plan'sinterest rate and mortality table (or other tabular factor) equivalence for early retirementbenefits, and the equivalent annual benefit computed using a five percent (5%) interest rateand the applicable mortality table as defined in Section 101.A of the Plan. Any decrease inthe adjusted Defined Benefit Dollar Limitation determined in accordance with thisprovision shall not reflect any mortality decrement to the extent that benefits will not beforfeited upon death of the Participant.

E. Adjustment for Late Commencement. If the annual benefit of a Participantcommences after age 65 and the benefit is paid after December 31, 2001, the DefinedBenefit Dollar Limitation applicable to the Participant at the later age is the annual benefitpayable in the form of a straight life annuity beginning at the later age that is actuariallyequivalent to the Defined Benefit Dollar Limitation applicable to the Participant at age 65.The actuarial equivalent of the Defined Benefit Dollar Limitation applicable at an age after65 is determined as the lesser of:

1. The actuarial equivalent (at such age) of the Defined Benefit Dollar Limitationcomputed using the interest rate and mortality table specified in Section 101.A ofthe Plan; and

2. The actuarial equivalent (at such age) of the Defined Benefit Dollar Limitationcomputed using a five percent (5%) interest rate assumption and the applicable mortalitytable specified in Section 101.A of the Plan.

For these purposes, mortality between age 65 and the age at which benefitscommence shall be ignored.

F. Except as provided in 1, 2, and 3 below, a benefit payable in a form other thana straight life annuity must be adjusted to an actuarially equivalent straight life annuity


before applying the limitations of this section. The interest rate assumption used todetermine actuarial equivalence will be the greater of the interest rate specified in subsection101.A of this Plan or five percent (5%). The annual benefit does not include any benefitsattributable to Optional Employee Contributions, pre-1989 Basic Employee Contributionsor rollover contributions, or the assets transferred from a qualified plan that was notmaintained by the Employer. No actuarial adjustment to the benefit is required for:

1. The value of a qualified joint and survivor annuity;

2. The value of benefits that are not directly related to retirement benefits (suchas the qualified disability benefit, pre-retirement death benefits, and post-retirement medicalbenefits); and

3. The value of post-retirement, cost-of-living increases made in accordance withSection 415(d) of the Internal Revenue Code of 1986, as amended, and Section 1.415-3(c)(3)(iii) of the Federal Income Tax Regulations.

4. Death or disability benefits, as described in Section 415(b)(2)(I) of the InternalRevenue Code of 1986, as amended.Ord. Nos. 17982, 19988, 20497

SECTION 902. OPTIONAL EMPLOYEE CONTRIBUTION LIMITATION

A. Limitation. For each Plan Year, the Optional Employee Contributions madeby a Participant, when added to annual additions to a Participant's account in any definedcontribution plan maintained by the Employer, shall not exceed the lesser of the DefinedContribution Dollar Limitation or twenty-five percent (25%) of the Participant'scompensation, as defined for purposes of Section 415 of the Internal Revenue Code.

B. Disposition of Excess Annual Additions. If, due to a reasonable error inestimating a Participant's compensation or other reasons acceptable to the Commissionerof Internal Revenue, or as a result of the allocation of forfeitures, an amount in excess ofthe limit described in Subsection 902.A is allocated to a Participant's account, the excess willbe disposed of by returning Optional Employee Contributions to the Participant to theextent they would reduce the excess.Ord. No. 17982


CHAPTER 10

ADMINISTRATION OF PLAN

Section 1000. Board of Trustees.Section 1001. Powers and Duties of Board of Trustees.Section 1002. Quorum.Section 1003. Administrator - Appointment - Duties.Section 1004. Liability Limited.Section 1005. Annual Actuarial Examination.

SECTION 1000. BOARD OF TRUSTEES

The M unicipal Employees' Retirement Plan shall be administered by a Board ofTrustees ("Board") under a Trust Agreement effective January 25, 1989, a copy of whichis attached, made a part hereof and marked as "Exhibit A," and as amended by a FirstAmendment to Trust Agreement dated November 27, 2000, a copy of which is attached,made a part hereof and marked as "Exhibit B."

A. Membership. Effective January 1, 1993, the Board shall consist of the followingseven (7) members, appointed by the Mayor, subject to confirmation by a majority vote ofthe entire membership of the City Council:

1. Two (2) active, classified Employee Participants in the Plan;

2. One (1) retired Employee Participant who is receiving income from the Plan;

3. Three (3) persons, each of whom shall be either the head of a City division ordepartment, an elected City official, or an appointee of the Mayor in the unclassified service,as described in Article X, Section 5.B of the City Charter;

4. One (1) person who shall not be a Participant in the Plan, a City employee orelected City official.

B. Terms of Members. Effective January 1, 1993:

1. The following members shall be appointed for terms of three (3) years;

a. One (1) active, classified Employee Participant in the Plan; and

b. One (1) head of a City division or department; elected City official; oran appointee of the Mayor in the unclassified service, as described in ArticleX, Section 5.B of the City Charter, appointed pursuant to paragraph 1000.A.3above;

2. The following members shall be appointed for terms of two (2) years:


a. One (1) active, classified Employee Participant in the Plan; and

b. One (1) head of a City division or department; elected City official; oran appointee of the Mayor in the unclassified service, as described in ArticleX, Section 5.B of the City Charter, appointed pursuant to paragraph 1000.A.3above;

3. The following members shall be appointed for terms of one (1) year:

a. The member who is a retired Employee Participant receiving incomefrom the Plan; and

b. One (1) head of a City division or department; elected City official; oran appointee of the Mayor in the unclassified service, as described in ArticleX, Section 5.B of the City Charter, appointed pursuant to paragraph 1000.A.3above.

Subsequently, all successors to these six (6) members shall be appointed to terms ofthree (3) years to begin on January 1 and end on December 31. The member who is nota Participant in the Plan, an employee or elected City official shall serve an indefinite termat the pleasure of the Mayor.

All members shall hold their offices until their successors are appointed andqualified. In the event of death, disability, resignation, dismissal or disqualification of anymember of the Board, a successor shall be appointed for the remainder of that member'sterm.

C. Organization. During the regular monthly meeting of the Board held in July,the Board shall elect from its membership a Chairperson and such other officersappropriate for the performance of its duties. The Administrator of the Plan shall serve asSecretary to the Board, and the City Attorney shall advise the Board on any legal matterrelated to the Plan.

D. Meetings. The Board shall conduct regular meetings at least monthly and maymeet specially at the discretion of the Chairperson or upon written request by a majority ofthe members of the Board. Upon receipt of a request for a special meeting, theChairperson shall call a meeting as soon as reasonably possible, but not more than five (5)days after receipt of the request. Except as otherwise provided by law, the Board shalladopt rules and regulations to govern the conduct of its meetings. All meetings shall beopen to the public as provided by the laws of Oklahoma. Ord. Nos. 17839, 18192, 19988, 20411

SECTION 1001. POWERS AND DUTIES OF BOARD OF TRUSTEES

The Board of Trustees shall have the following powers and duties:


A. To establish by-laws, formulate policy and implement procedures, rules andregulations to accomplish the objectives of the Plan; all such by-laws, policies, procedures,rules and regulations shall be written in a By-Laws, Policies, Procedures, Rules andRegulations Manual by the Administrator, shall be kept in the Administrator's office andshall be open and available to any interested party for review thereof during normal businesshours;

B. To appoint such committees and subcommittees as the Board of Trustees maydeem necessary or advisable to aid and assist the Board of Trustees to effectively manageand administer the Plan; such committees and subcommittees may be comprised of anypersons desired by the Board, whether Employees, Participants, Board members, citizensof the City of Tulsa, or any combination thereof; and all members of committees andsubcommittees shall serve without compensation or remuneration of any kind;

C. To appoint and employ adm inistrators and advisors, with approval of theMayor;

D. To establish general investment policies and guidelines which shall bemaintained in the manual described in Subsection 1001.A hereof;

E. To exercise discretionary authority in determining eligibility for benefits fromthe Plan and to review, approve and authorize all payments and expenditures from theFund;

F. To implement improvement in the administrative procedures of the Plan andsubmit to the Mayor proposals for change in the benefits of the Plan, including cost-of-living increases to retired Participants, beneficiaries and contingent annuitants;

G. To review grievances of Participants regarding the Plan;

H. To adopt procedures for reporting the Plan's operations;

I. To approve interest rates, mortality tables and other actuarial assumptionsrecommended by an Actuary for funding and administration of the Plan;

J. To exercise discretionary authority in construing the terms of the Plan and toobtain interpretations when ordinances and laws are silent or unclear in specific situations;and

K. To maintain or cause to be maintained minutes of all meetings which shall besigned by the Administrator and the Chairman or Vice Chairman of the Board. Ord. No. 17389


SECTION 1002. QUORUM

For each meeting of the Board of Trustees, a quorum of four (4) members shall berequired to conduct business and at least four (4) concurring votes shall be required to carryor defeat a measure.

SECTION 1003. ADMINISTRATOR - APPOINTMENT - DUTIES

The Board of Trustees shall appoint an Administrator for the Plan who shall be thePersonnel Director of the City of Tulsa, Oklahoma, or the Director's designee and whothereafter shall serve at the pleasure of the Board of Trustees. The Board of Trustees shallset forth the duties of the Administrator in the By-Laws, Policies, Procedures, Rules andRegulations Manual. Ord. No. 17389

SECTION 1004. LIABILITY LIMITED

In administering the Plan, neither the Board of Trustees or any member or staffmember thereof, nor the Employer or any official or employee thereof, shall be liable forany acts of omission or commission, except for his or its own individual gross negligenceor willful or intentional misconduct. The Employer and its officials and employees, andeach member or staff member of the Board of Trustees shall be entitled to rely conclusivelyon all tables, valuations, certifications, opinions and reports which shall be furnished by theCity Attorney or by an Actuary, accountant, trustee, investment counsel, insurance companyor any other expert who shall be appointed, employed or otherwise engaged by the Boardof Trustees.Ord. No. 19988

SECTION 1005. ANNUAL ACTUARIAL EXAMINATION

At least once a year, the Board of Trustees shall cause the liabilities of the Plan to beevaluated by an Actuary who shall report to the Board of Trustees as to:

A. The soundness and solvency of the Fund in relation to the aforesaid liabilities;and

B. The amount of the annual payment by the Employer which would besufficient to provide for Plan liabilities.


CHAPTER 11

ADMINISTRATION OF THE TRUST FUND

Section 1100. Establishment of Employee Retirement Fund.Section 1101. Investment of Trust Fund.

SECTION 1100. ESTABLISHMENT OF EMPLOYEE RETIREMENT FUND

The Board of Trustees shall maintain a Fund into which the contribution of eachParticipant and of the Employer shall be paid, which Fund shall comprise a trust fund heldfor and on behalf of all Participants and beneficiaries thereof. The Board of Trustees, withappropriate approval of the Mayor, shall designate a custodian to hold the Fund as theassets of the Plan by entering into a custodial agreement with the entity designated.Ord. No. 17389

SECTION 1101. INVESTMENT OF TRUST FUND

A. By the Board of Trustees. All contributions made to the Fund pursuant to thisPlan shall be paid to custodian and, except as herein otherwise provided, shall be held,invested and reinvested without distinction between principal and income, in such securitiesor in such other property, real or personal, wherever situated, as the Board of Trustees shalldeem advisable, including but not lim ited to, real property, shares of stock, common orpreferred, whether or not listed on any exchange, participations in mutual investment funds,bonds and mortgages, and other evidences of indebtedness or ownership. The custodianshall hold and retain all the property and assets of the Fund, including income frominvestments and from all other sources, for the exclusive benefit of the Participants andtheir beneficiaries, as provided herein, and for paying the costs and expenses ofadministering the Plan or Fund, to the extent that they are not paid by the Employer.

B. By Investment Manager. The Board of Trustees, with approval of the Mayor,may enter into one or more agreements for the appointment of one or more InvestmentManagers to supervise and direct the investment and reinvestment of a portion or all of theFund in accordance with the provisions of this Plan in the same manner and with the samepowers, duties, obligations, responsibilities and lim itations as apply to the Board ofTrustees. As a condition to its appointment, an Investment Manager shall acknowledge inwriting that it is a fiduciary with respect to the Fund. An Investment Manager so appointedshall be an Investment Advisor registered pursuant to the Investment Advisor's Act of1940, a bank as defined in such Act or an insurance company which is qualified to managethe assets of employee benefit plans pursuant to the laws of more than one state. Thecustodian shall be bound by the supervision and direction of the Investment Manager,unless and until the Board of Trustees amends or revokes the appointment or authority ofthe Investment Manager. An Investment Manager shall have sole investment responsibilityfor that portion of the Fund which it has been appointed to manage. Any InvestmentManager shall receive such reasonable compensation chargeable against the Fund as shallbe agreed upon by the Board of Trustees. The Board of Trustees may revoke any


agreement w ith the Investment Manager at any time by thirty (30) days' written notice tothe Investment Manager. Any Investment Manager may resign by thirty (30) days' writtennotice to the Board of Trustees.Ord. No. 17389


CHAPTER 12

AMENDMENT AND TERMINATION

Section 1200. Modification or Discontinuance of the Plan.Section 1201. Distribution of Assets of Retirement Fund on Termination of

Plan.

SECTION 1200. MODIFICATION OR DISCONTINUANCE OF THE PLAN

A. Right to Amend or Terminate. The City of Tulsa, Oklahoma, expects andintends to maintain the Plan in force indefinitely, but necessarily reserves the right to changeor discontinue the Plan at any time.

B. Change of Benefits or Suspension of Contributions. At any time and from timeto time, the Plan may be changed in whole or in part, or the contributions of the Employermay be suspended, provided that:

1. No change shall be effective unless the Plan as so changed shall be for theexclusive benefit of the Participants and beneficiaries; and

2. No change shall deprive any Participant or beneficiary, without his consent, ofhis right to the benefits which had accrued to his credit up to the time of such change.

SECTION 1201. DISTRIBUTION OF ASSETS OF RETIREMENT FUND ONTERMINATION OF PLAN

A. Order of Payment. Upon termination of the Plan, all benefits accrued byParticipants who are contributing to the Plan on the date of termination shall become fullyvested and nonforfeitable to the extent funded on the date of termination. The assetsremaining in the Fund shall be applied to provide retirement income to Participants andtheir contingent annuitants according to rules adopted by the Board of Trustees andapproved by the Legislative Body.

B. Release of Restricted Reserves. Any reserves which shall be released as a resultof the application of the provisions of Section 904 hereof shall be added to the portion ofthe Retirement Fund which is distributed according to rules adopted by the Board ofTrustees and approved by the Legislative Body.

C. Surplus. Any surplus remaining in the Retirement Fund, after the satisfactionof all rights or contingent rights accrued under the Plan with respect to such benefits, andafter distribution of any released reserves as above provided, shall be allocated among allParticipants according to rules adopted by the Board of Trustees and approved by theLegislative Body.


CHAPTER 13

MISCELLANEOUS

Section 1300. Misstatement in Application for Retirement Income.Section 1301. Missing Persons.Section 1302. Non-alienation of Benefits - Exceptions.Section 1303. Plan Not a Contract of Employment.Section 1304. Payment to Minors and Incompetents.

SECTION 1300. MISSTATEMENT IN APPLICATION FOR RETIREMENTINCOME

Upon discovering an Employee or Participant has provided any incorrectinformation to the Board of Trustees or has omitted to provide needed information to theBoard of Trustees, his contributions and retirement income shall be adjusted on the basisof the correct facts as the Board of Trustees directs. The amount of any previousunderpayments or overpayments to such Participant shall be adjusted by the Participant'ssucceeding payments.

SECTION 1301. MISSING PERSONS

If the Board of Trustees is unable to pay any benefit from the Retirement Fundbecause the identity or whereabouts of a Participant, contingent annuitant or beneficiarycannot be ascertained, the Board of Trustees may direct that such benefit and all furtherbenefits with respect to such person shall be suspended until such person is located. If statelaw provides that a missing Participant shall be treated as deceased, a death benefit shall bepaid to the beneficiary or estate of the Participant as though the death of the Participant hadoccurred on the date when the benefit was first suspended according to the precedingsentence.

SECTION 1302. NON-ALIENATION OF BENEFITS - EXCEPTIONS

No benefits which shall be payable under the Plan shall be subject in any manner toanticipation, alienation, sale, transfer, assignment, pledge, garnishment, encumbrance orcharge. W ith respect to benefits otherwise payable to a Participant, this section shall notapply to benefits payable to an Alternate Payee pursuant to a Qualified Domestic RelationsOrder (QDRO) as defined by the rules and procedures adopted by the Board of Trustees.Ord. No. 18142

SECTION 1303. PLAN NOT A CONTRACT OF EMPLOYMENT

This Plan shall not be deemed to constitute a contract of employment. This Plan hasno effect on a person's right to become an Employee. This Plan has no effect on anEmployee's rights, duties or obligations related to his status as an Employee.


SECTION 1304. PAYMENT TO MINORS AND INCOMPETENTS

If a person who is entitled to any payment through this Plan is a minor or isincompetent, the Board of Trustees shall direct such payments to be paid to the legalrepresentative of the estate of the minor or incompetent person.

Ex. A., Pg. 1 Title 28 - Municipal Employees' Retirement Plan (1/1/1997)

EXHIBIT A

TRUST AGREEMENT FOR THE MUNICIPALEMPLOYEES' RETIREMENT PLAN

THIS AGREEMENT, effective as of the 1st day of January, 1989 (the "EffectiveDate"), by and between the City of Tulsa, Oklahoma, a municipal corporation (the "City")and the Board of Trustees of the Municipal Employees' Retirement Plan (the "Board");

W I T N E S S E T H:

WHEREAS, the City has established a pension program for certain of its employeesand for employees of related governmental entities to provide income for their supportwhen they shall have retired and to protect them against various contingencies; and

W HEREAS, the City wishes to create a separate trust agreement to provide forfunding of certain of the benefits payable by the pension program;

NOW, THEREFORE, in consideration of the premises and of the mutualcovenants, agreements, terms and provisions herein contained, IT IS AGREED by andbetween the City and the Board as follows:

ARTICLE I

Definitions and Construction

1.1 Definitions. The following words and phrases, as used in this Trust Agreement,shall have the meanings stated below:

A. Board. The Board of Trustees for the Plan.

B. City. The City of Tulsa, Oklahoma, a municipal corporation.

C. Custodian. First National Bank and Trust Company of Tulsa or suchother custodian of Trust Fund assets as the Board appoints according to Section 5.1.B.hereof.

D. Effective Date. January 1, 1989, the date as of which the Trust createdherein shall commence.

E. Investment Manager. An investment advisor registered pursuant to theInvestment Advisor's Act of 1940, a bank as defined in such Act or an insurance companyqualified to manage the assets of employee benefit plans pursuant to the laws of more thanone state, which is appointed by the Board to supervise and direct the investment andreinvestment of all or a portion of the Trust Fund.


F. Investment M anager's Account. The portion of the Trust Funddesignated by the Board with respect to which an Investment Manager has responsibilitypursuant to Article III, Section 3.3 hereof.

G. Participant. A person who is a "Participant" pursuant to the Plan.

H. Plan. The Municipal Employees' Retirement Plan.

I. Trust Fund. The assets of the Plan held in trust by the Board pursuantto this Trust Agreement.

J. Trustees' Account. The portion of the Trust Fund designated by theBoard with respect to which the Board has not received investment directions from anyauthorized party pursuant to Article III, Section 3.2 hereof.

1.2 Construction. W ords used herein in the masculine gender shall include thefeminine and words used herein in the singular shall include the plural in all cases wheresuch would apply. The words "hereof," "herein," "hereunder" and other similarcompounds of the word "here" shall refer to the entire Agreement, not to a particularArticle or Section hereof. Headings of Articles, Sections and subsections are forconvenience of reference only; they constitute no part of the Agreement and are not to beconsidered in the construction hereof. All references to statutory sections shall include thesection so identified as amended from time to time or any other statute of similar import.

ARTICLE II

Establishment, Acceptance and Purpose

2.1 Establishment and Acceptance. As of the Effective Date, the City herebyestablishes with the Board a trust which shall consist of all property transferred to the Boardpursuant to the Plan, together with all interest, income and profits which accrue on suchproperty; all of which shall be held, managed and administered in trust pursuant to thisAgreement. The Board hereby accepts the trust created hereunder and agrees to performthe duties, responsibilities and obligations required of it hereunder.

2.2 Purpose. The sole purpose of the Trust Fund is to provide benefits forParticipants and their beneficiaries and to defray reasonable expenses of administering andoperating the Plan and Trust. No part of the Trust Fund shall be used for, or diverted to,another purpose by operation of the Trust, by its natural termination, by the exercise of anypower of revocation or amendment, by the happening of any contingency, by collateralarrangement or by any other means, except upon termination of the Plan and satisfactionof Trust expenses and all liabilities to Participants and their beneficiaries.


ARTICLE III

Management and Control of Trust Fund

3.1 Control of Trust Fund. The Board shall have the power to control the TrustFund and to do all such acts, to take all such proceedings, and to exercise all such rights andprivileges, although not specifically mentioned herein, as the Board may deem necessary oradvisable to administer the Trust Fund or to carry out the purposes of this TrustAgreement.

3.2 Management of Trust Fund. The management, including the acquisition anddisposition of property comprising the Trust Fund, shall be as follows:

A. The Board shall have exclusive responsibility, discretion and authoritywith respect to management of the Trust Fund, consistent with the Plan, except asto those portions of the Trust Fund regarding which an Investment Manager hasresponsibility according to Section 3.3 hereof.

B. An Investment Manager shall have the authority to direct theinvestment of that portion of the Trust Fund with respect to which it has beenappointed an Investment Manager pursuant to Section 3.3 hereof, in a mannerconsistent with this Trust Agreement, the Plan and applicable law.

3.3 Appointment of Investment Manager. The Board may appoint one or moreInvestment Managers to direct the investment of all or a portion of the Trust Fund. As acondition to its appointment, an Investment Manager shall acknowledge in writing that itis a fiduciary with respect to the Plan. An Investment Manager who is not also a Custodianshall not have authority to take custody of any property which is a part of the Trust Fund.The Board may furnish an Investment Manager written investment guidelines forinvestment of the Investment Manager's Account, which guidelines may include directionswith respect to diversification of the investments.

3.4 Limitation of Duty. The authority reserved to the Board in Sections 3.2 and3.3 hereof shall not impose upon the Board any duty, responsibility or obligation to exercisesuch authority or to manage all or any portion of the Trust Fund.

3.5 Separate Accounting for Employee Contributions. The City shall maintainseparate accounting for employee contributions to the Plan.

ARTICLE IV

Investment of Trust Fund

4.1 Investment of Trustees' Account. Except as specified below or as requiredby the Plan, the Board shall invest and reinvest the principal and income of the Trustees'Account.


4.2 Investment of Investment Manager's Account. The Investment Manager'sAccount shall be invested as directed in writing by the Investment Manager, provided thedirection accords with this Agreement, the Plan and applicable law.

4.3 Purchase of Insurance Contracts. Subject to the Plan, the Board may applyfor and purchase from responsible insurance companies such life insurance, retirementannuity, retirement income or other contracts issued by insurance companies and mayexercise at any time or from time to time the rights of the absolute owner of such contractsor which may be granted pursuant to such contracts and may collect, receive, settle for anddisburse the benefits of all such contracts as and when entitled to do so pursuant to theprovisions thereof, and to execute all necessary receipts and annuities and other contractsissued by insurance companies as are purchased pursuant to the Plan and deal with suchcontracts in any manner as may be necessary pursuant to the terms and provisions of thePlan and this Agreement.

4.4 Commingled Funds. Declarations of Trust executed by a Custodian or by abank appointed by the Board as Investment Manager and creating commingled investmentfunds are hereby made a part of this Agreement; provided that said Declarations of Trustcomply with the Rules and Regulations of the Comptroller of the Currency, if necessary,and the laws of any state having jurisdiction thereover and have, where appropriate, beenapproved by the Internal Revenue Service. Notwithstanding any other provision of thisAgreement, the Board may cause all or any part of the moneys of this trust to becommingled with moneys of trusts created by others and invested as part of the abovedescribed commingled funds and moneys of this trust so added to said funds at any timeshall be subject to all the provisions of the applicable Declaration of Trust as it is amendedfrom time to time.

The Board may, from time to time, withdraw from such commingled trust allor such part of the Trust Fund as the Board may deem advisable.

ARTICLE V

Duties of the Board

5.1 Duties. In addition to any duty or responsibility otherwise imposed on theBoard by law or this Agreement, the Board shall:

A. Perform all of its functions hereunder with the care, skill, prudence anddiligence under the circumstances then prevailing that a prudent man acting in a likecapacity and familiar with such matters would use in the conduct of an enterprise ofa like character and with like aims.

B. Hold and administer the Trust Fund in trust, provided the Board mayappoint a Custodian to hold the Trust Fund on behalf of the Board.


C. Maintain accurate and detailed accounts of all investments, receipts,disbursements and all other transactions affecting all or any portion of the TrustFund. All accounts, books and records relating to such transactions shall be opento inspection and audit at any time during business hours by any person designatedby the City.

D. Within sixty (60) days following the close of each calendar quarter orat such other time as agreed upon by the City and the Board, and within sixty (60)days after the removal or resignation of the Board as provided in Article X hereof,file with the City a written account listing all investments, receipts, disbursementsand other transactions affected by it during such period or during the period fromthe last written accounting to the date of such removal or resignation, and stating thecurrent book and market values of the Trust Fund. If the Board invests a part or allof the assets of the Trust Fund in one or more contracts issued by an insurancecompany or Investment Manager, delivery of such insurance company's orInvestment Manager's annual report shall satisfy the requirements of this subsectionas to such assets.

5.2 Contributions to the Plan. The Board shall have no duty to inquire into theaccuracy or sufficiency of any contribution, or its source, or to take any action to compelthe Employer to contribute to the Plan.

5.3 Payments from the Trust Fund. In order to provide for payments pursuantto the Plan, the Custodian shall from time to time on the written direction of the Boardmake payments from the Trust Fund to such persons, insurance companies, corporationsor other entities, in such manner, in such amounts and for such purposes, including, but notlimited to, purchases of annuity or other contracts issued by insurance companies as maybe specified in the written directions of the Board, and upon any such payment, the amountthereof shall no longer constitute a part of the Trust Fund unless the payment is for acontract intended to be a part of the Trust Fund. Each such written direction shall includea certification by the Board that the payment accords with the Plan. The Custodian shallmake such payments either directly to persons certified by the Board to be entitled to themor to the Board or its delegate for transmittal to such persons or as otherwise directed bythe Board. The Custodian shall be liable for failure to make any payment of any kind onlyif it shall have been directed by the Board to make such payment and only if funds sufficientto make such payment shall be available from the Trust Fund. The Board shall not beresponsible in any way with respect to the application of such payments or for the adequacyof the Trust Fund to meet and discharge any and all liabilities pursuant to the Plan.

ARTICLE VI

Powers of Board

In addition to, and not in limitation of, the powers stated in Article III, Section 3.1and Article IV, Section 4.1 above or elsewhere in this Agreement, the Board shall have thefollowing powers and authority in the control of the Trust Fund, all consistent with


direction by an Investment Manager pursuant to Article III above. Each interpretation anddecision made by the Board in fulfillment of its responsibilities under this Trust shall befinal and binding on all parties unless a court with proper jurisdiction over the matter issuesa final decision that the determination of the Board was arbitrary, capricious or made in badfaith and had no rational basis.

A. To purchase or subscribe for and to retain any securities or other property,and to sell, exchange, convey, transfer or otherwise dispose of, and also to grant optionswith respect to, any securities or other property held by it, by private contract or at publicauction, or to surrender for cash value any contracts issued by an insurance company whichmay at any time constitute a part of the Trust Fund. Any sale may be made for cash orupon credit, or partly in cash and partly on credit. No person dealing with the Board shallbe bound to see to the application of the purchase money or to inquire into the validity,expedience or propriety of any such sale or other disposition.

B. To purchase and sell contracts or other properties through such broker orbrokers as the Board may choose.

C. To vote upon any stocks, bonds or other securities; to give general or specialproxies or powers of attorney with or without power of substitution; to appoint one ormore individuals or corporations as voting trustees under voting trust agreements andpursuant to such voting agreements to delegate to such voting trustees discretion to vote;to exercise any conversion privileges, subscription rights, or other options, and to make anypayments incidental thereto; to oppose, or to consent to, or otherwise participate in,corporate reorganizations or other changes affecting corporate securities, and to pay anyassessments or charges in connection therewith; and generally to exercise any of the powersof an owner with respect to property held as part of the Trust Fund.

D. To cause any securities or other property to be registered in its own name orin the name of its nominee without designating the same as trust property, and to hold anyinvestments in bearer form, but the books and records of the Board shall at all times showthat all such investments are part of the Trust Fund. Any such registration or holding bythe Board shall not relieve it from its responsibility for the safe custody and disposition ofthe Trust Fund in accordance with the terms and provisions of this Trust Agreement.

E. To hold cash, uninvested, for such length of time as the Board may deemprudent and in the best interests of the Trust created hereby without liability for interestthereon.

F. To make, execute, acknowledge and deliver any and all documents of transferand conveyance including, but not limited to, deeds, leases, mortgages, conveyances,contracts, waivers and releases, and any and all other instruments that may be necessary orappropriate to carry out the powers herein granted.

G. To renew or extend or participate in the renewal or extension of anymortgage, upon such terms as may be deemed advisable, and to agree to a reduction in the


rate of interest on any mortgage, or to any other modification or change in the terms of anymortgage, or of any guarantee pertaining thereto, in any manner and to any extent that maybe deemed advisable for the protection of the Trust Fund or the preservation of the valueof the investment; to waive any default whether in the performance of any covenant orconditions of any mortgage or in the performance of any guarantee or to enforce any suchdefault in such manner and to such extent as may be deemed advisable; to exercise andenforce any and all rights of foreclosure, to bid in property on foreclosure, to take a deedin lieu of foreclosure with or without paying a consideration therefor, and in connectiontherewith to release the obligation on the bond secured by such mortgage and to exerciseand enforce in any action, suit or proceeding at law or in equity any rights or remedies inrespect of any such mortgage or guarantee.

H. To employ suitable agents and counsel (who may be agents or counsel for theCity) and to pay their reasonable expenses and compensation.

I. To act at any time and in any jurisdiction without bond or other security toinsure the faithful performance of its duties, except as required by applicable law.

J. To continue to have and to exercise after the termination of the Plan and untilfinal distribution, all of the title, powers, discretions, rights and duties conferred or imposedupon the Board hereunder or by law.

ARTICLE VII

Compensation, Expenses and Taxes

7.1 Payment of Compensation and Expenses. The Board shall serve withoutcompensation and shall be reimbursed for such reasonable expenses as approved by theBoard and paid from the Trust Fund.

7.2 Payment of Taxes. The Board shall pay from the Trust Fund all taxes of anyand all kinds whatsoever that may be levied or assessed under existing or future laws upon,or in respect of, the Trust Fund or its income.

ARTICLE VIII

Protection, Indemnification and Litigation

8.1 Limitation of Liability. Neither the City, its agents, the Board nor anInvestment Manager shall be liable for the making, retention or sale of any investment, norfor any loss to, or diminution of the Trust Fund, unless due to its own negligence,misconduct or lack of good faith.

8.2 Reliance Upon Written Communications. Any Investment Manager shallprovide the Board and Custodian with a written certification identifying the person orpersons authorized to give instructions or directions on its behalf, and such certification


shall be effective until a written revocation is filed with the Board and Custodian. TheBoard and Custodian may rely upon any written communication by such persons withrespect to any instruction or direction of the Investment Manager and in continuing to relyupon such written communication until a subsequent written communication is filed withthe Board and Custodian. The Board may act upon any instrument, written communicationor paper believed by the Board to be genuine and to be signed or presented by the properperson or persons, and the Board shall be under no duty to make any investigation orinquiry as to any statement contained in any such writing, but may accept the same asconclusive evidence of the truth and accuracy of the statements therein contained.

8.3 Indemnification of Board. The City agrees to provide a legal defense for theBoard and to indemnify the Board for any legal fees the Board incurs resulting from orincident to any claimed breach of fiduciary duty by the Board relating to any sale orinvestment made, or act done, pursuant to any direction by an Investment Manager, allconsistent with Article III above, or related to the retention of or failure to take any actionwith respect to any investment made, or act done, pursuant to direction by or in the absenceof further directions by an Investment Manager.

8.4 Litigation. The Board shall have the power to commence or defend suits orlegal or administrative proceedings and, with the consent of the City, to settle, compromiseor submit to arbitration, any claims, debts or damages due or owing to or from the TrustFund; provided, however, the Board shall not be required to institute suit or maintain anylitigation to collect the proceeds of any insurance or other contract forming a part of theTrust Fund unless the Trust Fund holds sufficient funds for this purpose or unless it hasbeen indemnified to its satisfaction for its counsel fees, costs, disbursements and all otherexpenses and liabilities to which it may be subjected by such suit; provided, further, that theBoard may utilize the proceeds of any contract to meet expenses incurred in enforcingpayment of such contract.

The Board shall not be obligated to participate in any suit or legal oradministrative proceeding which would subject it to expense or liability unless such suit orproceeding is occasioned by the fault of the Board or involves a question of its fault orinvolves an alleged breach of fiduciary duty, obligation or responsibility by the Board, unlessit be first indemnified by the City in an amount and manner satisfactory to it or be furnishedwith funds sufficient, in its sole judgment, to cover the same.

ARTICLE IX

Amendment

The City shall have the right at any time, and from time to time:

A. To amend this Trust Agreement in such manner as it may deem necessary oradvisable in order to cause this Trust Agreement and the Plan to qualify or continue toqualify under the provisions of Section 401(a) and be exempt from taxation under the terms


of Section 501(a) of the Internal Revenue Code and any such amendment may by its termsbe retroactive to the extent permitted by applicable law; and

B. To amend this Trust Agreement in any other manner; however, no suchamendment shall authorize or permit any part of the Trust Fund to be used for or divertedto purposes other than those stated in Article II, Section 2.2 hereof; no such amendmentmay cause or permit any portion of the Trust Fund to revert to or become the property ofthe City.

Any such amendment shall become effective upon delivery of a writteninstrument, executed by persons duly authorized, to the Board and upon endorsement bythe Board of its receipt and of its written consent, if such consent is required.

ARTICLE X

Termination

10.1 Termination by the City. The City shall have the right at any time toterminate this Trust Fund by delivering to the Board written notice of such termination.

10.2 Procedures Upon Termination. Upon the occurrence of any of thecircumstances described in Section 10.1, the Board shall appraise the value of the TrustFund and shall determine the allocation and the distribution of the Trust Fund, subject tothe approval of the City.

10.3 Discharge of Board. Upon making such final distribution, the Board shallbe discharged from all obligations under the Trust.

ARTICLE XI

General Provisions

11.1 Individual's Rights; Acquittance. Neither the establishment of the TrustFund hereby created, nor any modification thereof nor the creation of any fund or account,nor the issuance of any annuity policy, nor the payment of any benefits, shall be construedas giving to any person any legal or equitable right against the City, or any officer oremployee thereof, any Investment Manager, or the Board, or any insurance company exceptas provided by the terms of any such annuity policy, the Plan or applicable law. Under nocircumstances shall the terms of employment of any Participant be modified or in any wayaffected hereby.

11.2 Nonalienation of Benefits. Except for indebtedness owing to the TrustFund, benefits payable from the Trust Fund shall not be subject in any manner toanticipation, alienation, sale, transfer, assignment, pledge, encumbrance, charge,garnishment, execution or levy of any kind, either voluntary or involuntary, until suchpayment has been actually received by the person entitled to it. Any attempt to anticipate,


alienate, sell, transfer, assign, pledge, encumber, charge or otherwise dispose of any right tobenefits payable hereunder shall be void. Neither this Trust Fund nor the Board shall in anymanner be liable for or be subject to the debts, contracts, liabilities, engagements or tortsof any person entitled to benefits hereunder. If the terms of this section are contrary to thelaw governing in a particular circumstance, then, as to that circumstance, any such paymentshall be so exempt to the maximum extent permitted by such law. This Section shall notapply to any benefit payable with respect to a Participant pursuant to a domestic relationsorder as defined in the Internal Revenue Code.

11.3 Exercise of Authority by the City. Whenever the City, under the terms of thisAgreement, is permitted or required to do or perform any act, or matter or thing, it shall bedone and performed by a properly authorized officer, agent, representative or employee.

11.4 Qualification. Subject to any amendment to this Trust Agreement whichspecifically expresses a contrary intention, the Trust existing hereunder is intended to beexempt from income tax under Section 501(a) of the Internal Revenue Code of 1986 andwherever possible shall be construed to carry out that intention. The Board shall take noaction which would adversely affect the tax-exempt status of the Trust. The Board maydemand assurances satisfactory to it that any action which it is directed to take will notadversely affect the tax-exempt status.

11.5 Severability. In the event any provision of this Agreement shall be consideredillegal or invalid for any reason, said illegality or invalidity shall not affect the remainingprovisions hereof, but such provisions shall be fully severable and this Agreement shall beconstrued and enforced as if such illegal or invalid provisions had never been insertedtherein. Any provision herein providing for any indemnification or limitation upon theliability of any person or entity shall be construed to be fully effective except to the extentthat such construction would relieve any person from responsibility or liability for anyresponsibility, obligation or duty imposed by Part 4, Title I of the Employee RetirementIncome Security Act of 1974.

11.6 Communications. Any communication required or permitted by thisAgreement to be made by any party hereto shall be deemed sufficiently given or served ifin writing and delivered to the party to whom addressed or with postage prepaid, addressedto such party as shown on the records of the sender. Any communication required orpermitted by this Agreement shall be deemed to have been received on the date of mailingor other delivery.

IN WITNESS WHEREOF, the City has caused this Agreement to be executed byits respective duly appointed officers and the Board has hereunto set his or her hand andseal as of the day, month and year first above written.

CITY OF TULSA, OKLAHOMAa municipal corporation

s/ Rodger A. Randle Mayor


(Seal)

ATTEST:

s/ Phillip W . Wood City Auditor

APPROVED:

s/ Neal E. McNeill City Attorney

"City"

MUNICIPAL EMPLOYEESRETIREMENT PLAN BOARDOF TRUSTEES

s/ Philip W . W ood Philip W . W ood

s/ Cline L. Mansur Cline Mansur

s/ Pete W illiams Pete Williams

s/ Charles L. Kimberling Charles L. Kimberling

s/ Andrew L. Pierson Andrew L. Pierson

"Board"

Ex. B., Pg. 1 Title 28 - Municipal Employees' Retirement Plan Supp. 8 (1/1/01)

FIRST AMENDMENT TOTRUST AGREEMENT FOR THE MUNICIPAL

EMPLOYEES’ RETIREMENT PLAN("Exhibit B" in Ord. No. 19988)

KNOW ALL MEN BY THESE PRESENTS:

WHEREAS, on January 1, 1989, an agreement was entered into by and between theCity of Tulsa, Oklahoma, a municipal corporation (the "City"), and the Board of Trusteesof the Municipal Employees' Retirement Plan ("the “Board") to provide for funding ofcertain of the benefits payable by the pension program established by the City for itsemployees and for employees of related governmental entities; and

WHEREAS, Article IX of said Trust Agreement provides that the City shall have theright at any time, and from time to time, to amend said Trust Agreement and any suchamendment shall become effective upon delivery of a written instrument, executed bypersons duly authorized, to the Board and upon endorsement by the Board of its receiptand of its written consent, if such consent is required; and

WHEREAS, it is deemed necessary to provide for amendments to the TrustAgreement to define the term, "Staff Member"; to make the indemnification language ofthe Trust Agreement consistent with the language of the Ordinance; and to strike from theseverability clause the reference to ERISA.

NOW, THEREFORE, this First Amendment to Trust Agreement, dated the 27 dayth

of November, 2000, in consideration of the premises and of the mutual covenants,agreements, terms and provisions herein contained, IT IS AGREED by and between theCity and the Board to amend the original Trust Agreement, in the following respects:

A. That Article I, Definitions and Construction, Section 1.1, Definitions, beamended to include a definition of "Staff Member," to read as follows:

1.1. Definitions. The following words and phrases, as used in thisTrust Agreement, shall have the meanings stated below:

A. Board. The Board of Trustees for the Plan.

B. City. The City of Tulsa, Oklahoma, a municipal corporation.

C. Custodian. First National Bank and Trust Company of Tulsaor such other custodian of Trust Fund assets as the Board appoints accordingto Section 5.1.B. hereof.

D. Effective Date. January 1, 1989, the date as of which the Trustcreated herein shall commence.


E. Investment Manager. An investment advisor registeredpursuant to the Investment Advisor's Act of 1940, a bank as defined in suchAct or an insurance company qualified to manage the assets of employeebenefit plans pursuant to the laws of more than one state, which is appointedby the Board to supervise and direct the investment and reinvestment of allor a portion of the Trust Fund.

F. Investment Manager's Account. The portion of the Trust Funddesignated by the Board with respect to which an Investment Manager hasresponsibility pursuant to Article III, Section 3.3 hereof.

G. Participant. A person who is a "Participant" pursuant to thePlan.

H. Plan. The Municipal Employees' Retirement Plan.

I. Staff M ember. The City personnel who assist the Board ofTrustees in carrying out the duties and responsibilities of the MunicipalEmployees' Retirement Plan.

J. Trust Fund. The assets of the Plan held in trust by the Boardpursuant to this Trust Agreement.

K. Trustees' Account. The portion of the Trust Fund designatedby the Board with respect to which the Board has not received investmentdirections from any authorized party pursuant to Article III, Section 3.2hereof.

B. That Article VIII, Protection, Indemnification and Litigation, Section 8.1, beamended to read as follows:

8.1 Liability Limited. Neither the City, its agents, the Board, or anymember or staff member thereof, shall be liable for the making, retention orsale of any investment, nor for any loss to, or diminution of the Trust Fund,unless due to its own gross negligence or willful or intentional misconduct.

C. That Article VIII, Protection, Indemnification and Litigation, Section 8.3, beand the same is amended to read as follows:

8.3 Indemnification of Board. The City agrees to provide a legal defensefor the Board or any member or staff member thereof and to indemnify theBoard or any member or staff member thereof for any legal fees the Boardor any member or staff member thereof incurs resulting from or incident toany claim against the Board or any member or staff member thereof relatingto any sale or investment made or act done, pursuant to any direction by anInvestment Manager, all consistent with Article III, above, or related to any


investment made or act done, pursuant to direction by or in the absence offurther directions by an Investment Manager.

D. That Article VIII, Protection, Indemnification and Litigation, Section 8.4, beand the same is amended to read as follows:

8.4 Litigation. The Board shall have the power to commence or defendsuits or legal or administrative proceedings and, with the consent of the City,to settle, compromise or submit to arbitration, any claims, debts or damagesdue or owing to or from the Trust Fund; provided, however, the Board shallnot be required to institute suit or maintain any litigation to collect theproceeds of any insurance or other contract forming a part of the Trust Fundunless the Trust Fund holds sufficient funds for this purpose or unless it hasbeen indemnified to its satisfaction for its counsel fees, costs, disbursementsand all other expenses and liabilities to which it may be subjected by such suit;provided, further, that the Board may utilize the proceeds of any contract tomeet expenses incurred in enforcing payment of such contract.

The Board shall not be obligated to participate in any suit or legal oradministrative proceeding which would subject it to expense or liability unlesssuch suit or proceeding is occasioned by the gross negligence or the willful orintentional misconduct of the Board or any member or staff member thereof,or involves a question of gross negligence or its willful or intentionalmisconduct or involves an alleged breach of fiduciary duty, obligation orresponsibility by the Board or any member or staff member thereof, unlessit be first indemnified by the City in an amount and manner satisfactory to itor be furnished with funds sufficient, in its sole judgment, to cover the same.

E. That Article XI, General Provisions, Section 11.5, be and the same is amendedto read as follows:

11.5 Severability. In the event any provision of this Agreement shall beconsidered illegal or invalid for any reason, said illegality or invalidity shall notaffect the remaining provisions hereof, but such provisions shall be fullyseverable and this Agreement shall be construed and enforced as if suchillegal or invalid provisions had never been inserted therein.

IN WITNESS WHEREOF, the City has caused this First Amendment to TrustAgreement to be executed by its respective duly appointed officers and the Board hashereunto set his or her hand and seal as of this 27 day of November, 2000.th

CITY OF TULSA, OKLAHOMAa municipal corporation

s/ M. Susan Savage Mayor


(Seal)ATTEST:

s/ Michael P. Kier City Clerk

APPROVED:

s/ Martha Rupp Carter City Attorney

"City"

M U N I C I P A L E M P L O Y E E S 'RETIREMENT PLAN BOARDOF TRUSTEES

s/ Michael P. Kier M ichael P. Kier

s/ Sherry Reinhardt Sherry Reinhardt

s/ Michael S. Bates M ichael S. Bates

s/ Bill D. Lane Bill D. Lane

s/ Robert G. Lemons Robert G. Lemons

s/ Dick McKenzie Dick McKenzie

s/ Andrew L. Pierson Andrew L. Pierson

"Board"