Catch-Up Contribution, ILWU-PMA Savings 401(k) Plan

August 30, 2002

Dear Member:

Beginning with the first payroll period of October 2002, the ILWU-PMA Savings 401(k) Plan offers you the opportunity to make additional pre-tax elective deferrals to your plan account in the form of  “catch-up contributions.” In addition to the pre-tax elective deferral annual limits*, shown below, if you are age 50 or older or if you will attain age 50 in the calendar year, you may contribute an even larger pre-tax elective deferral to your account. In the year 2002, you may defer an additional “catch-up contribution”** of $1,000 and for each year following as noted below.

To begin this “catch-up contribution”, you must be age 50 or you must attain age 50 in this calendar year.   You will need to contact Fidelity Investment at 1-800-761-ILWU (4598) or go online to http://www.mysavingsatwork.com/mysavingsatwork/ and access Fidelity NetBenefits and indicate the additional pre-tax elective deferral for “catch-up contributions.” Your catch-up pre-tax elective deferral must be between $1 and $8 (whole dollars amounts only) of hourly pay and is in addition to your current pre-tax elective deferral and is deducted concurrently.

For example:  If your current pre-tax elective deferral is $5 per hour and you elect a “catch-up contribution” of $5 per hour then your total deferral amount is $10 per hour until you reach the respective annual limits. 

Requests to add “catch-up contribution” deferrals received on or before September 13, 2002, will be effective with the first payroll period of October 2002.  Requests received thereafter will be effective within the usual administrative timeframe.

*Annual Contribution Limits – 401(k) Plan

2002

$11,000

2003

$12,000

2004

$13,000

2005

$14,000

2006

$15,000

**Age 50+ Catch-up Contributions Annual Limits

2002

$1,000

2003

$2,000

2004

$3,000

2005

$4,000

2006

$5,000

After 2006, the annual contribution and the age 50+ catch contributions limits are indexed for cost-of- living adjustments in $500 increments.

If you have questions about your ILWU-PMA 401(k) Savings Plan, please contact Fidelity Investments at 1-800-761-ILWU (4598) and speak with a retirement specialist.

Sincerely,

Michael H. Wechsler
Senior Vice President and Chief Financial Officer