AMENDMENT NUMBER THREE TO THE
ROCK-TENN COMPANY SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
(AMENDED AND RESTATED EFFECTIVE AS OF JANUARY 1, 2003)
Pursuant to the power reserved in § 8 of the Rock-Tenn Company Supplemental Executive Retirement Plan (“Plan”), the
Committee hereby amends the Plan effective as of January 1, 2008 as follows:
By amending § 2.9, Employment Termination Date , to read as follows:
2.9. Employment Termination Date . The term “Employment Termination Date” shall mean the date a Participant has a
“severance from service” within the meaning of Code § 409A.
By amending § 3.1(b), SERP I Benefit , to read as follows:
(b) SERP I Benefit .
(1) Designation . If a Participant is designated for any period as eligible for a SERP I Benefit, his or her SERP I Benefit
shall be based on the effective date of such designation, and his or her SERP I Benefit shall equal the excess, if any, of
(A) over (B) where
(A) equals the benefit which would have been payable to, or on behalf of, the Participant under the Pension Plan
if the Participant had accrued, or had continued to accrue, a benefit under the Pension Plan, if the 1993 Compensation
Cap had remained in effect under Code § 401(a)(17) (as in effect on December 31, 1993) and if the limitation on benefits
payable from a defined benefit plan under Code § 415(b) was inapplicable; and
(B) equals the greater of (i) the benefit actually payable to, or on behalf of, the Participant under the Pension Plan
or (ii) the benefit which would have been payable to the Participant under the Pension Plan if he or she had accrued,
or had continued to accrue, a benefit under the Pension Plan.
(2) Coordination with SERP II Benefit . If a Participant is designated as eligible for a SERP I Benefit for one period and a
SERP II Benefit for a subsequent period, his or her SERP I Benefit accruals under this § 3.1(b) shall stop immediately before the
effective date of his or her designation as eligible for a SERP II Benefit.