FIRST AMENDMENT TO
NGC PROFIT SHARING/401(k) SAVINGS PLAN
WHEREAS, NGC CORPORATION (the "Company") and other Employers have heretofore adopted the NGC
PROFIT SHARING/401(k) SAVINGS PLAN (the "Plan") for the benefit of their eligible employees; and
WHEREAS, the Company amended and restated the Plan on behalf of itself and the other Employers, effective
as of January 1, 1998; and
WHEREAS, the Company desires to further amend the Plan on behalf of itself and the other Employers;
NOW, THEREFORE, the Plan shall be amended as follows, effective as of January 1, 1998:
1. The fourth and fifth paragraphs on page (i) of the Plan shall be deleted and the following shall be substituted
"WHEREAS, the Company desires to restate the Plan and to amend the Plan in several respects, intending
thereby to provide an uninterrupted and continuing program of benefits;
NOW THEREFORE, the Plan is hereby restated in its entirety as follows with no interruption in time, effective as
of January 1, 1998, except as otherwise indicated herein:"
2. The parenthetical "(but excluding overtime payments and bonuses)" shall be deleted from Paragraph (12) of
Section 1.1 of the Plan, and the parenthetical "(but excluding (i) overtime payments that are made with respect to
overtime that is not regularly scheduled overtime and (ii) bonuses)" shall be substituted therefor.
3. Paragraphs (64), (65) and (66) of Section 1.1 of the Plan shall be deleted and the following shall be
4. The second sentence of Section 5.3 of the Plan shall be deleted and the following shall be substituted therefor:
"During such period, amounts that would otherwise be invested in Company Stock or other Company securities
pursuant to Section 5.1 or an investment designation shall be invested in such other assets as the Committee may
in its discretion determine, or the Trustee may hold such amounts uninvested for a reasonable period pending the
purchase of such stock or securities."
5. The second