Exhibit 10.2
WGL HOLDINGS, INC.
AND
WASHINGTON GAS LIGHT COMPANY
DEFERRED COMPENSATION PLAN FOR OUTSIDE DIRECTORS
Amended and Restated Effective January 1, 2005
As further amended on September 24, 2008
EXPLANATORY NOTE
This Deferred Compensation Plan for Outside Directors (the “Plan”) was originally established on December 19,
1985 and has been amended and restated from time to time thereafter. The Plan was amended and restated
effective January 1, 2005, to comply with the provisions of Internal Revenue Code section 409A. The terms of
the Plan as amended and restated effective January 1, 2005 shall not affect Grandfathered Accounts, as defined
in the Plan, which shall continue to be subject to and governed by the terms of the Plan as in effect on
December 31, 2004. Reference is made to Section 2 of the Plan regarding the effective date of this Plan for a
further explanation of the effect of this amendment and restatement of this Plan.
WGL HOLDINGS, INC.
AND
WASHINGTON GAS LIGHT COMPANY
DEFERRED COMPENSATION PLAN FOR OUTSIDE DIRECTORS
Amended and Restated Effective January 1, 2005
(1) DEFINITIONS
(a) “Alternate Payee” has the meaning described in Section 10 of this Plan.
(b) “Code” means the Internal Revenue Code of 1986, as amended.
(c) “Company” means WGL Holdings, Inc. and/or Washington Gas Light Company.
(d) “Deferral Account Balance” has the meaning described in Section 7 of this Plan.
(e) “Deferral Application” has the meaning described in Section 4 of this Plan
(f) “Deferral Period” means the period of time over which Participants elect to defer their compensation
pursuant to this Pan. A Deferral
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(i) is unable to engage in any substantially gainful activity by reason of any medically determinable
physical or mental impairment which can be expected to result in death or can be expected to last for a
continuous period of not less than 12 months, or
(ii) is, by reason of any medically d