Dental Benefits

401K/ADR Plan

A Few Words About

Dear Elmer:

It is my pleasure to provide you this year with your personal benefit statement. Although we sometimes take our benefits for granted, they are in fact both a very important and very substantial part of our total compensation package. This statement helps remind us of this fact by indicating to us and our families how much personal coverage and protection is available in the event of illness, death or retirement.

Each year this booklet gives you an updated picture of the substantial value of your benefits at ABC Widgets, Inc. We trust these benefits assist you and your family today and help cover your needs for tomorrow as well. The benefit programs at ABC are reviewed regularly to ensure they remain as effective as possible in meeting your needs in the ever changing economic and regulatory environment.

I encourage you and your family to read this statement carefully and keep it in a safe place. Please keep in mind that this is a summary of your benefits and is intended to give you only the highlights. If you have any questions, comments, or suggestions regarding this statement of your benefits, please contact your Human Resources Department.

Buggs Bunny
Chief Executive Officer

Introduction

Annualized Value

401K/ADR Plan

A Few Words About

ANNUAL VALUE

Your benefits are a substantial part of your compensation package from ABC. We have annualized the cost of these plans to give you a picture of their value in relation to your direct pay. The benefits on this page are summarized using data from the year 2002.

Your Cost

ABC's Cost

Medical & Dental Care	$	729	$	5,957
Disability & Life Insurance	$	1,392	$	3,771
Pension Plan	$	0	$	7,728
401(K) Plan	$	4,835	$	4,834
Social Security	$	10,514	$	10,514
Workers'Comp. & Unemployment	$	0	$	318
Employee Assistance Program	$	0	$	24
Other Benefits*	$	0	$	82
Total	$	17,470	$	33,228

Plus,
Base Annual Pay	103,040
2002 Bonus Paid in 2003	11,973
Equals
Total Compensation Package from ABC	148,241.15

*Other Benefits include an average of the costs for:

Jury Duty and Witness Service

Family and Medical Leave

Military Leave

Funeral Leave

Educational Assistance

Service Awards

Hourly Attendance Program

ABC's contribution

on your behalf

represents $ 639

per week

ABC's Contribution on your behalf

4.0%	2.5%	8.5%	7.1%	0.3%	8.1%	69.5%

Introduction

Annualized Value

Your Security Today

401K/ADR Plan

A Few Words About

Medical Benefits

For you and your eligible dependants

You had elected coverage under the United Health Care, EPO Plan.

When you use an Exclusive Provider Organization

You Pay..
Annual Deductible	None
Office Visits	$15 co-pay
Preventive Care	$15 co-pay
Impatient hospital/surgery	10%
Most Other Covered Services	10%
Until You Reach..
Annual out-of-pocket maximun	$750 individual; $1,500 family
The Plan Pays...	100% of remaining eligible expenses

Prescription Drugs

United Health Care network -- you pay $7.50 generic or $15.00 brand-name for up to a 31-day supply

Dental Benefits

For you and your eligible dependants

After you pay $50 per person per calendar-year deductable, ($150 per family) , the plan pays the following usual, customary and reasonable charges:

	100%	of preventative and diagnostic services (no deductible)
	80%	of basic maintenance services
	50%	of major services including dental repair and periodontics
	$1,250	as the calendar-year maximum per person
	50%	for orthodontics (for eligible dependent children), up to a lifetime maximum of $1,250

Vision Benefits

THE SYSTEM INDICATES THAT YOU HAVE NO CURRENT VISION BENEFITS

Disability Benefits

Salary Disability Absence Plan

You may receive a benefit from the Salary Disability Absence Plan during the 52-week waiting period for Long Term Disability Benefits.

Long Term Disability

If you are totally disabled for 52 weeks you may receive up to $5,152 a month for as long as you meet the disability requirement up to age age 65. This amount includes any payment from the Long Term Disability Plan, Social Security, Workers' Compensation and any other Federal, State, or Company-sponsered Disability Plans.

In addition

$207,000 of your Group Life Insurance may remain in effect if your disability begins before age 60, provided that you remain disabled and do not receive benefits through the Pension Plan.

Introduction

Annualized Value

Your Family's Security

401K/ADR Plan

A Few Words About

Security for your family

Family and Medical Leave Policy

ABC will grant an eligible employee up to a 12-week FMLA leave for one or more of the following reasons: 1) the birth or placement of a child for adoption or foster care; 2) to care for an immediate family member (spouse, child or parent) with a serious health condition; 3) if you are unable to work of a serious health condition.

If you are granted a leave because of your own serious health condition, any time that you qualify for benefits under ABC's disability program will be counted toward satisfying the 12-week leave maximum.

Survivor Benefits

In the event of your death, from any cause, your beneficiary will receive the following benefits:

Lump Sum Benefits:

Click here to visit your 401K provider website to view what your survivors would receive from your 401K retirement plan.

$	207,000	Group Life Insurance
$	0	Supplemental Life
$	207,255	Total

* If survived by an eligible spouse or entitled child.

Monthly Benefits:

After you complete 5 years of service, your surviving spouse may be entitled to a Pension Plan benefit that starts as early as the date you would have been eligible for early retirement.

Your Supplemental Pension Plan does not provide a survivor benefit to your spouse if you die before benefits begin.

$ 1000 may be payable to your spouse from the Survivor Income Plan.

Your family could also receive monthly Social Security benefits in the event of your death, depending on the ages and number of your eligible dependents. For additional information, please contact the Social Security Administration at 1 800-772-1213 or at the internet site www.ssa.gov.

Additional Accidental Death Benefits:
$	207,000	Accidental Death and Dismemberment Insurance
$	412,160	Business Travel Accident Insurance 24-hour coverage

Beneficiary Designations:

If you are married, or become married, the law requires that, for qualified retirement plans, you name your spouse as your beneficiary unless your spouse consents in writing to the designation of an alternate beneficiary. This consent must be witnessed by a notary public or a Plan Administrator. This law does not apply to the life insurance plans.

You may change your beneficiary at any time by obtaining a Beneficiary Designation Form from your human resources representative.

You may make different designations for each plan.

Dependent Coverage:
$2,500	for all eligible spouses
$2,500	for all eligible children

Introduction

Annualized Value

Your Security Tomorrow

401K/ADR Plan

A Few Words About

Pension Plan Benefits

Normal Retirement

If you retire on your normal retirement date, 03/01/2014 you may receive an estimated monthly income of:

$2035.67 a month from your Pension Plan

Vesting and Accrued Benefits

Vesting means the right to a benefit accrued for you under the Pension Plan. If your employment ends before retirement, and you are vested, you will receive the benefit you have earned under the Plan, beginning on your retirement date.

$788.35 is your accrued monthly benefit as of 07/11/2003.

You are 100% vested.

Important Pension Information

Regular full-time employees are eligible to participate in the Plan on the first day of employment. Part-time employees are eligible to participate on the January 1 following a calendar year of at least 1,000 hours of work.

Upon the completion of five years (not necessarily consecutive) of regular full-time service under the Plan, you are 100% vested in your benefit. If you terminate with less than five years of service, you will not be entitled to pension from the Plan.

The pension benefit is based on a life annuity. If you are married when you retire, you will, unless you and your spouse had elected otherwise, receive your pension benefit in the form of a 50% joint and survivor annuity. Under this method of payment, you receive a reduced monthly pension for your lifetime but if you die before your spouse dies, one-half of your reduced pension is continued monthly for your spouse's lifetime.

Your spouse may be entitled to monthly Social Security benefits of as much as one-half of your Social Security benefit, or the actual benefit earned by your spouse, whichever is greater.

If you retire from ABC and are age 55 with 10 years of service, and are receiving a benefit, your Hospitalization and Major Medical plan will continue under the same provisions as for active employees, provided you pay any applicable premiums. Please refer to your pension Summary Plan Description for the schedule of premiums. If you retire from GKN and immediately begin receiving benefits from the Pension Plan, $15,000 of your Group Life Insurance will remain in effect.

In addition

$15,000 Group Life Insurance will continue at no cost to you, providing you have a minimum of 10 years credited service, are at least age 55 and begin receiving benefits upon separation of employment with ABC Widgets.

Introduction

Annualized Value

401K/ADR Plan

A Few Words About

401(K) Plan

You may elect to contribute from1% to 17% of your base pay. ABC Widgets will match 100% of that contribution up to 3% of your base pay following the one-year anniversary of your date of hire.

You are currently contributing 0%

As of 12/31/2002,

$	4,835	was contributed to your account by you for 2002
$	4,834	was contributed to your account by ABC for 2002
$	9,669	was the total contributed to your account for 2002

Click here to visit your 401K provider website to view your current total contribution to your 401K retirement account.

You are always 100% vested in the value of your account. In certain circumstances, the amount you save may be subject to IRS restrictions and limitations.

ADR Purchase Plan

Please contact your benefits administrator for information regarding your ADR Purchase Plan.

Introduction

Annualized Value