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Group Benefits Handbook

2012 Plan Year

January 1, 2012 – December 31, 2012

TABLE OF CONTENTS

Page

Getting Started 2

Who is Eligible 3

Who Pays 4

Payroll Deductions 5

Enrollment 6

Qualifying Status Events 7

Leave of Absence and Your Benefits 9

Loss of Eligibility for Group Insurance 9

Termination of Coverage 10

COBRA 10

Group Insurance

Medical 11

Prescription Drug Program 15

Dental 18

Vision 20

Life and Accidental Death and Dismemberment Insurance 21

Short Term Disability 23

Long Term Disability 24

Flexible Spending Accounts 25

Optional Benefits 28

Employee Assistance Services 29

Other Benefits 29

Retirement Savings 401k Plan 30

Definitions 31

Contacts 32

Getting Started

This handbook is about your eni US Operating Co. Inc. (eni) Employee Welfare Benefit Plan. It contains brief descriptions of those plans and other important information that can help you choose the right benefits for you and your family, and help you make the most of those benefits.

We hope you find this handbook easy to use. Please take a few minutes to read it, and then put it with your other important papers for future reference.

Your employer sees this benefits program as part of your total compensation and an important way to help you ensure health and financial security for yourself and your family.

Your employer provides a variety of resources to help you when you have questions about your group benefits. You will find important contact information on the last page of this handbook. You can find claim forms, election change forms, general information materials, and copies of the plans’ summary plan descriptions (SPD’s) on your company’s intranet. You can also request a copy of any SPD by calling the Benefits Administrator at (713) 393-6100.

The summary plan descriptions and contracts for group benefit plans are the legal documents controlling eligibility and benefits under these plans. In the event of any conflict between this handbook and the plans’ legal documents, the plans’ legal documents prevail.

The eni group health plan believes its group benefits plan is a “grandfathered health plan” under the Patient Protection and Affordable Care Act (the Affordable Care Act). As permitted by the Affordable Care Act, a grandfathered health plan can preserve certain basic health coverage that was already in effect when that law was enacted.

Being a grandfathered health plan means that the eni group health plan may not include certain consumer protections of the Affordable Care Act that apply to other plans. However, grandfathered health plans must comply with certain other consumer protections in the Affordable Care Act, for example, the elimination of lifetime limits on benefits.

Questions regarding which protections apply and which protections do not apply to a grandfathered health plan and what might cause a plan to change from grandfathered health plan status can be directed to the Benefits Administrator at (713) 393.6100.

You may also contact the Employee Benefits Security Administration, U.S. Department of Labor at (866) 444-3272 or ebsa/healthreform. This website has a table summarizing which protections do and do not apply to grandfathered health plans.

Who is Eligible?

Employees

Employees are eligible for eni group insurance plans when:

• They are full-time, regular employees scheduled to work 30 or more hours each week;

• They are employees of an employer that has adopted the eni group insurance program;

• They are employed in the United States; and

• They are not covered under another employer group health plan.

Full-time, regular employees that are age 18 or older are eligible to participate in the eni US Operating Co. Inc. Savings and Investment Plan.

Temporary, contract, or seasonal employees are not eligible for any eni group benefits.

Dependents

You can enroll your eligible dependents in medical, dental, and vision coverage. Your eligible dependents include your legal spouse and your dependent children.

A dependent child is:

• A child up to age 26, and

• A child that is not eligible for coverage under another employer group health plan.

Dependent children include:

• Your natural child, son or daughter;

• Your adopted child, or a child legally placed with you in anticipation of adoption;

• A child legally place with you for foster care;

• A child for whom you are under a court order to provide health care coverage;

• A stepchild whose primary residence is in your household;

• A child for whom you are legal guardian;

• A dependent child, as define above, that is certified by the plan provider as incapacitated, and not capable of self-support.

A dependent child cannot be covered as a dependent of more than one employee that is covered under an eni group plan. It is your responsibility to ensure that your dependent is eligible. The plan administrator can at any time require proof of a dependent’s eligibility for coverage. The plans will not pay benefits for an ineligible child. You must reimburse any benefits paid for services a child received at the time the child was not an eligible dependent.

An eligible employee can cover another eligible employee as a dependent in medical, vision, and dental coverage. The employee enrolled as a dependent must waive medical, dental, and vision coverage but can elect certain optional benefits, and will continue to have group life and disability coverage. An employee that waives coverage as an employee can later elect that coverage only during open enrollment or as the result of a qualifying status event. (See information about Qualifying Status Events later in this handbook.)

Who Pays?

You and your employer share the cost of your group medical, dental, and vision insurance benefits. Your employer pays the entire cost of your group life insurance, dependent life insurance, accidental death and dismemberment insurance (AD&D), and short and long term disability coverage, as well as the cost of an Employee Assistance Program.

|Benefit |You Pay |Employer Pays |

|Medical |Varies with coverage election|Varies with coverage election|

|You can elect medical coverage for yourself and your | | |

|eligible dependents | | |

|Dental |Varies with coverage election|Varies with coverage election|

|You can elect dental coverage for yourself and your | | |

|eligible dependents | | |

|Vision |Varies with coverage election|Varies with coverage election|

|You can elect vision coverage for yourself and your | | |

|eligible dependents | | |

|Life Insurance |$0 |100% |

|Two and one-half times your annual base pay up to a | | |

|maximum coverage of $500,000 | | |

|AD&D insurance |$0 |100% |

|Two and one-half times your annual base pay up to a | | |

|maximum coverage of $500,000 | | |

|Dependent Life Insurance |$0 |100% |

|$25,000 for your spouse and up to $10,000 for your | | |

|eligible children | | |

|Note: Infants ages 14 days to 6 months are eligible for | | |

|$500 of life insurance | | |

|Short Term Disability |$0 |100% |

|60% of your weekly base pay up to a maximum weekly benefit| | |

|of $1,750 | | |

|Long Term Disability |$0 |100% |

|60% of your monthly base pay up to a maximum monthly | | |

|benefit of $8,000 | | |

|Employee Assistance Services |$0 |100% |

|Health Care Flexible Spending Account |100% |$0 |

|You can set aside up to $5,000 in this tax-free account to| | |

|pay eligible health care expenses | | |

|Dependent Care Flexible Spending Account |100% |$0 |

|You can set aside up to $5,000 in this tax-free account to| | |

|pay eligible dependent care expenses | | |

|Optional Benefits |100% |$0 |

|Certain individual policies are available at group | | |

|discount rates | | |

Payroll Deductions

The eni group insurance plans operate under Sec 125 of the Internal Revenue Code (IRC), which allows you to pay most of your group insurance contribution tax-free.

Your contribution is deducted from your paycheck before federal and state taxes are calculated. The exception is certain optional benefits that have after-tax payroll deductions. After-tax costs are deducted from your paycheck after federal and state taxes are deducted.

The following example shows how your net pay is higher when you pay your group insurance costs with before-tax payroll deductions.

| |After-tax | |Before-tax |

| |Deductions | |Deductions |

|Gross Pay |$1,500.00 | |$1,500.00 |

|Group Insurance Cost |– |0.00 | |– |200.00 |

|Taxable Earnings |$1,500.00 | |$1,300.00 |

|Taxes (28%) |– |420.00 | |– |364.00 |

|Group Insurance Cost |– |200.00 | |– |0.00 |

|Net Pay |$880.00 | |$936.00 |

|Tax Savings | | |$56.00 |

Although before-tax group insurance deductions may slightly reduce future Social Security benefits that decrease is more than offset by the money you save now.

Your group insurance deductions start on your first regular pay period after your group insurance and flexible spending account (FSA) elections become effective, and end with the last pay period you have group insurance coverage.

When you do not receive a paycheck because you are away from work on an approved leave of absence or short term disability, you may be required to pay your group insurance costs after-taxes with a personal check.

Enrollment

You can make group insurance and FSA elections at the following times:

• Your initial enrollment when you first become eligible for eni group insurance;

• Open enrollment;

• Within 31 days immediately following the date your group insurance elections become effective; and

• Within 31 days immediately following the date you or an eligible dependent has a qualifying status event. (See information about Qualifying Status Events later in this handbook.)

You may not make elections at any other time.

Initial Enrollment

Initial enrollment is when you submit your first eni group insurance enrollment form. Your first enrollment is important because it is when you can select the eni group insurance coverage that best fits the needs of you and your dependents.

If you waive group health insurance during your initial enrollment, you will have life and disability coverage but not group health coverage, and some restrictions may apply if you enroll in eni group health at a later time. Group insurance elections you make after initial enrollment may require evidence of insurability, or limit coverage of services.

Effective Date

|Status |Group Insurance Effective Date |

|Initial Enrollment |Hire date |

|Open Enrollment |Jan 1 of the plan year |

|Qualifying Status Event |(See Qualifying Status Events chart later in this handbook.) |

Default Enrollment

Default enrollment is when you do not submit an initial group insurance enrollment form. If you do not submit an enrollment form within 31 days of your initial group insurance effective date you will not have any group medical, dental, or vision benefits. If you enroll at a later time, you will be considered a late enrollment and some coverage limitations may apply.

Open Enrollment

Each year you will have an opportunity to review your group insurance elections, evaluate your needs, compare costs, and make changes. Election changes you make during an open enrollment are for the new plan year and are effective on the first day of the new plan year. A “passive” open enrollment is when you do not have to submit an enrollment form unless you have a change. An “active” enrollment is when you must make new elections and submit a new enrollment form.

Reinstatement

If you lose coverage as the result of termination, loss of eligibility, or general suspension of coverage under the plan, and later regain eligibility:

• Within 30 days following the date you lost eligibility, your group insurance elections will be reinstated and you will not have a break in coverage.

• More than 30 days following the date you lost coverage, you will have a break in coverage, must be eligible, and must submit an enrollment form in order to reinstate coverage. If you are eligible and do not submit an enrollment form, your enrollment will be considered a “default enrollment”, and you will not have any group medical, vision, or dental benefits.

Qualifying Status Events

eni group insurance benefit plans operate under Internal Revenue Code (IRC) Sec 125, which allows you to pay most of your group insurance costs with before tax dollars.

However, in order to maintain that tax advantage, the group insurance plans must follow certain rules. One of those rules is that you cannot change your group insurance elections during the plan year unless an event called a “qualifying status event” occurs, and that event qualifies you to change those elections.

Moreover, in order to change a group insurance election the Internal Revenue Service (IRS) requires that your election change must be consistent with your qualifying status event.

You may change your group insurance elections when you notify the Benefits Administrator at (713) 393-6100 within 31 days immediately following the date you or an eligible dependent has a qualifying status event. If you do not notify the Benefit Administrator within 31 days following the date your qualifying status event occurred, the IRC governs that you must wait until the next open enrollment to make election changes, or your next qualifying status event – whichever occurs first.

You can download a blank Benefits Election Change Form on your company intranet, or contact the Benefits Administrator at (713) 393-6100.

Qualifying Status Event Chart

The following chart highlights the most common qualifying status events.

|Qualifying Status Event |Effective Date of Election Change |

|Marriage |Date of marriage |

|Divorce |Date of final divorce decree |

|Birth of child, adoption, or placement for adoption or |Date of birth, adoption, or placement for adoption or |

|foster care |foster care |

|Qualified Medical Child Support Order |Date the Benefits Administrator receives the court order |

|Death of dependent |Date of death |

|Dependent child reaches age 26 |Date your dependent is no longer an eligible dependent |

|Dependent loses eligibility for group benefits through |The day following the date the dependent lost other group |

|another employer as a result of a loss of employment or a |coverage |

|change in work schedule | |

|Dependent loses eligibility in a state-sponsored health |The day following the date the dependent lost |

|plan |state-sponsored coverage |

|Eligibility or loss of eligibility for Medicare or |The day following the date the qualifying event occurred |

|Medicaid | |

|Start of, or return from, a leave of absence |The day following the date the qualifying event occurred |

Immediately notify the Benefits Administrator at (713) 393-6100 when you want to change your group insurance elections because either you or an eligible dependent has a qualifying status event.

If you do not notify the Benefits Administrator within 31 days following the date your qualifying status event occurred, the Internal Revenue Code governs that you must wait until the next enrollment to make election changes, or your next qualifying status event – whichever occurs first.

Remember, some mid-plan year election changes are not allowed. Your election changes must be consistent with your qualifying status event, and must be a direct result of that event.

While a qualifying status event may allow you to waive benefits, some restrictions may apply if you re-elect those benefits during a subsequent enrollment. Re-election of benefits may require evidence of insurability, or limit coverage of services.

Leave of Absence and Your Benefits

You may continue your group insurance coverage during an approved leave of absence or short term disability. If you elect to continue your group insurance while on an approved leave, you are responsible for the cost of that coverage. (See the Handbook for Personnel for more information about Sick Leave, Dependent Care Leave, and Military Leave.)

Your employer will continue to pay its contribution toward your group insurance elections if your leave of absence is approved under the Family Medical Leave Act of 1993 (FMLA). (For more information about FMLA see the Handbook for Personnel.)

If you are eligible under FMLA, you are eligible for job-protected, unpaid leave for your serious health condition, the serious health condition of an immediate family member that depends on you, or for the birth and/or bonding with a child. Your employer’s leave policies are written to comply with FMLA.

FMLA leave is not intended for absences due to, among other conditions: common cold, flu, earaches, upset stomach, ulcers, headaches other than migraine, and routine dental, orthodontia, or periodontal disease treatments.

Your employer does not pay its contribution toward your group insurance elections if your leave of absence does not qualify under FMLA. You pay the entire cost of your group health coverage. Your payments will be due on the same schedule as your regular payroll schedule. Your group insurance may be terminated if you fail to make these payments. Your group insurance may be terminated if your leave of absence ceases to be approved or qualified under FMLA.

Loss of Eligibility for Group Insurance

You lose eligibility for eni group insurance benefits when:

• Your scheduled work hours are reduced to fewer than 30 hours per week; or

• Your employment with your employer terminates.

Your dependents lose eligibility for group insurance coverage when you lose eligibility or when they no longer qualify as eligible dependents.

You are responsible for notifying the Benefits Administrator at (713) 393-6100 when your dependents are no longer eligible. If you fail to report ineligible dependents, their ability to continue coverage under COBRA, a federal regulation that allows them, in some cases, to continue group health coverage, may be compromised.

You must notify the Benefits Administrator at (713) 393-6100 within 31 days from the date a dependent becomes ineligible. Benefits are not provided for ineligible dependents.

Termination of Coverage

Your eni group insurance coverage terminates on the last day of the month in which:

• You lose eligibility;

• You begin a non-approved leave of absence;

• You enter active duty service in the Uniformed Services;

• You terminate your employment with your employer;

• You voluntarily waive group insurance coverage as the result of a qualifying status event;

• You fail to make payment for your group insurance elections while on an approved leave of absence; or

• The group insurance terminates.

Group coverage terminates for your dependents on the last day of the month in which:

• You lose coverage; or

• Your dependent no longer meets the plan definition of an eligible dependent.

COBRA

The Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA) gives you and your covered dependents the right to continue health coverage under eni group medical, dental, and vision insurance, and under flexible spending accounts when that coverage ends involuntarily. (See the medical plan’s summary plan description about your rights under COBRA. You can find a copy of the medical plans’ summary plan description on your company intranet. You can also request a copy by calling the Benefits Administrator at (713) 393-6100.)

You are responsible for notifying the Benefits Administrator at (713) 393-6100 when a dependent child is no longer eligible for coverage or becomes entitled to Medicare. If you fail to report ineligible dependents, their ability to continue coverage under COBRA may be compromised.

COBRA does not provide for the continuation of group life, AD&D, short term disability, or long term disability insurance. However, under the group life insurance policies, you may be eligible to convert group life insurance coverage to an individual life insurance policy.

Information about converting your eni group life insurance to an individual policy is available by calling the Benefits Administrator at (713) 393-6100. You have 31 days from the date your group life coverage terminates to notify the group life insurance carrier that you want to convert to an individual life insurance policy.

Medical

Your employer encourages every employee to have medical insurance for themselves, as well as for their dependents. In order for your eligible dependents to have medical coverage, you must also enroll yourself.

The eni health plan offers two medical plans: a preferred provider organization (PPO) for employees that live inside the PPO plan’s provider network and an out-of-area (Out of Area) medical plan for employees that live outside the PPO plan’s provider network.

You may elect either plan. However, you should carefully review the benefits under each medical plan because they are different, and the PPO plan pays different benefits when you access services through non-PPO provider.

How the PPO Medical Plan Works

Under the PPO medical plan you may choose to receive health care services from a network provider that has contracted with Aetna or a non-network provider that is not part of the Aetna network.

You will receive a higher level of benefits when you use an Aetna network physician, facility or other health care professional. In addition, you do not have to file claim forms. Your Aetna network health provider will file the claim for you. (See Filing a Medical Claim later in this handbook.)

You will pay a higher deductible and copayment when you receive services from a non-network provider. In addition, the plan will only pay benefits according to the usual, reasonable, and customary charge for the non-network services you receive. You pay the remainder.

Always ask your health care provider: “Are you in the Aetna network?” For a complete list of Aetna network providers, docfind/custom/mymeritain or call the plan’s service number, (888) 635-7427.

How the Out-of-Area Medical Plan Works

Under the Out-of-Area medical plan, you may choose to receive health care services from any physician, facility or other health care professional. You will have to file a claim form when you receive services under the Out-of-Area medical plan. (See Filing a Medical Claim later in this handbook.)

The Medical Plans Chart below highlights the major features of each plan. More information is available in the plans’ summary plan descriptions, including the definitions, exclusions, limitations, restrictions, and terminating events. You can find copies of the medical plans’ summary plan descriptions on your company intranet.

Your Medical Card

After your initial enrollment, the plan will send directly to your home mailing address a medical card for each member of your family enrolled in eni health coverage. Use this card for medical, prescription drug, and dental benefits.

Contact Smith/Meritain at if you would like to receive additional cards. You will need to enter the group ID number on your medical card (begins with 7126), and birth date in MMDDYYYY format, to access the Smith/Meritain web site. Call Smith/Meritain at (800) 867-2582 if you experience problems accessing their web site.

Make sure your health care providers – physicians, pharmacies, medical laboratories, hospitals, etc. – use your group ID number when they access your medical plan.

You and your covered dependents should always carry the most current medical card and present it to your health care provider at the time of service.

If you need medical services before your cards arrive, do not wait to receive those services. Immediately obtain the care you need, pay for those services and file a claim later. If those services include prescription drugs, keep your pharmacy receipt and present it later to the pharmacy, after you receive your cards. The pharmacy can then determine your correct cost and, in most cases, give you a refund.

Your health care providers can always verify your coverage and eligibility for benefits by calling Smith/Meritain at (800) 867-2582.

Medical Plans Chart

| | |PPO Medical |Out of Area |

| |YOU PAY… |Network |Non-Network (g) | |

| |Calendar Year Deductible |$0 individual |$1,500 individual |$250 individual |

| | |$0 family |$4,500 family |$750 family |

| |Coinsurance |$0 |40% after deductible |20% after deductible |

| |Calendar Year |$0 individual |$4,000 individual |$1,500 individual |

| |Out-of-Pocket Maximum (a) |$0 family |$12,000 family |$4,500 family |

| |Physician Office Visit |0% after $30 copayment |40% after deductible |$30 copayment |

| |Maternity Care Office Visit |0% after $30 copayment |40% after deductible |20% after deductible |

| |Wellness Care |0%; limited to one physical exam per|40% after deductible, limited to one |0%; limited to one physical exam per |

| | |year |physical exam per year |year |

| |Immunizations |$0% |40% after deductible |0% after deductible |

| |Emergency Room Visit |0% after $50 copayment |0% after $50 copayment (b) |0% after $50 copayment (b) |

| | | |40% after deductible (c) |20% after deductible (c) |

| |Urgent Care |0% after $25 copayment |40% after deductible |20% after deductible |

| |Facility | | | |

| |Lab and Radiology Facility |$0 |0% $1,000 calendar year |0% $1,000 calendar year max benefit |

| |Services | |max benefit |(excluding CAT and MRI) |

| | | |(excluding CAT and MRI) | |

| |Inpatient Facility Services |0% after $300 daily copayment up to |$400 daily copayment plus 40% after |20% after $300 daily copayment plus |

| |(e) |a max calendar year copayment of |deductible |deductible |

| | |$1,500 | | |

| |Outpatient Facility |0% after $300 copayment |$400 copayment plus 40% after |20% after $300 copayment plus |

| |Services (d) | |deductible |deductible |

| |Chiropractic |$0; calendar year max benefit of |40% after deductible up to a |0% after $30 copayment up to a calendar|

| | |$1,000 |calendar year max benefit of $1,000 |year max benefit of $1,000 |

|Home Health Care |$0; calendar year max of 100 |$0; calendar year max of 100 |20% after deductible up to a | |

| |visits |visits |calendar year max of 100 visits| |

|Mental Health Inpatient (f)(e) |0% after $300 daily copayment up to |$400 daily copayment plus 40% after |20% after $300 daily copayment plus | |

| |a max calendar year copayment of |deductible |deductible | |

| |$1,500 | | | |

|Mental Health Outpatient (f)(d)|0% after $30 copayment |40% after deductible |0% after $30 copayment | |

(a) The Calendar Year Out-of-Pocket Maximum does not include the Calendar Year Deductible, copayments, or amounts you pay for non-covered services, products, or medications. (b) Life threatening injury, illness, or condition. (c) Non-life threatening injury, illness, or condition. (d) One copayment for all services. (e) One copayment for all services per day. (f) Limitations may apply to combined use of benefits whether network and non-network, except where mandated by state law. (g) PPO plan will pay benefits for non-network services. NOTE: If this chart conflicts with the medical plan document, the plan document would prevail.

Filing a Medical Claim

The PPO medical plan is contracted to use the Aetna provider network. Before making an appointment with any healthcare provider, contact Aetna at (888) 632-7427 or visit their website at docfind/custom/mymeritain. to verify whether or not your provider is in the Aetna network. You can also contact your providers and ask if they are part of the Aetna network.

To verify your eligibility and benefits, and speak with a medical plan customer service representative, call Smith/Meritain at (817) 335-2582 or toll free at (800) 867-2582. Mail medical claims to: Smith/Meritain, PO Box 853937, Richardson, Texas 75085-3937. A medical claim form is available on your company intranet, and from the Smith/Meritain web site, .

Submit your claims with the patient’s name and group ID number on your medical card (begins with 7126). Submitting an incorrect group ID number or omitting the patient’s name will cause delays in processing your claim. Make sure your provider has the most recent copy of your medical ID card.

You must obtain what is known as Pre-Certification before you are admitted to a hospital for any elective surgery and within 48 hours after an emergency admission for an urgent care condition. Call Service Advocates at (877) 261-5511 to notify the medical plan and obtain a Pre-Certification. Your benefits may be reduced for certain services that have not been Pre-Certified.

If your claim is the result of an accident, you can provide the details of the accident by calling Smith/Meritain at (800) 867-2582.

Prescription Drug Program

The PPO and Out of Area medical plans include a prescription drug program that covers an array of medications and medical supplies. Some medications and medical supplies are not covered. Check your medical plan summary plan description for a complete list of covered expenses.

The prescription drug program uses only participating pharmacies, both at retail and mail order. The plan does not provide a benefit for prescription medications you receive at non-participating pharmacies.

When you purchase a prescription medication from a non-participating pharmacy, you will pay the full retail cost of that medication.

To locate a participating pharmacy visit . You will need the group ID number on your medical card to access this web site. Call Caremark customer service at (866) 475-0056 if you experience problems accessing their web site.

The medical plan you elect and the classification and type of drug dispensed determine the amount you pay for a prescription. Refer to the Prescription Drug Program Chart below and share it with your physician.

Generic Drugs

A generic drug is pharmaceutically and therapeutically equivalent to its corresponding brand name drug. You can reduce your overall prescription drug cost by asking your physician to prescribe generic drugs. When you ask your physician to prescribe the generic equivalent of a brand name drug, you are paying the lowest possible cost for your prescription as described in the prescription drug plan. For some drugs, there may not be a generic equivalent.

Single Source Brand Drugs

Single source brand drugs are drugs that do not have a generic equivalent and are manufactured by the company that originated the drug. Single source brand drugs are protected by patent laws. You will pay less for a single source brand drug than you will for a comparable multi-source brand drug.

Multi-Source Brand Drugs

Multi-source brand drugs are manufactured by more than one company. Multi-source brand drugs are not protected by patent laws and may not offer clinical or cost advantages over other drugs in the same therapeutic category. You pay the highest cost for these drugs. Moreover, if you receive a multi-source drug for which there is a generic equivalent, you will pay the multi-source copayment plus the difference between the cost of that medication and what the plan would have paid for its generic equivalent.

Retail Prescription Drug Program

The prescription drug retail benefit is based on a 34-day supply. You pay one copayment for a 34-day supply or any part of a 34-day supply dispensed at a retail pharmacy.

Mail Order Prescription Drug Program

Certain maintenance drugs, birth control pills, and medications for chronic health conditions are available through the prescription drug program’s mail order service. You can receive up to a 90-day supply of drugs through mail order for a lower copayment than you would pay for the same 90-day supply at retail.

Prescription Drug Chart*

| |PPO |Out-of-Area |

|Calendar Year |Prescription drug copayments do not |Prescription drug copayments do not |

|Deductible |contribute to the plan’s calendar year |contribute to the plan’s calendar year |

| |deductible |deductible |

|Retail Copayment | |

|(34-day supply) | |

|Generic |$15 |$15 |

|Single Source Brand |$15 |$15 |

|Multi-Source Brand |$30 |$30 |

|Mail Order Copayment | |

|(90-day supply) | |

|Generic |$15 |$15 |

|Single Source Brand |$15 |$15 |

|Multi-Source Brand |$30 |$30 |

|Calendar Year |Prescription drug copayments do not |Prescription drug copayments do not |

|Out-of-Pocket Maximum |contribute to the plan’s |contribute to the plan’s |

| |out-of-pocket maximum |out-of-pocket maximum |

* Prescriptions must be dispensed at a participating retail or mail order pharmacy.

Smart Health Care

Finding the Right Doctor– If you do not believe your doctor is knowledgeable enough about your condition, consider looking for another physician. You deserve a physician who clearly explains things in a way that you understand, and that listens and encourages questions, and supports you in self-managing your health. You can find an Aetna network physician by calling (888) 635-7427 or visiting the web site at docfind/custom/mymeritain. If you are covered under the Out-of-Area plan you can select any qualified physician.

Medications – When medication is prescribed, ask your doctor if a generic equivalent drug is an option. Generic drugs have the same ingredients and therapeutic effectiveness as the name brand drugs, but save you money because they are usually much less expensive. Always ask for samples. Are you worried about the impact of medication side effects on your health or well-being? Let your doctor know. Are you cutting back on your prescription because of side effects? Again, let your doctor know. A different pill may be just as effective, without side effects, or maybe the dosage can be changed. Speak up, it is your health.

Medical Treatment – Has your doctor prescribed extensive lab or diagnostic tests, or surgery? Do not rush into important health decisions. Usually, there will be time to carefully examine your alternatives. Ask: Why do I need this? Are there any alternatives to this treatment? What are the risks and benefits? Get a second opinion, if necessary.

ER vs. Doctor’s Office – Use the nearest emergency room for life or limb threatening emergencies – that is what emergency rooms are designed and equipped to deal with; however emergency room care is always very expensive. Schedule an office visit with your doctor for minor illnesses or routine care.

The Best Cure – The best cure is often “an ounce of prevention”. That is as true for your health as it is for buckling your seat belt or quitting smoking. The eni group medical plan provides comprehensive wellness benefits such as routine physical exams, immunizations, mammography, gynecological exams, and pap smears for women and prostate exams, including PSA testing, for men.

Reduce Your Risk for Illness – Build some regular, moderate physical activity, at least 30 minutes into each day. Simply a walk in your neighborhood or on a treadmill can improve how you feel, help you sleep, and increase your resistance to stroke, heart disease and, in women, osteoporosis.

Your Medical Bill – Do dates of service on the bill look right? Have you been charged twice for the same procedure, or for a service or supply item that you never received? By checking your doctor and hospital bills, you have an opportunity to fix any errors, perhaps trim your out-of-pocket expense, and help lower health care costs. If you feel your bill has errors or the charges seem out of line, call Smith/Meritain (800) 867-2582.

Dental

When you elect a medical coverage level, you are enrolled automatically in dental coverage at the same coverage level. You and your employer share the cost of this coverage. In order for your dependents to have dental coverage, you must also enroll yourself.

You may receive services from the dentist of your choice or a network dentist contracting with the plan provider. Network dentists have agreed to charge a negotiated fee for services. You can find a network dentist by visiting, docfind/custom/mymeritain or call the plan’s service number, (888) 635-7427.

Non-network dentists have not negotiated a fee for services, and charge according to the usual, reasonable and customary fee for a service. You can reduce your out-of-pocket dental care costs by receiving services only from network dentists.

The Dental Plan Chart below highlights the major features of the plan. It does not modify the group policy or the insurance coverage in any way.

Dental PPO Plan Chart

|You pay… | |

|Calendar Year Deductible |$50 individual |

|(three individual deductibles required for family deductible) |$150 family |

|Calendar Year Maximum Benefits |$2,000 |

|(per covered person) | |

|Preventive |Routine Oral Exams, X-rays, Cleanings, Bitewings, |0% (U&C) |

| |Fluoride Treatments, Sealants, Space Maintainers: |No deductible |

| |two per calendar year | |

|Basic |Amalgam Fillings, Resin Fillings, Root Planning, |20% (U&C) |

| |Periodontics, Extractions, General Anesthesia, Root|after deductible |

| |Canal Treatment, Surgical Extraction (except | |

| |simple) | |

|Major |Surgical Extraction (except simple), Crowns, Fixed |40% (U&C) |

| |Bridges, Full Dentures, Inlays and Onlays, Partial |after deductible |

| |Dentures, Recement Crowns, Relining Dentures, | |

| |Repairs to Full Dentures, Partial Dentures and | |

| |Bridges | |

|Orthodontia Services |50% |

|(Dependents and adults) |no separate deductible; |

| |$2,000 lifetime max benefit |

Dental benefits may be limited when you waive medical coverage and elect it later.

The dental plan may not pay benefits for dental work that began and was not completed prior to your effective date of coverage. The dental plan does not pay benefits for dental conditions covered under the medical group insurance.

If you expect a dental service or procedure cost will exceed $200.00, your dentist can submit your treatment plan to the dental plan for a pre-determination review. Call Smith/Meritain at (800) 867-2582 to initiate a pre-treatment estimate.

A pre-treatment estimate is not a pre-authorization or guarantee of payment or eligibility, but is only an indication of the estimated benefits available under the plan if the described procedures are performed.

Save Money on Your Dental Care

Your dental plan is an “open access” plan. You are free to choose any licensed dental care provider. However, you will pay less for dental services when you receive those services from a provider that has contracted with the dental plan to charge a discounted fee.

When you use a dental care provider that has contracted with the plan, you will pay less for services than if you received the same services from a provider that is not contracted with the plan. You lower your out-of-pocket dental expenses when you use contracting providers.

Your Dental Subscriber Card

Shortly after you enroll, the plan will send a medical card to your home mailing address. Use this card to access your medical, prescription drug, and dental benefits. Contact Smith/Meritain at or by calling (800) 867-2582 if you would like to receive additional cards.

Make sure your dental care providers have the most recent copy of your medical card. You and your covered dependents should always carry the most current medical card and present it to your healthcare providers at the time of service.

Vision

When you elect a medical coverage level, you are automatically enrolled in vision coverage at the same coverage level. You and your employer share the cost of this coverage. In order for your dependents to have vision coverage, you must also enroll yourself.

The vision care program provides affordable, quality vision care through the VSP Signature Plan, a nationwide network of vision care providers and vision correction surgery centers. You must use a VSP network vision care provider to receive full vision care benefits. You will pay more when you receive vision care services from a non-VSP provider. Find a VSP provider at or call (800) 877-7195. No registration is required to use the web site to locate a provider.

Vision Plan Chart

|Type of Service |Plan pays… |

|(One per calendar year) | |

| |Network |Non-Network |

|WellVision® Exam |$5 copay |$50 |

|Single Vision Lenses |100% |$50 |

|Bifocal Lenses |100% |$75 |

|Trifocal Lenses |100% |$100 |

|Lenticular Lenses |100% |$125 |

|Frames |$130 retail |$70 |

|Elective Contact Lenses |$150 |$105 |

|includes services, fitting and materials | | |

|Necessary Contact Lenses |100% |$210 |

|as defined by an insurance carrier | | |

|Lasik, PRK and Custom Lasik |Varies |$0 |

More information is available in the vision plan’s summary plan description, including the definitions, exclusions, limitations, restrictions, and terminating events.

You do not need a card to access the vision plan. Locate a provider, make your appointment, and tell them you have VSP. Be sure to check out your benefits on before you go for your appointment. Registration using the last four digits of your Social Security number is required to access your benefits overview.

You do not need to file a vision claim. Your VSP provider will file your claim for you. The plan does not pay benefits for sunglasses, medical procedures for eyes, vision training or orthoptics, eye exams, corrective eyewear required as a condition of employment, or replacement of lost or broken lenses except at the normal interval of once during a calendar year.

Life and Accidental Death and Dismemberment Insurance

Your life and accidental death and dismemberment insurance benefit is equal to two and one-half times your annual base pay (rounded to the next higher $1,000) up to a maximum benefit of $500,000. Your employer pays the entire cost of this coverage.

You are automatically covered by this benefit, whether you elect group medical coverage or waive it. You receive this benefit at no cost to you.

The plan pays a benefit to your beneficiaries when you die or if you die as the result of an accident. At age 65 and older, the amount of your life and accidental death and dismemberment insurance coverage decreases to an amount equal to multiplying the amount of your life coverage before you reached age 65 by the appropriate Benefit Percentage as shown below.

|Age |Benefit Reduction |Benefit Percentage |

|65 through 69 |35% |65% |

|70 through 74 |60% |40% |

|75 and over |80% |20% |

In the event you are dismembered in an accident, the plan will pay you a benefit equal to a percentage of your group life insurance benefit shown below.

|Covered Loss |Benefit |

|Loss of both hands, both feet, sight in both eyes, speech and hearing, one|100% |

|hand and one foot, one hand and sight of one eye, one foot and sight of | |

|one eye | |

|Loss of one hand, one foot, speech or hearing, sight of one eye |50% |

You must designate a beneficiary for this benefit. You may change your beneficiaries at any time. Your beneficiary designation is effective when the Benefits Administrator receives it. A Group Insurance Change of Beneficiary Form is available on your company intranet.

More information about your life insurance is available in the group policy, including the definitions, exclusions, limitations, restrictions, and terminating events. You can find a copy of the life insurance certificate on your company intranet.

Other Provisions

The life insurance plan includes a conversion provision that entitles you and your eligible dependents to a limited individual life insurance policy if your eni group life insurance ends.

Your life insurance coverage may be extended for one year if you become totally disabled before age 60 and while covered by the plan, are disabled for at least six months, and provide proof of your disability within one year from the date you became disabled.

Coverage may also be extended for twelve weeks if you enter military service of the United States. The policy does not pay for any loss that occurs while on active duty in military service if such loss is caused by or arises out of such military service, including but not limited to war or act of war, whether declared or undeclared.

The plan includes an “accelerated benefit” provision that would provide a benefit if you become certified as terminally ill.

Designating a Beneficiary

You must designate a beneficiary for your life insurance. If you do not designate a beneficiary, the plan will pay benefits according to the plan’s provisions.

Your primary beneficiaries will receive a life insurance benefit following your death. You must assign a legal guardian if you designate a minor child under age 18 as beneficiary; otherwise, the benefits cannot be accessed until the child is of legal age.

You may also designate contingent beneficiaries. Contingent, or secondary, beneficiaries receive benefits only if all primary beneficiaries are deceased.

You can change your beneficiaries at any time, but you must make all designations in writing. Contact the Benefits Administrator at (713) 393-6100 for a beneficiary designation form or download one from your company intranet.

Dependent Life Insurance

When you are covered by life insurance, your spouse and eligible children also have life insurance. The plan provides a life insurance benefit equal to $25,000 for your legal spouse, $500 for your eligible children ages 14 days to 6 months, and $10,000 for your eligible children ages 6 months to 25 years.

Your spouse’s life coverage amount reduces when your spouse reaches age 65 in the same way yours does when you reach age 65.

Short Term Disability

The short term disability (STD) group insurance will pay you a portion of your weekly salary if you are disabled and cannot work as the result of an injury or illness that is not work related, or a disabling condition that is the result of pregnancy or childbirth.

You are automatically covered by this disability benefit whether you elect group medical coverage or waive it.

The STD benefit is equal to 60% of your weekly base pay up to a maximum weekly benefit of $1,750.00.

STD benefits may start as early as the first day of an approved disability as the result of an accident or the eighth day of an approved disability as the result of illness or pregnancy related condition, and will continue for a maximum of 13 weeks from the date your disabling condition occurred. You must use all Wellness Bank, sick days, and accrued vacation days before a short term disability benefit can be paid. Any benefit payable under a state disability plan will reduce benefits payable under the group short term disability policy.

Benefits continue until the earliest of the date:

• You are no longer disabled;

• The 13-week maximum benefit period ends;

• Long term disability group insurance benefits are payable;

• You are no longer eligible for this benefit; or

• You die.

It is your responsibility to notify your supervisor when you have an illness or injury that causes a disability and you are unable to work.

In some cases, a short term disability may result in a long term disability. The insurance plan provider regularly reviews the circumstances of a disability and will contact the disabled employee if a short term disability has the potential to become a long term disability.

See your Handbook for Personnel for more information about Wellness Bank, sick leave, and short term disability benefits.

Long Term Disability

The long term disability (LTD) group insurance benefit provides you and your family with income in the event you are unable to work in gainful employment as the result of an illness or injury while covered by the plan. You are automatically covered by this basic benefit whether you elect medical coverage or waive it. Your employer pays the entire cost of this coverage. This plan coordinates its benefit payment with Social Security and any other disability payments.

The LTD benefit is equal to 60% of your monthly base pay up to a maximum monthly benefit of $8,000.00. The benefit begins after 90 consecutive days of total disability and stops when you are no longer disabled or at the end of your maximum benefit period, which is based on your age at the time you become totally disabled, as described in the chart below.

|Age |Maximum Benefit Period |

|Age 61younger |To age 65 or Social Security Normal Retirement Age |

|62 |42 monthly income benefit payments |

|63 |36 monthly income benefit payments |

|64 |30 monthly income benefit payments |

|65 |24 monthly income benefit payments |

|66 |21 monthly income benefit payments |

|67 |18 monthly income benefit payments |

|68 |15 monthly income benefit payments |

|69 or older |12 monthly income benefit payments |

The plan also provides a limited number of benefit payments if you suffer a specific loss as the result of an injury, includes a work incentive/child care benefit to help you return to active employment, and a benefit for your survivor if you die after being totally disabled for at least 180 consecutive days.

Benefits are not paid for a disabling condition that was caused by a pre-existing condition unless you have been actively at work for one full day following twelve months after the date you become covered. A pre-existing condition is any illness or injury for which you received medical treatment or services during the three months immediately prior to becoming covered by the plan. You can find more detailed information in the plan’s summary plan description and group policy.

In some cases, a long term disability can evolve from a short term disability. The insurance plan provider regularly reviews the circumstances of a disability and will contact the disabled employee if a short term disability has the potential to become a long term disability.

Flexible Spending Accounts

Flexible Spending Accounts (FSA) are optional benefits that allow you to set aside money from your paycheck – before taxes are calculated – to pay certain health care and dependent care expenses. You can elect to participate in an FSA at your initial enrollment, during open enrollment, or when you have a qualifying status event.

You can use a health care FSA to reimburse yourself for eligible medical, vision and dental care expenses that you incur during the plan year and that are not paid by your group health plan or another group healthcare plan. The maximum you can set aside this plan year in a health care FSA is $5,000.00.

You can use a dependent care FSA to reimburse yourself for eligible dependent care expenses you pay for an eligible child or adult during the plan year. The maximum you can set aside this plan year in a dependent care FSA is $5,000.00.

You should evaluate whether the dependent care tax credit allowed on your federal income tax return or the dependent care FSA saves you more money. Generally, if your family’s annual income is over $20,000.00 the FSA is more to your advantage than the tax credit.

Estimating Your Expenses

You should understand how FSA accounts work so that you can make decisions that best suit your needs.

You can pay eligible health care and dependent care expenses through your FSA with before-tax dollars, or take a tax deduction or tax credit for those expenses on your income tax return. You cannot do both. You cannot have expenses paid through your FSA and take the tax deduction or credit for the same expenses. The method that produces the greater tax savings for you depends on your personal situation. Therefore, before electing an FSA you should determine whether an FSA is more advantageous than an income tax deduction or credit. You may want to consult a tax advisor before making your FSA election.

Although an FSA can save you money by reducing the taxes you pay, you need to understand an FSA has an element of risk. The IRS places certain restrictions on these accounts and stipulates which expenses are eligible for reimbursement and which are not. You need to identify only eligible expenses and budget those expenses carefully. You will forfeit money you set aside in an FSA and that is not reimbursed to you. The IRS calls this the “use it or lose it” rule.

Only expenses for services you receive while you are enrolled in an FSA qualify for reimbursement, and you must have received those services and incurred those expenses in the applicable plan year to qualify for reimbursement. Expenses for services you receive before you enroll or after your coverage has ceased do not qualify. You can receive reimbursement for eligible health care expenses incurred by you and your dependents whether or not you and/or your dependents are covered by eni group health benefit plans.

Many common health care expenses are eligible for reimbursement. Be aware, however, that while most medications, medical supplies, and other health care items are eligible, some are not. Contact the Benefits Administrator at (713) 393-6100 or Smith/Meritain (800) 867-2582 for a list of eligible items.

A dependent care FSA will reimburse eligible expenses you have to care for a child under age 13, or an adult that is physically or mentally incapable of self-care and spends at least eight hours a day in your household, and are necessary so that you and, if you are married, your spouse can work or go to school. Please check with Smith/Meritain (800) 867-2582 when you are unsure whether a dependent care expense is eligible.

How to File a Claim

Your employer engages a third-party administrator, Smith/Meritain, to process FSA reimbursement requests and pay reimbursements.

When you have an eligible expense, you can request reimbursement by completing an FSA reimbursement request form, attaching the required documentation for that expense, and sending it to Smith/Meritain at P.O. Box 162328, Richardson, TX 76161-2328, or by fax to (763) 582-3458.

Reimbursement request forms are available on your company intranet and at the Smith/Meritain web site, . Smith/Meritain can automatically process your FSA reimbursement request when you access their web site and click a link on claims that Smith/Meritain has processed.

The FSA claims administrator reviews your request and either approves it and sends your reimbursement for that expense, or denies it and sends you an explanation about why your request was denied.

Your FSA coverage ends when

• The plan year ends,

• You lose eligibility for coverage,

• Your group medical, dental, and vision coverage ends,

• You fail to make your required contributions, or

• You elect to end coverage as the result of a qualifying status event.

When your FSA coverage ends, you have a grace period of 90 days to submit reimbursement requests. Under its written provision, the plan is not permitted to pay reimbursements submitted after the grace period ends.

All flexible spending account claims for the 2012 plan year must be submitted no later than March 15, 2012.

Over-the-Counter

The recently enacted Patient Protection and Affordable Care Act of 2010 changed the rules for the purchase of over-the-counter (OTC) products using your FSA.

The IRS still allows OTC medicine and drugs to be reimbursed using your FSA dollars; however, as of January 1, 2011:

1. FSA funds can no longer be used to purchase OTC medicine and drugs unless a medicine or drug is prescribed. A “prescription” means a written or electronic order for a medicine or drug that meets the legal requirements of a prescription in the state in which the medical expense is incurred and that is issued by an individual who is legally authorized to issue a prescription in that state.

The OTC items affected include items in the following categories:

|Acid controllers |Baby rash ointments/creams |Laxatives |

|Allergy & Sinus |Cold sore remedies |Motion sickness |

|Antibiotic products |Cough, cold & Flu |Pain relief |

|Anti-diarrheal |Digestive aids |Respiratory treatments |

|Anti-gas |Feminine anti-fungal/itch |Sleep aids & sedatives |

|Anti-itch & insect bite |Hemorrhoid preps |Stomach remedies |

|Anti-parasitic treatments | | |

2. If you have a prescription for an OTC medicine or drug, you must pay out-of-pocket at point of sale and then submit a manual claim requesting reimbursement.

3. You can continue to use your FSA funds to purchase OTC items that are not considered a medicine or drug (e.g., bandages, splints, contact lens solution, etc.) Please note that insulin remains an eligible expense with our without a prescription.

4. Remember to consider these new OTC rules when estimating the dollar amount to put in your FSA account for the next plan year.

If you have questions about this OTC change or need more information, please contact Smith/Meritain using the phone number listed on the back of your medical ID card.

Optional Benefits

Choosing the right benefits at the right time of your life can be critical. That is why your employer makes available through an independent insurance agent a menu of personal insurance products for employees to better protect themselves and their family members from life’s unexpected turns.

You can choose from several optional insurance benefits. A representative of the optional insurance is available to describe that coverage and discuss your individual needs. You pay through payroll deductions the entire cost of coverage you elect under the optional benefit plans.

• Coverage is available for your spouse and children with most products.

• Optional insurance pays benefits directly to you, unless you specify otherwise.

• With most plans, you can continue coverage when you retire or change jobs, with no increase in premiums.

• With most plans you receive benefits regardless of any other insurance you may have with other insurance companies.

Accident Insurance – helps offset unexpected medical expenses, such as deductibles and co-payments, which can result from a fracture, dislocation or other covered accidental injury.

Cancer Insurance – helps offset the out-of-pocket medical and nonmedical expenses related to cancer that most medical plans might not cover. This coverage also provides benefits for specified cancer-screening tests.

Critical Illness Insurance – complements your major medical coverage by providing a lump-sum benefit you can use to help pay the direct and indirect costs related to a covered critical illness.

Hospital Confinement Indemnity Insurance – provides a lump-sum benefit for covered hospital confinement and covered outpatient surgery to help offset the gaps caused by co-payments and deductibles in most major medical plans.

Life Insurance – enables you to tailor coverage for your individual needs and helps provide financial security for your family members.

Long Term Care Insurance – Long-term care insurance is a type of insurance developed specifically to cover the costs of long-term care services, most of which are not covered by traditional health insurance or Medicare.

Optional insurance benefits may not be available in all states or outside the United States. Products can vary from state to state. Policies have exclusions and limitations that may affect benefits payable to your or your beneficiaries. Complete details and costs are available from the optional insurance benefits representative. Contact the Benefits Administrator at (713) 393-6100 if you would like to make an appointment with the optional insurance benefits representative.

Employee Assistance Services

There are times when we all need a little help. Whether you elect group insurance coverage or waive it, you have access to several services that can assist you with family, life, and personal problems.

The Employee Assistance Program (EAP) is available by phone 24 hours a day, seven days a week, and 365 days a year with support, guidance, and resources.

Besides support by phone, you and your immediate household family members each receive – at no charge to you – up to five in-person counseling sessions.

Generally, contact EAP services for assistance with:

• Parenting and Childcare

• Eldercare

• Relationships

• Work and career

• Stress and emotions

• Household finances

• Legal services

The EAP is completely voluntary, and its services are private and confidential.

To find out more about the EAP visit, my-life- (username = hmsa, password = myresource), or call (800) 847-7240.

Other Benefits

Refer to your Handbook for Personnel for more detail information on the following benefits:

• Holidays

• Floating Holidays

• Vacation

• Sick Leave

• Wellness Bank

Retirement Savings 401(k) Plan

Your employer provides a tax-free savings and thrift plan under IRC Sec 401(k) to help you save for your retirement. Charles Schwab Retirement Plan Services administers the plan.

You are eligible for this plan from your date of hire if you are a full-time employee that has attained age 18. (Non-resident aliens that receive no earned income that constitutes income from sources within the United States, or who receive such earned income that is exempt from income tax in the United States under the terms of an income tax convention, are not eligible for this plan.)

You can save up to 100% of your qualified pay on a before-tax or after-tax basis. The total amount of income you defer during a calendar year is subject to IRS limits and may be limited further by non-discrimination testing.

Your employer contributes 10% of your annual base pay to the plan, whether you contribute or not. Those contributions become 50% vested to you after your first year of service and 100% vested after the second year. Contact Schwab participant services at (800) 724-7526 or the Benefits Administrator at (713) 393-6100 for more information about the 401(k) plan.

Getting Started

When you are you ready to enroll in the plan, call Schwab participant services at (800) 724-7526. A Schwab representative can answer your questions, provide information that will help you determine how much to save, describe the plan’s investments, and guide you through enrollment. You also have access to a Schwab personal investment advisor by calling (877) 285-4929.

After the plan verifies your eligibility, you can enroll by using the plan’s web site, public/workplace/get_started. Access the web site and choose “Plan Participant Logon”.

To access the plan web site you will need to enter some personal information, your Social Security number, and a personal identification number (PIN). The PIN for your initial access is your four-digit birth date in MMDD format. For example, if your birth date were August 15, 1972, your initial PIN would be 0815.

Next click the “LOGIN” box, which will take you to the plan’s Welcome page. For security purposes, please take a minute here to enter and submit a new PIN. Next, review your investment choices, select the ones that fit your retirement goals, and chose a contribution percentage. Your enrollment is not finished until you complete the beneficiary designation section. Your contribution will be taken from your pay as soon as administratively possible.

Again, call Schwab participant services at (800) 724-7526 if you experience difficulty accessing the Schwab web site or enrolling in the plan.

Definitions

|Calendar Year |January 1 through December 31. Coinsurance, deductible, and your out-of-pocket |

| |maximum amounts are based on a calendar year. |

|Coinsurance |The dollar amounts you and the plan pay after you have paid that plan’s |

| |deductible. |

|Coinsurance |A predetermined amount of money that you must pay before the plan will pay 100% |

|Out-of-Pocket |of benefits under the plan for the remainder of the calendar year. Does not |

|Maximum |include office visit and prescription drug copayments. |

|Copayment |The dollar payment you pay for certain services at the time they are provided. |

| |Copayments for some covered health services apply toward the deductible and |

| |out-of-pocket coinsurance maximum; some do not. |

|Calendar Year Deductible |The dollar amount you must pay for eligible expenses in a calendar year, |

| |January-December, before the plan begins to pay benefits. Copayments do not apply|

| |toward the deductible. |

|Single Source Brand |Single source brand drugs are drugs that do not have a generic equivalent and are|

| |manufactured by the company that originated the drug. Single source brand drugs |

| |are protected by patent laws. |

|Multi-Source Brand |Multi-source brand drugs are manufactured by more than one company. Multi-source |

| |brand drugs are not protected by patent laws. |

|Effective Date |The date that participation in group benefits and flexible spending accounts |

| |begins. |

|Employer Contribution |Dollars paid by your employer to help employees pay the cost of group insurance |

| |coverage. |

|Network Provider |Hospital, physician, or other provider that has entered into a contract or an |

| |agreement with the insurance plan. |

|Non-network Provider |Hospital, physician, or other provider that has not entered into a contract or an|

| |agreement with the insurance plan. |

|Optional Benefits |Benefits you may elect in addition to the basic group insurance benefits. |

|Reasonable and Customary |The amount usually charged by most health care providers for a particular health |

| |care service in a general geographic area. That amount may differ from one |

| |geographic area to another. |

|Plan Year |January 1 through December 31 of the same year. Elections during open enrollment |

| |for group insurance and flexible spending accounts are effective for the upcoming|

| |plan year. |

|Qualifying Status Event |Specific events defined by the Internal Revenue Code that allow election changes |

| |outside of open enrollment. |

Contacts

The chart below is a reference for information about your benefits. Be sure to keep it handy for future use.

|General Benefits Questions | |Benefits Administrator |

| | |(713) 393-6100; (713) 393-6212 fax |

|Medical, Dental and Mental Health |Find a medical provider or request an electronic provider |MultiPlan/Aetna |

|Group 7126 |directory |docfind/custom/mymeritain or call (888) 632-7427 |

| |Questions about your medical plan benefits or a medical claim? |Smith/Meritain |

| | | (registration required) |

| | |(800) 867-2582 or (817) 335-2582 |

| |Need to file a medical claim? |Send claims to Smith/Meritain |

| | |PO Box 853937, Richardson, TX 75085-3937 |

| | |Download claim forms on the eni US intranet |

| |Need to notify the plan about a hospital admission? |Service Advocates, (877) 261-5511 |

| | |M-F 8am-5pm MT, weekend voicemail response available |

| |Find a dental provider |Aetna |

| | |docfind/custom/mymeritain or call (888) 632-7427 |

|Prescription Drug Program |Print prescription history; refill medications; check status of |CVS Caremark |

|Group 610449 |orders; find a pharmacy; enroll in mail service |(registration required) |

| | |customer service (866) 475-0056, mail order (866) 475-0056 |

| | |web support (800) 378-9442, fax in script (800) 378-0323 |

| |Need to file a prescription drug claim? |CVS Caremark |

| | |PO Box 52010, Phoenix, Arizona 85072-2010 |

| | |Download a claim form on the eni US intranet |

|Vision |Locating a VSP network doctor. |VSP Signature Plan |

|Group 30010944 |Inquiry about benefits, claims, or eligibility. |3333 Quality Drive, Rancho Cordova, CA 95670 |

| | |(800) 877-7195; |

|Life, AD&D and Dependent Life |Policy Number GL-139871 |Reliance Standard Life Insurance Company |

| | |Contact Benefits Administrator |

|Disability Insurance |Long Term Disability Policy 113835 |Reliance Standard Life Insurance Company |

| |Short Term Disability Policy 159311 |Contact Benefits Administrator |

|Flexible Spending Accounts |Health Care |Send reimbursement requests to Smith/Meritain |

| |Dependent Care |PO Box 161125, Ft. Worth, TX 76161-1125 |

| | |(800) 867-2582 or (817) 335-2582 |

| | |Download a claim form on the eni US intranet |

|401(k) Administrator |Elect to save for retirement, select mutual fund investments, |Schwab Retirement Services |

| |monitor your savings |public/workplace/get_started |

| | |(800) 724-7526 |

|EAP | |(800) 847-7240 |

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