1 Patients who select frames that exceed a wholesale allowance established under the program may be required to pay part of the cost of the frames selected.

2 Patients may be required to pay part of the cost of spectacle lenses or lens characteristics that are not necessary for the patient's visual welfare. Moreover, patients who choose contact lenses in lieu of spectacles may be required to pay part of a contact lens evaluation fee and part of the cost of fitting and materials.

    The Vision Care Plan will be administered by the National Carriers' Conference Committee, which will bear the same responsibilities and perform the same functions as it does with respect to The Railroad Employees National Dental Plan, including the development of detailed plan language describing the Plan's eligibility, coverage, benefit and other provisions.

    The Railroad Employees National Health and Welfare Plan ("the Plan") is amended, effective June 1, 1996, as provided in this Section. In order for an Eligible Employee (as defined by the Plan) to continue to be covered by the Plan during any calendar month by virtue of rendering compensated service or receiving vacation pay in the immediately preceding calendar month (the "qualifying month"), such employee must have rendered compensated service on, or received vacation pay for, an aggregate of at least seven (7) calendar days during the applicable qualifying month. Any calendar day on which an employee assigned to an extra list is available for service but does not perform service shall be deemed a day of compensated service solely for purposes of this Section. Existing Plan provisions . pertaining to eligibility for and termination of coverage not specifically amended by this Section shall continue in effect.

    Existing rules governing vacations are amended as follows effective January 1, 1997:

    (a) The minimum number of basic days in miles or hours paid for, as provided in individual schedules, on which an employee must render service under schedule agreements held by the organization signatory hereto to qualify for an annual vacation for the succeeding calendar year shall be increased by fifty (50) percent from the minimum number applicable under vacation rules in effect on the date of this Agreement. The multiplying factors set forth in vacation rules 'in effect on the date of this Agreement shall be amended to provide that each basic day in yard service performed by a yard service employee or by an employee having interchangeable road and yard rights shall be computed as 1.6 days, and each basic day in all other services shall be computed as 1.3 days, for purposes of determining qualification for vacation based on service rendered in the preceding calendar year.

    NOTE: It is the parties' intention that, in accordance with application of the multiplying factors set forth in existing

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vacation rules as amended above, commencing with calendar year 1997 this subsection would require the equivalent of 150 qualifying days in a calendar year in yard service and 180 qualifying days in a calendar year in road service to qualify for an annual vacation for the succeeding year.

    (b) Calendar days on which an employee assigned to an extra list is available for service and on which days he performs no service, not exceeding ninety (90) such days, will be included in the determination of qualification for vacation; also, calendar days, not in excess of forty-five (45) , on which an employee is absent from and unable to perform service because of injury received on duty will be included. Such calendar days shall not be subject to the multiplying factors set forth in existing vacation rules as amended.

    (c) Calendar days on which an employee is compensated while attending training and rules classes at the direction of the carrier will be included in the determination of qualification for vacation. Such calendar days shall not be subject to the multiplying factors set forth in existing vacation rules as amended.

    (d) During a calendar year in which an employee's vacation entitlement will increase on the anniversary date, such employee shall be permitted to schedule the additional vacation time to which entitled on the anniversary date at any time during that calendar year.

    (e) An employee may make up to two splits in his annual vacation in any calendar year.

    (f) An employee may take up to one week of his annual -vacation in single day increments, provided, however, that such employee shall be automatically marked up for service upon the expiration of any single day vacation.

    (g) Existing rules and practices regarding vacations not specifically amended by this Section, including (but not limited to) scheduling of vacations, shall continue in effect without change.

    This Article is not intended to restrict any of the existing rights of a carrier except as specifically provided herein.

    Upon written request of the organization's authorized representative(s), the carrier shall meet to discuss establishment of a procedure under which any employee who holds train service seniority and is holding a regularly assigned position as a locomotive engineer may exercise his train service seniority rights. Any such procedures that are established shall be on an individual railroad basis and shall be in accordance with the guidelines set forth in Section 2.

    (a) The number of employees holding regularly assigned positions as locomotive engineers at a location that will be permitted to return to train service under this Article will be limited to the number of qualified and available demoted locomotive engineers at such location on the Option Date, the designated date on which employees may exercise rights hereunder to return to train service. As used in this Article, the term qualified shall be deemed to include (but is not limited to) qualification on the physical characteristics of the territory protected by the regularly assigned positions.

    (b) Two Option Dates per calendar year will be designated, which shall be January 1 and July 1 unless otherwise agreed by the parties.

    (c) Not less than seven (7) days prior to the Option Date, any employee working as a locomotive engineer who also has trainman seniority rights may file a request with the designated representative of a carrier requesting a return to train service.

    (d) Subject to subsection (a) , each employee holding a regularly assigned position as a locomotive engineer who has a valid request on file pursuant to subsection (e) will be notified on the Option Date, in seniority order (based upon trainman's seniority date), that his request to return to train service will be granted.

    (e) An employee exercising train service seniority rights under this Article will be limited to:

(1) bidding on vacant positions,

(2) claiming open positions, or

(3) displacing the junior employee on extra list(s).

(f) The locomotive engineer positions vacated by those

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employees who return to train service hereunder will be filled by the qualified and available demoted engineers at the location involved, consistent with applicable rules governing the filling of such vacancies.

    (g) An employee returning to train service under this Article will not be permitted to vacate his locomotive engineer's position until his replacement is available to fill such position.

    (h) An employee returning to train service under this Article will be treated, during all time in train service resulting from the exercise of rights granted hereunder, as "non-protected" trainmen ineligible for any form of payment (including guarantees, productivity fund buyouts, allowances and arbitraries) or benefit available to "protected" trainmen under any applicable existing or future crew consist agreements.

    (i) An employee returning to train service under this Article will not be permitted to voluntarily return to service as a locomotive engineer until after the next Option Date unless there is no train service position available to the employee at the location involved.

    (j) An employee returning to train service under this Article continues to be subject to force assignment back into locomotive engineer service in accordance with applicable agreements.

    (a) If the parties are unable to agree upon the procedures to implement this Article within ninety (90) days after the date a request is made under Section 1, at any time thereafter during the term of this Agreement either party may submit the matter to final and' binding arbitration by serving written notice on the appropriate representative of the other party.

    (b) The arbitrator shall be selected by the parties. If they fail to agree within five days from the date notice of the submission to arbitration is received from the moving party, either party may request a list of five potential arbitrators from the National Mediation Board, from which the parties shall choose the arbitrator through-alternate striking. The order of such striking shall be determined by coin flip unless otherwise agreed by the parties. The fees and expenses of the arbitrator shall be borne equally by the parties.

    (c) The arbitrator shall render a decision specifying the procedure for implementation of Section 1 within thirty (30) calendar days from the date the appointment is accepted, provided, however, that the arbitrator shall have no jurisdiction to alter or deviate from the provisions of Section 2. The arbitrator's decision shall be final and binding and shall be guided by the need

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to minimize disruptions to the work force that adversely affect the needs of the service and avoid additional costs to the carrier.

    This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier except as specifically provided herein.

    In the event that a carrier sells or leases its interest in one or more rail lines to a non-carrier pursuant to a transaction authorized under 49 U.S.C. §10901 (or any successor provision) as to which labor protective conditions have not been imposed by any governmental authority, any employee represented by the organization signatory hereto who (i) as a result of that transaction is deprived of employment with the carrier because of the abolition of his position, and (ii) does not accept employment with the purchaser shall be entitled to the benefits set forth in Section 2.

    (a) An employee covered by Section 1 shall have the right, in seniority order, to bid on vacant, must fill positions or claim open, must fill positions in train service at any location on the carrier at any time within ninety (90) days after being deprived of employment. Seniority issues associated with the exercise of that right shall be resolved by the carrier and the organization representative or, absent agreement and at the request of either party by written notice served on the appropriate representative of the other party, by final and binding arbitration as provided in subsection (b). Solely for the purpose of this Section, a single train service seniority roster for the carrier shall be developed, in accordance with applicable rules and procedures, no later than September 30, 1996.

    (b) The arbitrator shall be selected by the parties. If they fail to agree within five days from the date notice of the submission to arbitration is received from the moving party, either party may request a list of five potential arbitrators from the National Mediation Board, from which the parties shall choose the arbitrator through alternate striking. The order of such striking shall be determined by coin flip unless otherwise agreed by the parties. The fees and expenses of the arbitrator shall be paid under Section 153 of the Railway Labor Act.

    (c) An employee exercising rights under this Section who relocates his residence shall receive a relocation allowance of

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$5,000, provided, however, that an employee shall be required to elect between such allowance and any carrier relocation benefits that may be provided to such employee under other existing agreements or arrangements. Such allowance shall be paid in two equal installments: the first payable on the relocation date, and the second ninety (90) days thereafter. Such allowance (or any portion thereof) shall be payable as provided as long as the individual has an employment relationship with the carrier and is still at the new location at the time the payment is due.

NOTE: Employees who presently have extended seniority and who are deprived of employment on their prior right territory(s) as a result of a transaction covered in Section 1, will be covered by the conditions of Section 2 (e), provided that any exercise of seniority must be beyond their prior right territory(s), with a minimum of fifty (50) miles distance.

    In the case of any transaction authorized under 49 U.S.C. §10901 (or any successor provision), the arrangements provided for under this Article shall be deemed to fulfill all of the parties' bargaining obligations that may exist under any applicable statute, agreement or other authority with respect to such transaction, and shall also be deemed to satisfy the standards for the protection of the interests of employees who may be affected by such transaction described in 49 U.S.C. §10901(e).

    This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier except as specifically provided herein.

    (a) An employee who is subject to Article IV, Section 5 of the UTU Implementing Document A of November 1, 1991 (Rate Progression - New Hires) on the effective date of this Article shall have his position on the rate progression scale adjusted to the next higher level upon promotion to conductor/foreman or engineer (on a carrier party hereto on which the UTU represents engineers) . Such an employee who has already been promoted to conductor/foreman or engineer shall have his position on the rate progression scale adjusted to the next higher level on the effective date of this Article.

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    (b) The next adjustment to an employee's position on the rate progression scale after the adjustment specified in subsection (a) of this Section shall be made when such employee completes one year of "active service" (as defined by the aforementioned Article IV, Section 5) measured from the date on which that employee would have attained the position on the rate progression scale provided pursuant to subsection (a) of this Section.

    Local rate progression rules applicable on a carrier that is not covered by the aforementioned Article IV, Section 5 are hereby amended in the same manner as provided in Section 1.

    This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier except as specifically provided herein.

    (a) This Section shall apply only to those carriers on which an organization other than the United Transportation Union (UTU) is exercising the exclusive right to represent all locomotive engineers in company-level grievance, claim and disciplinary proceedings.

    (b) Sixty (60) days after service of written request on the carrier by the organization's authorized representative (s), any employee with train service or hostler or hostler helper seniority working as a locomotive engineer will be required, during the period of time he is working as a locomotive engineer, to pay monthly dues to the UTU in order to accumulate any additional seniority as conductor, trainman, hostler or hostler helper. The organization shall be responsible for administration of such arrangements.

    On any carrier on which there are arrangements between the carrier and the UTU on the date of this Agreement that require train service employees to pay full monthly dues to the UTU to accumulate additional seniority as conductor, trainman, hostler or hostler helper while working as a locomotive engineer, such arrangements shall be terminated as follows:

    (i) if an organization other than the UTU is exercising the exclusive right to represent all locomotive engineers in company-

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level grievance, claim and disciplinary proceedings on such carrier, on the date such other organization terminates its exclusive representation rights; and

    (ii) if no organization is exercising the exclusive right to represent all locomotive engineers in company-level grievance, claim and disciplinary proceedings on such carrier, on the effective date of this Article.

This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier except as specifically provided herein.

    (a) The authorized representative of the organization may make a written request to any terminal company party to this Agreement that the seniority roster on such company be placed on the bottom of a contiguous seniority roster of a designated owning line party to this Agreement, with all prior rights and responsibilities maintained. Representatives of the organization, the terminal company, and its designated owning line shall meet within thirty (30) days thereafter to discuss implementation of such request.

    (b) If a terminal company has more than one owning line covered by this Article, the terminal company employees (as a group) shall designate the owning line on whose roster all such employees will be placed.

    (c) An employee covered by this Article who exercises seniority on the designated owning line shall be treated as a new employee, provided, however, that such employee shall be credited for all of his train and engine service with the terminal company involved for purposes of rules pertaining to vacation qualification and rate progression.

    (d) An employee covered by this Article who exercises seniority on the designated owning line shall be governed by the collective bargaining agreement of such owning line.

(    a) If the parties have not reached agreement within ninety (90) days after receipt of the organization's proposal, either party may refer the matter to final and binding arbitration as set forth in this Section.

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    (b) The arbitrator shall be selected by the parties. If they fail to agree within five days from the date notice of the submission to arbitration is received from the moving party, either party may request a list of five potential arbitrators from the National Mediation Board, from which the parties shall choose the arbitrator through alternate striking. The order of such striking shall be determined by coin flip unless otherwise agreed by the parties. The fees and expenses of the arbitrator shall be borne equally by the parties.

    (c) The arbitrator's jurisdiction shall be limited to unresolved issues concerning how the seniority rights of employees covered by this Article will be established on the designated owning line's seniority roster. The arbitrator's decision shall be rendered within thirty (30) calendar days from the date the appointment is accepted.

    This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier except as specifically provided herein.

    Article VIII - Special Relief, Customer Service - Yard Crews of the UTU Implementing Document of November 1, 1991, Document A, is amended to read as follows and furthermore shall be applicable to all carriers party to this Agreement:

    (a) When an individual carrier has a customer request for particularized handling that would provide more efficient service, or can show a need for relaxation of certain specific work rules to attract or retain a customer, such service may be instituted on an experimental basis for a six-month period.

    (b) Prior to implementing such service, the carrier will extend seven (7) days advance notice where practicable but in no event less than forty-eight (48) hours' advance notice to the General Chairman of the employees involved. Such notice will include an explanation of the need to provide the service, a description of the service, and a description of the work rules that may require relaxation for implementation. Relaxation of work rules that may be required under this Article shall be limited to: starting times, yard limits, calling rules, on/off duty points, seniority boundaries, and class of service restrictions.

    (c) A Joint Committee, comprised of an equal number of carrier representatives and organization representatives, shall

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determine whether a need exists, as provided in paragraph (a), to provide the service. If the Joint Committee has not made its determination by the end of the advance notice period referenced in paragraph (b) , it shall be deemed to be deadlocked, and the service will be allowed on an experimental basis for a six-month period. If, after the six-months has expired, the organization members of the Joint Committee continue to object, the matter shall be referred to arbitration.

    (d) If the parties are unable to agree upon an arbitrator within seven days of the date of the request for arbitration, either party may request the National Mediation Board to provide a list of five potential arbitrators, from which the parties shall choose the arbitrator through alternate striking. The order of such striking shall be determined by coin flip unless otherwise agreed by the parties. The fees and expenses of the arbitrator shall be borne equally by the parties.

    (e) The determination of the arbitrator shall be limited to whether the carrier has shown a bona fide need to provide the service requested or can provide the service without a special exception to existing work rules being made at a comparable cost to the carrier. If the arbitrator determines that this standard has not been met, the arbitrator shall have the discretion to award compensation for all wages and benefits lost by an employee as a result of the carrier's implementation of its proposal.

This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier.

    (a) Where agreements that provide for the exercise of displacement rights within a shorter time period are not in effect, existing rules, excluding crew consist agreements, are amended to provide that an employee who has a displacement right on any position (including extra boards) within a terminal or within 30 miles of such employee's current reporting point, whichever is greater, must, from the time of proper notification under the applicable agreement or practice, exercise that displacement right within forty-eight (48) hours.

    (b) Failure of an employee to exercise displacement rights, as provided in (a) above, will result in said employee being assigned to the applicable extra board, seniority permitting. (The applicable extra board is the extra board protecting the assignment from which displaced.)

    (c) In the event force assignment is not compatible with local agreements, prior to implementation, the parties will meet on property to determine an avenue of assignment.

This Article shall become effective June 1, 1996 and is not intended to restrict any of the existing rights of a carrier.

    (a) The parties, realizing the complexities of the changing rail industry and environment, and to alleviate any adversarial relationships emanating from such, agree to establish a non-binding joint review Panel to study and examine those unresolved subjects.

    The National Wage and Rules Panel (Panel) shall consist of three (3) partisan members representing the United Transportation Union, three (3) partisan members representing the carriers, and ___________, who shall be considered as Chairman. The President of UTU and the Chairman of the National Carriers' Conference Committee (NCCC) shall be ex officio partisan members of the Panel. On any matter, the UTU, NCCC, and the Chairman shall each be deemed to have a single vote.

    (b) The parties will assume the compensation and expenses of their respective partisan members. The fees and expenses of the Chairman and any incidental expenses incurred in connection with Panel meetings shall be shared equally by the parties.

The Panel is authorized to comprehensively examine the following subjects:

o System for compensation and related alternatives

o Quality of Work Life

o Inter-craft pay relationships

o Claim and Grievance Handling

o Flowback

o Eating en route for road service employees

o Use of Surplus Employees

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        o Employee Utilization

          o Common Extra Boards

          o Standardized Calling Rules

          o Yard Starting Times

          o Runarounds

          o Road/Yard

          o Entry Rates

Section 3

    The Panel shall promptly establish its operating procedures, which shall be designed to review and evaluate the facts regarding the aforementioned subjects and to expedite and enhance the opportunity to reach joint voluntary solutions to matters in dispute between the parties with respect to those subjects. The Panel may, by unanimous vote of the members and with the consent of the respective carrier(s) and General Committee(s) involved, develop and implement pilot projects and similar initiatives that would permit the Panel to test and evaluate, on a limited basis, potential alternatives to existing arrangements that would resolve issues of concern to the parties.

    (a) If the parties have not reached agreement on issues pertaining to the matters covered by Section 2 by January 1, 1999, the Panel shall make recommendations for disposing of all unresolved issues not later than July 1, 1999. While the Panel's recommendations shall not be considered final and binding, the parties shall exert good faith efforts to utilize those recommendations as a basis for settlement of the issues involved. Notwithstanding any provision to the contrary, the Panel may be dissolved at any time by majority vote of the members.

    (b) It is agreed that antecedent proposals exchanged between the parties relating to those items subject to the Panel shall not be considered precedential or cited in further handling of any issue before any tribunal established to resolve disputes under the Railway Labor Act.

    This Agreement is subject to approval of the courts with respect to participating carriers in the hands of receivers or trustees.

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Section 2 - Effect of this Agreement

    (a) The purpose of this Agreement is to fix the general level of compensation during the period of the Agreement and is in settlement of the dispute growing out of the notices dated November 1, 1994 served by and on behalf of the carriers listed in Exhibit A upon the organization signatory hereto, and the notices dated on or subsequent to November 1, 1994 served by the organization upon such carriers.

    (b) This Agreement shall be construed as a separate agreement by and on behalf of each of said carriers and their employees represented by the organization signatory hereto, and shall remain in effect through December 31, 1999 and thereafter until changed or modified in accordance with the provisions of the Railway Labor Act, as amended.

    (c) The parties to this Agreement shall not serve nor progress prior to November 1, 1999 (not to become effective before January 1, 2000) any notice or proposal for changing any matter contained in:

(1) This Agreement,

(2) the proposals of the parties identified in Section 2 (a) of this Article, and

(3) Section 2 (e) of Article XV of the Agreement of January 27, 1972,

and any pending notices which propose such matters are hereby withdrawn.

    (d) The parties to this Agreement shall not serve nor progress prior to November 1, 1999 (not to become effective before January 1, 2000) any notice or proposal which might properly have been served when the last moratorium ended on January 1, 1995.

    (e) This Article will not bar management and committees on individual railroads from agreeing upon any subject of mutual interest.

DATED THIS 8th DAY OF MAY, 1996, AT OKLAHOMA CITY, OK.

John B. Criswell Chairman of Arbitration Board
Preston J. Moore Member of Arbitration Board
Robert O. Harris Member of Arbitration Board