Neiman Marcus 2009 Annual Report Download - page 475

Exhibit 10.54
AMENDMENT NO. 2 TO
THE AMENDED AND RESTATED
NEIMAN MARCUS GROUP, INC. DEFINED CONTRIBUTION
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
(Effective as of January 1, 2008)
Pursuant to the provisions of Article VIII thereof, The Amended and Restated Neiman Marcus Group, Inc. Defined
Contribution Supplemental Executive Retirement Plan (Effective as of January 1, 2008) (the "Plan") is hereby amended in the
following respects only:
FIRST: Section 2-19(a)(2)(E) of the Plan is hereby amended by restatement in its entirety to read as follows:
(E) either:
(i) had in effect on August 1 of the preceding calendar year (or, if later, on the Employee's date of hire) a
rate of Base Pay of at least 80% of the Compensation Limitation applicable to such preceding calendar year, or
(ii) was an Eligible Employee who was a Participant in this Plan on July 31, 2010, or was actively
participating in the DB SERP as a "Grandfathered Rule of 65 Employee" (as that term is defined therein) on July 31,
2010 and ceased accruing additional benefits under the DB SERP immediately after July 31, 2010.
SECOND: Section 4-1 of the Plan is hereby amended by restatement in its entirety to read as follows:
Section 4-1 Defined Contributions.
(a) Non-Transitional Defined Contributions. Effective as of the Effective Date, the Company shall make a
Non-Transitional Defined Contribution to the Plan on behalf of each Eligible Employee periodically throughout the Plan
Year. The aggregate amount of such Non-Transitional Defined Contributions credited on behalf of each Eligible Employee
during each Plan Year will be equal to the product of:
(1) that portion of such Eligible Employee's Eligible Compensation for the Plan Year that exceeds
the Compensation Limitation, and
(2) ten and one-half percent (10.5%);
provided, however, that with respect to those Participants who were actively participating in the DB SERP as of July 31,
2010 and first became Participants in this Plan as of August 1, 2010, the aggregate amount of Non-Transitional Defined
Contributions for the 2010 Plan Year shall be equal to the product of:
(1) that amount of such Eligible Employee's Eligible Compensation paid during the entire 2010 Plan
Year that exceeds the Compensation Limitation (with the portion of the 2010 Eligible Compensation paid after
reaching the
1