Second Amendment To The Agl Resources Inc. Nonqualfied Savings Plan

Exhibit 10.1.r


SECOND AMENDMENT TO THE AGL RESOURCES INC. NONQUALIFIED SAVINGS PLAN


THIS SECOND AMENDMENT to the AGL Resources Inc. Nonqualified Savings Plan (the " Plan" ) hereby is made by AGL Resources Inc. (the " Controlling Company" ) as of this 27th day of October, 2004.
W I T N E S S E T H:
WHEREAS, the Controlling Company maintains the Plan (as most recently amended and restated as of January 1, 2001) to provide nonqualified unfunded deferred compensation for the benefit of a select group of management or highly compensated employees; and
WHEREAS, the Controlling Company desires to amend the Plan to change the default investment under the Plan for participants who fail to make an election or whose election is inadequate; and
WHEREAS, the Controlling Company desires to amend the Plan to clarify the identification of the Investment Committee as the committee responsible for establishing and reviewing the array of Investment Funds available under the Plan; and
WHEREAS, Section 9.1 of the Plan permits the Company to amend the Plan at any time;
NOW, THEREFORE, effective as of January 1, 2004, the Plan hereby is amended as follows:
1.
A new Section 1.25A shall be added to the Plan between Sections 1.25 and 1.26, to read as follows: " 1.25A. Investment Committee shall mean the committee which is appointed by and acts on behalf of the Controlling Company with respect to making and effecting investment decisions, all as provided in Article V. The Controlling Company may act in lieu of the Investment Committee as it deems appropriate or desirable."
2.
Subsections (a) and (b) of Section 5.2 of the Plan shall be amended to read as follows:
" 5.2 Investment Funds . To the extent a trust fund is established, all Contributions to the Plan shall be invested in the following manner: (a) Named Investment Funds . In accordance with instructions from the Investment Committee and the terms of the Plan, the Trustee shall establish, for the investment of assets of the trust fund, one or more of the investment fund or funds established under the Retirement Savings Plus Plan. (b) Other Investment Funds . At the direction of the Investment Committee, the Trustee shall establish other Investment Funds, in addition to or in lieu of the I ...