Pert Equalization Benefit Plan

EXHIBIT 10.J

JOHNSON CONTROLS INTERIORS, LLC
PERT EQUALIZATION BENEFIT PLAN

ARTICLE 1.
PURPOSE AND DURATION

Section 1.1. Purpose . The purpose of the Johnson Controls Interiors, LLC PERT Equalization Benefit Plan is to restore certain retirement benefits to certain participants in the Company' s savings plan whose benefits under said plan is or will be limited by reason of Code Section 401(a)(17) and/or by reason of the election of such employees to defer income pursuant to the Johnson Controls, Inc. Executive Incentive Compensation Plan (Deferred Option Qualified). This Plan is completely separate from the tax-qualified pension plans maintained by the Company and is not funded or qualified for special tax treatment under the Code. The Plan is intended to be an unfunded plan covering a select group of management and highly compensated employees for purposes of ERISA.

Section 1.2. Duration of the Plan . The Plan became effective as of January 1, 1999, and was most recently amended and restated effective October 1, 2003. The provisions of the Plan as amended and restated apply to each individual with an interest hereunder on or after October 1, 2003. The Plan shall remain in effect until terminated by the Board pursuant to Article 8.

ARTICLE 2.
DEFINITIONS AND CONSTRUCTION

Section 2.1. Definitions . Wherever used in the Plan, the following terms shall have the meanings set forth below and, where the meaning is intended, the initial letter of the word is capitalized:

(a) " Account" means the record keeping account or accounts maintained to record the interest of each Participant under the Plan. An Account is established for record keeping purposes only and not to reflect the physical segregation of assets on the Participant' s behalf, and may consist of such subaccounts or balances as the Administrator may determine to be necessary or appropriate.

(b) " Administrator" means the Employee Benefits Policy Committee of JCI.

(c) " Code" means the Internal Revenue Code of 1986, as interpreted by regulations and rulings issued pursuant thereto, all as amended and in effect from time to time. Any reference to a specific provision of the Code shall be deemed to include reference to any successor provision thereto.

(d) " Committee" means the Compensation Committee of the Board of Directors of Johnson Controls, Inc.

(e) " Company" means Johnson Controls Interiors, LLC, a wholly-owned subsidiary of JCI, or any successor thereto.


(f) " ERISA" means the Employee Retirement Income Security Act of 1974, as interpreted by regulations and rulings issued pursuant thereto, all as amended and in effect from time to time. Any reference to a specific provision of ERISA shall be deemed to include reference to any successor provision thereto.

(g) " Exchange Act" means the Securities Exchange Act of 1934, as interpreted by regulations and rules issued pursuant thereto, all as amended and in effect from time to time. Any reference to a specific provision of the Exchange Act shall be deemed to include reference to any successor provision thereto.

(h) " Fair Market Value" means with respect to a Share, except as otherwise provided herein, the closing sales price of a Share on the New York Stock Exchange as of 4:00 p.m. EST on the date in question (or the immediately preceding trading day if the date in question is not a trading day), and with respect to any other property, such value as is determined by the Administrator.

(i) " Incentive Plan" means the Johnson Controls, Inc. Executive Incentive Compensation Plan (Deferred Option Qualified) as from time to time amended and in effect and any successor to such plan maintained by JCI or any successor or affiliate of JCI.

(j) " Investment Options" means the investment options offered under the Johnson Controls Inc. Savings and Investment (401k) Plan (excluding the JCI stock fund) or any successor plan thereto, the Share Unit Account, and any other alternatives made available by the Administrator, which shall be used for the purpose of measuring hypothetical investment experience attributable to a Participant' s Account.

(k) " JCI" means Johnson Controls, Inc. or any successor thereto.

(l) " Participant" means an employee of the Company or a subsidiary who is a participant in the PERT, and whose benefits under the PERT are limited as described in Section 1.1; provided that the Committee shall limit the foregoing group of eligible employees to a select group of management and highly compensated employees, as determined by the Committee in accordance with ERISA. Where the context so requires, a Participant also means a former employee entitled to receive a benefit hereunder.

(m) " PERT" means the Johnson Controls Interiors PERT Plan and any successor to such plan maintained by the Company or any successor or affiliate of the Company.

(n) " Share" means a share of common stock of Johnson Controls, Inc.

(o) " Share Unit Account" means the account described in Section 4.4, which is deemed invested in Shares.

(p) " Share Units" means the hypothetical Shares that are credited to the Share Unit Accounts in accordance with Section 4.4.


(q) " Valuation Date" means each day when the United States financial markets are open for business, as of which the Administrator will determine the value of each Account and will make allocations to Accounts.

Section 2.2. Construction . Wherever any words are used in the masculine, they shall be construed as though they were used in the feminine in all cases where they would so apply; and wherever any words are used in the singular or the plural, they shall be construed as though they were used in the plural or the singular, as the case may be, in all cases where they would so apply. Titles of articles and sections are for general information only, and the Plan is not to be construed by reference to such items.

Section 2.3. Severability . In the event any provision of the Plan is held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining parts of the Plan, and the Plan shall be construed and enforced as if the illegal or invalid provision had not been included.

ARTICLE 3.
ADMINISTRATION

Section 3.1. General . The Committee shall have overall authority with respect to administration of the Plan, provided that the Administrator shall have responsibility for the general operation and daily administration of the Plan as specified herein. If at any time the Committee shall not be in existence, then the administrative functions of the Committee shall be assumed by the Board (with the assistance of the Administrator), and any references herein to the Committee shall be deemed to include references to the Board.

Section 3.2 . Authority and Responsibility . In addition to the authority specifically provided herein, the Committee and the Administrator shall have the discretionary authority to take any action or make any determination it deems necessary for the proper administration of the Plan with respect to its respective duties, including but not limited to the power and authority to: (a) prescribe rules and regulations for the administration of the Plan; (b) prescribe forms for use with respect to the Plan; (c) interpret and apply all of the Plan' s provisions, reconcile inconsistencies or supply omissions in the Plan' s terms; (d) make appropriate determinations, including factual determinations, and calculations; and (e) prepare all reports required by law. Any action taken by the Committee shall be controlling over any contrary action of the Administrator. The Committee or Administrator may delegate its ministerial duties to a third party and to the extent of such delegation, references to the Committee or Administrator hereunder shall mean such delegee.

Section 3.3. Decisions Binding . The Committee' s and the Administrator' s determinations shall be final and binding on all parties with an interest hereunder, unless determined to be arbitrary and capricious.

Section 3.4. Procedures for Administration . The Committee' s determinations must be made by not less than a majority of its members present at the meeting (in person or otherwise) at which a quorum is present, or by written majority consent, which sets forth the action, is signed by the members of the Committee and filed with the minutes for proceedings of the Committee. A majority of the entire Committee shall constitute a quorum for the transaction of business.


Service on the Committee shall constitute service as a director of the Company so that the Committee members shall be entitled to indemnification, limitation of liability and reimbursement of expenses with respect to their Committee services to the same extent that they are entitled under the Company' s By-laws and applicable state law for their services as directors of the Company. The Administrator' s determinations shall be made in accordance with procedures it establishes.

Section 3.5. Restrictions to Comply with Applicable Law . Notwithstanding any other provision of the Plan to the contrary, the Company shall have no liability to make any payment unless such payment would comply with all applicable laws and the applicable requirements of any securities exchange or similar entity. In addition, transactions under the Plan are intended to comply with all applicable conditions of Rule 16b-3 under the Exchange Act. The Committee and the Administrator shall administer the Plan so that transactions under the Plan will be exempt from or comply with Section 16 of the Exchange Act, and shall have the right to restrict or rescind any transaction, or impose other rules and requirements, to the extent it deems necessary or desirable for such exemption or compliance to be met.

ARTICLE 4.
PERT PLAN SUPPLEMENT

Section 4.1. Crediting of Account . For each plan year of the PERT beginning on or after January 1, 1999, each Participant' s Account shall be credited as of December 31 of such year with an amount equal to the sum of:

(a) the difference between (1) the percentage used for the " base" Company profit-sharing contribution for such year multiplied by the Participant' s compensation under the PERT assuming compensation is not limited by application of Code Section 401(a)(17) for such year and all bonus amounts awarded to the Participant for the year under the Incentive Plan had been paid to the Participant as current compensation, and (2) the amount of " base" Company profit-sharing contributions actually credited to the Participant under the PERT, and

(b) the difference between (1) the percentage used for the " excess" Company profit-sharing contribution for such year multiplied by the lesser of (A) $225,000, and (B) the Participant' s compensation under the PERT assuming compensation is not limited by application of Code Section 401(a)(17) for such year and all bonus amounts awarded to the Participant for the year under the Incentive Plan had been paid to the Participant as current compensation, and (2) the amount of " excess" Company profit-sharing contributions actually credited to the Participant under the PERT;

provided the Participant has met the eligibility requirements to receive a Company profit-sharing contribution under the PERT for such year.

Section 4.2. Vesting . The Participant' s Account shall become vested only if the Participant retires or otherwise terminates employments with the Company (and its affiliates) on or after the Participant' s attainment of age fifty-five (55) and on or after the date on which the Participant has completed ten (10) years of service (defined in the same manner as vesting service is defined under the PERT). Notwithstanding the foregoing, the vesting requirements shall not apply to a


Participant who entered the Plan on January 1, 1999. In the event the Participant' s employment is terminated prior to meeting the vesting requirements of this Section 4.2, no benefits shall be payable from this Plan.

Section 4.3. Investment Election . Amounts credited to a Participant' s Account shall reflect the investment experience of the Investment Options selected by the Participant. The Participant may make an initial investment election at the time of enrollment in the Plan (or with respect to a Participant who has an Account balance on the restatement effective date, within such period of time after such effective date as is specified by the Administrator) in whole increments of one percent (1%). A Participant may also elect to reallocate his or her Account, and may elect to allocate any future deferrals, among the various Investment Options in whole increments of one percent (1%) from time to time as prescribed by the Administrator. Such investment elections shall remain in effect until changed by the Participant. All investment elections shall become effective as soon as practicable after receipt of such election, and must be made in the form and manner and within such time periods as the Administrator may prescribe in order to be effective. In the absence of an effective election, the Participant' s Account shall be deemed invested in the default fund under the Johnson Controls, Inc. Savings and Investment (401k) Plan (or any successor plan thereto). Deferrals will be deemed invested in an Investment Option as of the date on which the deferrals are allocated pursuant to Section 4.1.

On each Valuation Date, the Administrator or its designee shall credit the deemed investment experience with respect to the selected Investment Options to each Participant' s Account.

Notwithstanding anything herein to the contrary, the Company retains the right to allocate actual amounts hereunder without regard to a Participant' s request.

Section 4.4. Valuation of Share Unit Account . When any amounts are to be allocated to a Share Unit Account (whether in the form of deferrals or amounts that are deemed transferred from another Investment Option), such amount shall be converted to whole and fractional Share Units, with fractional units calculated to three decimal places, by dividing the amount to be allocated by the Fair Market Value of a Share on the effective date of such allocation. If any dividends or other distributions are paid on Shares while a Participant has Share Units credited to his Account, such Participant shall be credited with a dividend award equal to the amount of the cash dividend paid or Fair Market Value of other property distributed on one Share, multiplied by the number of Share Units credited to his Share Unit Account on the date the dividend is declared. The dividend award shall be converted into additional Share Units as provided above using the Fair Market Value of a Share on the date the dividend is paid or distributed. Any other provision of this Plan to the contrary notwithstanding, if a dividend is declared on Shares in the form of a right or rights to purchase shares of capital stock of the Company or any entity acquiring the Company, no additional Share Units shall be credited to the Participant' s Share Unit Account with respect to such dividend, but each Share Unit credited to a Participant' s Share Unit Account at the time such dividend is paid, and each Share Unit thereafter credited to the Participant' s Share Unit Account at a time when such rights are attached to Shares, shall thereafter be valued as of any point in time on the basis of the aggregate of the then Fair Market Value of one Share plus the then Fair Market Value of such right or rights then attached to one Share.


Section 4.5. Paymen ...