First Amendment To Esi Excess Pension Plan

FIRST AMENDMENT TO
ESI EXCESS PENSION PLAN



This First Amendment to ESI Excess Pension Plan ("Plan") is adopted by ITT Educational Services, Inc. ("ESI").





A. ESI originally established the Plan effective June 9, 1998.



B. ESI now wishes to amend the Plan as permitted under Section 10.01 of the Plan.



Recitals



Amendment



Effective January 1, 2003, Article VII of the Plan is amended as follows:



ARTICLE VII

BENEFIT CLAIMS PROCEDURES



Section 7.01 . General Procedure . Claims for benefits under the Plan must be made in writing to the Committee or its designee. If a claim for benefits is wholly or partially denied, the Committee or its designee will notify the Claimant of the claim92s denial within a reasonable period of time. The Committee or its designee is authorized to develop more fully the Plan92s general benefit claims procedures by establishing from time to time various rules and procedures.



Within 60 days after the Claimant92s receipt of written notice of the claim92s denial, the Claimant, or his duly authorized representative, may file a written request with the Committee requesting a full and fair review of the denial of the Claimant92s claim for benefits. In connection with the Claimant92s appeal of the denial of his claim for benefits, the Claimant may review pertinent documents in the Committee92s possession and may submit issues and comments in writing. The Committee will make a decision on review promptly after receipt of the Claimant92s request for review. The decision on review will be in writing and written in a manner calculated to be understood by the Claimant, will set forth the specific reason or reasons for the decision, and will contain a specific reference to the pertinent Plan provisions on which the decision is based. If the decision on review is not furnished to the Claimant within 60 days of receipt of the request for review, the claim will be deemed denied on review.



Section 7.02 . Special Procedure for Certain Disability Claims . If a Claimant requests a benefit on account of disability, the Claimant is not a participant in ESI92s long-term disability plan, and the claim for the benefit is denied, special rules apply. In this situation, the Committee must notify the Claimant of the denial within 45 days after the claim for benefits is filed. This time period may be extended twice by 30 days if the Committee: (1) determines that the extension is required due to matters beyond its control and (2) notifies the Claimant of the circumstances requiring the extension of time and the date by which it expects to render a decision. If such an extension is necessary due to the Claimant92s failure to submit the information necessary to decide the ...