COVERED EMPLOYMENT UFCW Local 27

The benefitsdescribed in this booklet apply to retirees of the participating employers as listed below who are covered by acurrent collectivebargaining agreement with UFCWLocal 27, or aparticipation agreementwith the Fund, requiring contributions to the Fundontheir behalf and who meet all the necessaryeligibility requirements as explainedherein.

Full TimeRetirees (1)A&P (dba SuperFresh) -Grocery employeeshired before June 20, 1982; Meatemployeeshired before October 16, 1983; Non-Food employees hiredbeforeAugust 28, 1977.

(2) Giant -Grocery employeeshired beforeJanuary15, 1982;Meat employeeshired beforeOctober 9, 1983; Non-Food employees hired before August 28, 1977.

(3) Local 27 Staff -All employees.

(4) Safeway -Grocery andMeat employees hired beforeMay 1, 1983;Non-Food employeeshired beforeAugust 28,1977.

Part TimeRetirees (1) A&P (dba SuperFresh) -Grocery employeeshired before June 20, 1982; Meatemployeeshired before October 16, 1983; Non-Food employees hiredbeforeAugust28, 1977.

(2) Giant -Grocery employeeshired beforeJanuary15, 1982;Meat employeeshired beforeOctober 9, 1983; Non-Food employees hired before August 28, 1977.

(3) Local 27 Staff -Employees hired beforeApril 1, 1997.

(4) Safeway -Grocery employees hired before May1,1983; Meatemployees hired beforeOctober 9, 1983; Non-Food employees hired before August 28, 1977.

*Depending on the collective bargaining agreementswhich have been in effect throughout the history of the Fund, certainretirees who are still eligible for retiree healthbenefits mayhave been employed by employersnot listedhere.

1 COVERED EMPLOYMENT UFCW Local 400

The benefitsdescribed in this booklet apply to retirees of the participatingemployers as listed below who are covered by acurrent collectivebargaining agreement withUFCW Local 400, or aparticipation agreement with the Fund, requiring contributions to the Fund on theirbehalf and who meet all the necessary eligibility requirements as explained herein.

Full TimeRetirees (1)A&P (dba SuperFresh) -Grocery or Meat employees hired before October30, 1983 or Non-Food employees hired before August 28, 1977; Valley employees hired before December 14, 1983.

(2) Giant -GroceryorMeat employees hired beforeOctober23, 1983; Non-Food employees hired beforeAugust 28,1977.

(3) Local400 Staff -Former Local 593 staff members hired prior to the effective date of the merger between UFCW Local 400and UFCW Local 593.

(4) Safeway -Grocery or Meat employees hired before October30, 1983; Zone A (Fredericksburg/Valley area) employees hired before December 4, 1983; Non-Food employees hired beforeAugust 28, 1977.

(5) Scan -Salesemployees hired before June 5, 1976.

Part Time Retirees (1) A&P (dba SuperFresh) -Grocery or Meat employees hired beforeOctober 30, 1983;Non-Food employees hired before August 28, 1977; Valley employees hired before December 14, 1983.

(2) Giant -Grocery or Meatemployeeshired before October 23,1983; Non-Food employees hired beforeAugust 28,1977.

(3) Safeway -GroceryorMeat employees hired before October 30, 1983; Zone A(Valley) employees hired before December 4, 1983; Non-Food employees hired beforeAugust 28, 1977.

(4) Scan -Sales employees hired before June 5, 1976.

*Depending on the collective bargaining agreements which have been in effect throughout the history of the Fund, certainretirees who are still eligible for retiree healthbenefits mayhave been employed by employers not listed here.

2 CONTENTS

Covered Employment...... ………………. 1 DearParticipant...... ……………. 5

THE PLAN Factsabout the Plan...... …………….7 Board of Trustees...... ………….. 8 Notice -NoFund Liability...... ……………… 9 Overpayment ……………………………………………………………………… 10 ScheduleofBenefitsSummary...... ………………… 11

ELIGIBILITY Retiree Eligibility………...... …...... …………………….. 19 Co-Pay Categories …………………………………………………………………. 21 WorkRules …………………………………………………………………………. 22 Dependent Eligibility...... ……………… 26 ContinuationofCoverage under the ConsolidatedOmnibusBudget Reconciliation Act of 1985(COBRA )...... 30

COST CONTAINMENT Coordination of Benefits...... …………………. 35 Subrogation...... …………… 37 Consumer Tips...... …………… 40 OneNet PPO, LLC ………………………...... …………………………… 41 Optum/CARE Programs,Inc...... ……………… …. 42 Health Dialog...... ……… …… 45 Durable Medical Equipment Network...... ………………………46 MandatorySecond Surgical Opinion...... …………………… 47 HomeCare Program...... ……………… 49 Hospice Care Services...... ……………… 50 Cost Awareness Reward Program (“Amateur Auditor”)………………………. 51 CompuFacts...... ………… 52

3 YOURBENEFITS PrescriptionDrug Benefit …………………………………………….. 53 SpecialtyMedications/Ascend Program...... ………….. 56 Quantity Limits/Prior Authorization...... ………….57 StepTherapy Program ...... ……58

Dental Benefit ...... … 61 OpticalBenefit For Local 400 Participants...... 69 For Local27Participants...... …... 71

Comprehensive Medical Benefits…………...... …73 Medical Claims Filing Procedures………………………………………. 83 Exclusions and Limitations...... ……… 85 Mental Health/Substance Abuse Benefit...... …… 89 Definitions...... 94

OTHER INFORMATION Participant Services Hotline...... ……….100 Claims Filing and ReviewProcedure...... ………………101 AutomatedAttendant(How to Use)………………………………………103 Review of ADenied Claim and Appeal Process...... ……….107 NoticeofPrivacy Practices……………………………………………….. 111 Your Rights under ERISA ...... ………… 120 ParticipatingEmployersand Unions...... …….. 122 Telephone Numbers...... …… 123 Addresses...... ……… 124

Note: Certainterms in this book are defined under the “Definitions” section on page 94. Such terms will appear in italics throughoutthisbooklet.

4 DEAR PARTICIPANT,

The Food Employers Labor RelationsAssociation &United Food and Commercial WorkersHealth and WelfareFund (the “ Fund”) was established as aresult of collective bargaining between your Union and your Participating Employer.The contribution rate paid by your ParticipatingEmployer determinesthe levelofbenefits you receive. An equal number of Trustees havebeenappointed by the Union and the Participating Employers. The Trustees administer the Fund and serve withoutcompensation. Their authority, established under atrust agreement, includes the right to make rulesabout youreligibilityfor benefitsand the levelofbenefits available. The Trustees have the power to interpret, apply and construe the terms of the Plan and make factual determinations regarding the Plan’s construction, interpretation and application.Further, the Trustees may amend the rulesand benefit levels at any timeand may terminate the Plan.Ifthe Trustees terminate the Plan,your rights and the distribution of assets will be determined under the terms of the Trust and applicablelaw. Participantsand beneficiaries have no vested rightstothe benefits described in this booklet.Any decision made by the Trustees is binding upon Participating Employers,retirees, employees, participants, beneficiaries and all otherpersonswho may be involved with, or affectedby, the Plan.You willbenotified of any materialmodifications (changes)tothe SummaryPlan Description (SPD) as requiredbyfederal law.

The Trustees delegate authoritytoprofessionals whohelp them manage the plan:

•An Administrative Manager (referred to as the “ Fund office”inthis booklet) receives Participating Employer contributions, keeps eligibilityrecords, pays claims,and assists Plan participants in getting theirbenefits. Some benefitsare paid directly by the Fund;othersare providedbyinsurance carriers or other providers and the Fund pays premiums. Benefits arelimited to Plan assets for all Fund providedbenefits. •An Investment Manager investsthe Fund’s assets to achieve areasonable rate of investment return. • Fund Counsel provides legaladvice. •Anindependent Certified Public Accountant audits the Fund each year. Periodicpayroll audits are also performedfor each Participatingemployer .

If there are any differences between this booklet--which is intendedasanexplanationofyour benefits--and the formal agreements between the Fund and insurance carriers or providersofservice, the formal agreements will govern.

It is important thatyou verify coveragewith the Fund office before incurring expensesunder the Plan so thatyou can confirmthat you or your dependents arecoveredunderthe Plan for the services you are seeking. Please remember that no oneother than the Fund office can verify yourcoverage. Do not relyupon any statement regardingcoverage or benefitsunder the Plan made by your Participating Employer or Union representative.

It is alsoextremely important thatyou keep the Fundoffice informed of any changeinaddressor desired changes in dependentsand/or beneficiary.This is your obligation and you could lose benefits if

5 you fail to do so. The importance of acurrent, correct address on file in the Fund office cannotbe overstated. It is the ONLY way the Trustees can keep in touch with you regarding Plan changes and other developments affecting your interests under the Plan.

We hopeyou alwaysenjoy good health. However,ifthe need for coveragearises, we believe you’ll share with us the satisfaction of knowing you have the protection of this Plan.

Sincerely,

THE BOARD OF TRUSTEES

6 FACTS ABOUT THE PLAN

Plan Name Food Employers Labor RelationsAssociation and United Food and Commercial Workers Health and Welfare Fund (“FELRA &UFCWHealthand WelfareFund”).

Plan Sponsor Board of Trustees of the FELRA &UFCW Healthand Welfare Fund,911 RidgebrookRoad, Sparks, MD 21152-9451,(410) 683-6500.Alist of participating employer sand employeeorganizations is on page 122.

Employer Identification Number 52-1036978 Plan Number 501

Type of Plan This is awelfare plan designed to providehealth care benefits such as:, hospitalization, medical, surgical, mental health,,prescription drug, dental,and optical benefits.

Type of Administration Contract Administration -The Board of Trustees has contracted with AssociatedAdministrators, LLC to provide administrative management services.

NameofPlan Administrator Board of Trustees of theFELRA&UFCW Health and Welfare Fund.

Agent for ServiceofLegal Process Associated Administrators, LLC or anyTrustee at this address: FELRA &UFCW Health and Welfare Fund, 911 Ridgebrook Road, Sparks, MD 21152-9451 (410) 683-6500.

Sources of Contribution Sources of contributions to the Fund are participatingemployerspursuant to the terms of their collective bargaining agreements andself-payments made by participants and/or dependents.

Funding Medium All assets are held in trustbythe Boardof Trustees .Insurance premiums are paid by the Trust Fund, and insurance companiesorHMOs paypartofthe benefits. Benefits are also partially paid fromthe accumulated assets of the Trust. Forbenefits provided by insurance companies or HMOs,the benefits are guaranteedby and paid under the insurance or HMO contract and the insurance companyorHMO providesclaims processing and administrative services related to such benefits. Acurrent Summary Annual Report (available from the PlanAdministrator) gives details of Planfunding of benefits.The Fund’s assets are held by PNCBank.

PlanYearand Fiscal Plan Year: January1--December 31.

7 BOARD OF TRUSTEES

UNION TRUSTEES EMPLOYER TRUSTEES

James C. Lowthers, Fund Secretary Eric Weiss, FundChairman President, UFCW Local 400 Vice President of Labor Relations 4301 Garden City Drive Giant Food, LLC Landover, MD 207858301ProfessionalPlace,Suite 115 Landover,MD20785

Michael Boyle Richard E. McFeeley UFCWLocal 400 VicePresident, Benefits 4301 Garden City Drive Stopand Shop Supermarkets Landover, MD 207851385Hancock Street Quincy,MA02169

MichaelEarmanJames V. Morgan, UFCWLocal 400 VicePresident ,CollectivelyBargained Comp & Benefits 4301 Garden City Drive Safeway, Inc. Landover, MD 207855918 Stoneridge MallRoad Pleasanton, CA 94588

Carvel (Buddy) Mays Frank Stegman President,UFCW Local 27 Vice President of Labor Relations 21 WestRoad –Second Floor Safeway, Inc. Towson, MD 21204 4551 Forbes Blvd. Lanham, MD 20706

George Murphy, Jr. UFCW Local 27 21 WestRoad –Second Floor Towson, MD 21204

8 Makingthe Most of YourMedical Benefits This bookletismore than abasic description of yourcoverage –init, you’ll find waystomake better use of yourbenefits. The Fund pays alarge portion of the cost of most medical coverage for you and your eligibledependents. Many people take this for granted, not realizing that wastefuland inefficient use of their benefits costs them timeand money in the long run.

RisingMedicalCosts:Who Pays theBill? Health carecostsinthe United States have been rising rapidly. Why? The reasons are complicated, but the experts agree on one important point: each year, vast amounts of time, money,and needless risk could be saved through better use of medical services. Who pays the billfor rising costs and inefficiency? We all do, because insurers and providers pass these costs on to consumers--you and the Fund.

Consumer Awareness By taking afew simple steps, youcan shorten hospital stays, lessen the risk of unnecessary surgery,and reduceyour expenses. For example: •Avoidweekend hospital admissions •Get second surgical opinions •Take advantageof outpatient surgery options •Have admissions pre-certified

NOTICE -NoFundLiability Use of the services of any hospital,clinic, doctor, or other provider rendering health care, whether designatedbythe Fund or otherwise, is the voluntary act of the participant or dependent. Some benefits may only be obtained fromproviders designated by the Fund.Thisisnot meant to be arecommendation or instruction to use the provider. You should selectaproviderorcourse of treatment based on all appropriate factors,only one of which is coveragebythe Fund.Providers are independentcontractors, not employees of the Plan. The Fund makesnorepresentation regarding the quality of service or treatmentofany providerand is not responsible for any acts of commission or omission of any provider in connection with Fund coverage. The providerissolelyresponsible for the servicesand treatments rendered.

Health Care Cost ContainmentCorporation The FELRA &UFCW Health and Welfare Fund, along with manyother funds, participates in the Health Care Cost ContainmentCorporation of the Mid-Atlantic Region,Inc. (HCCCC). It is designedtobenefit participating funds by reducing health care costs for participantsand theirfamilies. Throughbargaining, the HCCCC is abletoachieve greater economies of scale and significantcost savings because of increased bargainingpower in the healthcaremarketplace.

9 Overpayment

If the Fund pays benefits in error, such as where the Fund pays you or your dependent more benefits than youare entitled to, or if the Fund advances benefits that you or your dependent are required to reimbursebecause you have received athird party recovery (see “Subrogation””), the Fund shall be entitled to recoversuch benefits. The Fund may recover these benefits by offsetting all future benefits otherwise payable by the Fund on your behalforonbehalf of your dependents. For example, if the overpayment or advancement was made to you as the Fund participant,the Fund may offset the future benefits payable by the Fund to you and your dependents. If the overpaymentoradvancement was madetoyour dependent,the Fund may offset the future benefits payable by the Fund to you and your dependents. The Fund also may recoverany overpaid or advanced benefitsbypursuing legalaction against theparty on whose behalf thebenefits were paid.Byaccepting benefits under the terms of this Plan,you and yourdependentsagree to waive any applicable statuteoflimitations defenseavailable to you and your dependents regarding the enforcement of any of the Fund’s rightstoreimbursement.

The Fund shall have aconstructivetrust, lien and/oranequitable lienbyagreement in favor of the Fund on any overpaid or advancedbenefits received by you,your dependent or arepresentative of you or your dependent (including an attorney) that is due to the Fund,and any such amount shall be deemed to be held in trust by you or yourdependent for the benefit of the Fund until paid to the Fund.By acceptingbenefits from the Fund,you and your dependent consent and agree that aconstructive trust, lien, and/or equitable lien by agreement in favor of the Fund exists with regard to any overpaymentor advancement of benefits, and in accordance with that constructive trust, lien, and/or equitable lien by agreement, you and your dependent agreetocooperate with the Fund in reimbursing it for all of its costs and expenses related to the collection of those benefits.

In theeventyou, or if applicable, your dependent or beneficiary, fail to reimburse the Fund and the Fund is required to pursue legal action against youoryour dependent or beneficiary to obtain repayment of thebenefits advanced by the Fund,you or your dependent or beneficiary shall pay all costsand expenses, including attorneys’fees andcosts, incurred by the Fund in connection with the collection of any amounts owedthe Fund or the enforcement of any of the Fund’s rightsto reimbursement. Youoryour dependent or beneficiary shall also be required to pay interest at the rate determinedbythe Trustees from time to timefrom the date you become obligated to repay the Fund through the date that the Fund is paid the fullamountowed.

10 SUMMARY SCHEDULEOFBENEFITS

Benefit schedules vary dependingonyour circumstances(retirement date,years of service, Medicare eligibility, andenrollmentinanHMO).See the chartwhich describes your circumstances for the benefits which apply to you. In determining whether aretiree is part time or full time for purposes of the typeofcoverage available,status is determinedbased on amajority of service .

NON-MEDICARE ELIGIBLE PARTICIPANTS &DEPENDENTS (Full Time) Schedule 1

Full Timeand Part Time Retirees Who Retired Prior to October 1, 1992 and Full Time Retirees WhoRetired on or after October 1, 1992and Their Dependents Who Do NotLive Within CIGNA HMOService Area* ( *If you are in this category but you do live within CIGNA HMO service area, aseparate SPD applies to you.)

Who Is Eligible? Benefit

Hospitalization Semi-private room 180day plan.Coronary &Intensive Care Units Retiree &Eligible Dependents covered. UseofOneNet PPO providers is encouraged.Ifyou live in the area of aOneNetproviderand do not use one, Major Medical willbepaidat80% of what would have been paid if you had used a OneNet provider.See page 41 for details.

Medical/SurgicalBenefit 100% up to the UCR with no deductible.Use of OneNet PPO Retiree &Eligible Dependents providers is encouraged. If you live in the area of aOneNet provider and do not use one, Major Medical will be paid at 80% of what would have been paid if you had used aOneNet provider. See page 41 for details.

11 Major Medical Benefits $200 annual deductible,80% of UCR rate.Maximum of $4,000in Retiree and Eligible Dependents eligibleout-of-pocketexpenses in a calendar year.After reaching $4,000, eligible expensesare paid at 100% for the remainder of that calendar year.

$400,000 lifetimemaximum. $1,000 per calendar year in benefits is restored after reaching lifetime max. Use of OneNet PPO providers is encouraged. If you live in the area of aOneNet provider and do not use one, Major Medical will be paid at 80% of what would have been paid if you had used aOneNetprovider. See page 41 for details.

Mental Health/SubstanceAbuse Inpatient and Outpatient coverage throughValueOptions as Benefit describedunderthe “Mental Health/Substance Abuse Benefit” Retiree and Eligible Dependents section.See page88.

Mental health benefitscount towards the overall Major Medical lifetime maximum.

Disease Management Healthcoaching and wellness counseling provided at no cost Retireeand EligibleDependents through Health Dialog.

Optical Benefit Provided through andinsured by United Optical/Spectera. RetireeOnly Exams, framesand lensescovered once every two years.See pages 69 and 71 fordetails.

Dental Benefit Provided through andinsured by Group Dental Service. Fillings, RetireeOnly exams, routine services covered. Seepage 61 fordetails.

Prescription DrugBenefit Providedthrough NMHCRx. 8% Co-payment if you use the RetireeOnly pharmacy of a participatingemployer;13% if you use any other NMHC pharmacy.

If youlive outside the geographic area of aparticipating pharmacy, the 8% co-payment will apply. Generic drugs are mandatory, if available.

12 PrescriptionDrug Benefit Provided throughNMHC Rx. $200 annual deductible ;after ForDependentsNot Enrolled in meeting deductible ,eligibleprescriptionspaid at 80% for remainder CIGNA. of calendar year .20% co-payment payable by dependent. Deductible may be satisfied witheithermedical or prescription Dependent Only expenses.

Generic drugs are mandatory, if available.

If the retireeoreligible dependent becomes eligiblefor Medicare and doesnot livewithin the area of KaiserPermanente Medicare HMO,medical/mental health benefits described above will be provided as part of a Medicare Supplementalprogram provided the retiree or dependent elects Part BofMedicare. If retiree or dependent does NOT elect Part B, no supplemental medical/mental health benefits will be provided. The Fundwill not supplement charges which are not covered by Medicare.

NON- MEDICARE ELIGIBLE PARTICIPANTSAND DEPENDENTS (Part Time) Schedule 2 For Part-Time Retirees WhoRetiredOnorAfter October1,1992 andTheirEligible Dependents (“Part TimeComprehensive”Retirees) WhoDoNot Live Within CIGNA HMO Service Area*

Hospitalization and Benefitsprovidedat80% up to the UCR rate after satisfying $200 Medical/Surgical Benefits annual deductible.Coronary &Intensive Care Units covered. Use Retiree &Eligible Dependents of OneNetPPO providers is encouraged. If you live in the area of a OneNet provider and do not use one, Major Medical will be paid at 80% of what would have been paid if you had used aOneNet provider. Seepage 41 for details.

*Ifyou are in thiscategorybut you do live withinCIGNAHMO service area, aseparate SPD applies to you.

13 Who Is Eligible? Benefit Major Medical Benefits Benefits provided at 80%, up to the UCR rate aftersatisfying $200 Retiree and EligibleDepe ndents annual deductible .Coronary &Intensive Care Unitscovered. Use of OneNetPPO providers is encouraged. If you live in the area of a OneNet providerand do not use one, Major Medical will be paid at 80% of what would have been paid if you had used aOneNet provider. Seepage 41 for details.

Disease Management Healthcoaching and wellness counseling provided at no cost Retiree and Eligible Dependents through Health Dialog.

Optical Benefit Provided through andinsured by United Optical/Spectera. RetireeOnly Exams, frames and lenses coveredonce every two years. See pages 69 and 71 fordetails.

Dental Benefit Providedthrough and insured by Group Dental Service. Fillings, RetireeOnly exams, routine services covered. Seepage 61 fordetails. PrescriptionDrug Benefit Provided through NMHC Rx. 8% Co-payment if you usethe Retiree only pharmacy of a participatingemployer;13% if you use any other NMHC pharmacy.

If you live outside the geographic area of aparticipating pharmacy, the 8% co-payment will apply. Generic drugs are mandatory, if available.

Dependents of Part Time Comprehensiveretirees are not eligible for optical, dental, or prescription drug coveragethrough theFund.

If the retireeoreligible dependent becomes eligiblefor Medicare and doesnot livewithin the area of KaiserPermanente Medicare HMO,medical/mental health benefits described above will be provided as part of a Medicare Supplemental program provided the retiree or dependent elects Part BofMedicare. If retiree or dependent does NOT elect Part B, no supplemental medical/mentalhealth benefits will be provided. Fund will not supplement chargeswhich are not covered by Medicare.

14 MEDICARE ELIGIBLE PARTICIPANTS &DEPENDENTS (FullTime) Schedule 3

Full Timeand Part Time Retirees Who Retired Prior to October 1, 1992 and Full Time Retirees Who Retired on or after October1,1992 or After and Their Eligible Dependents

If youare in this categoryand live within the Kaiser Permanente Medicare HMO area, you must enroll in Kaiser to maintainyour Fund benefits. Retireesand Dependents in the Kaiser Medicare HMO haveMedical and Prescription Coverage throughKaiser.See your Kaiser Certificate of Coverage for details about your medical and prescription coverage.

If youare in thiscategory and do NOT live within the Kaiser area, the medical/hospital benefits described below are providedasaMedicare Supplemental program. Medicare-eligibleretirees and dependents MUSTenroll in Part Bof Medicare in order to be eligible for anyFund RetireeHealth and Welfare benefits. The Fund will not supplement charges which are not covered by Medicare.

The Fund covers the typesof Medicare Supplemental Benefits showninthe column on theleft.The amounts covered starting January1,2007are shown in the column on the right. These amounts maychange.

Medicare Supplemental Benefits 2007 Medicare Part A deductible $992.00 Inpatient hospital for eachbenefit period during the first 60 days. Coinsurance for days 61-90 of an inpatient hospital stay. $248.00 Coinsurance for days 91-150 of an inpatient hospital stay. $496.00 Skilled Nursingfor days 21-100 of askilled nursing facility stay.$124.00 Medicare Part B deductible $131.00 Covers eligible physician services, outpatient hospital services, durable medical equipment, certain home health services. Medicare Part BPremium $93.50

15 Who Is Eligible? Benefit

Optical Benefit Provided through andinsured by United Optical/Spectera. RetireeOnly Exams, frames and lenses coveredonce every two years. See pages 69 and 71 fordetails.

Dental Benefit Providedthrough and insured by GroupDental Service.Fillings, RetireeOnly exams, routine services covered. Seepage 61 fordetails.

Prescription Drug Benefit for Providedthrough NMHCRx. 8% Co-payment if you use the Retirees Not Enrolled in Kaiser pharmacy of a participating employer;13% if you use any other Permanente Medicare HMO NMHC pharmacy. Retiree Only If youlive outside the geographic area of aparticipating pharmacy, the 8% co-payment will apply. Generic drugs are mandatory, if available.

Prescription Drug Benefit for Provided through NMHC Rx. Benefits provided at 75% with a Dependents Not Enrolled in 25% co-payment payable by the dependent. KaiserPermanente Medicare HMO Generic drugs are mandatory,ifavailable. DependentOnly

PrescriptionDrug Benefit Provided through and insured by Kaiser Permanente.See your Retirees and Dependents Enrolled Kaiser Evidence of Coveragefor detailsofcoverage. in Kaiser Permanente Medicare HMO Retiree and eligible Dependentmay be reimbursed by the Fundfor amounts paid underKaiser which are morethan what they would have paid through the Fund. See page 53 for details.

16 MEDICARE ELIGIBLE PARTICIPANTS AND DEPENDENTS (Part Time) Schedule 4 For Part-Time Retirees Who Retired On or After October1,1992 and Their Eligible Dependents (“Part TimeComprehensive”Retirees)

If you are in this category and live within the Kaiser Permanente Medicare HMO area, you must enroll in Kaiser. Retirees in Kaiser Medicare HMO also have prescription drug coverage through Kaiser. See your Kaiser Certificate of Coverage for details about your coverage.

If you are in this category and do NOT live withinthe Kaiser area, the medical/hospital benefits describedbelow areprovided as a Medicare Supplementalprogram. Medicare eligible retirees and dependents MUST enroll in Part Bof Medicare in order to be eligible forany Fund Retiree Health and Welfarebenefits. The Fund will not supplement charges which are not covered by Medicare .

The Fund covers the types of Medicare Supplemental Benefits showninthe column on the left. The amounts covered starting January 1, 2007 are shown in the column on the right. Theseamounts may change.

Medicare Supplemental Benefits 2007 Medicare Part A deductible $992.00 Inpatienthospital foreach benefit period during the first 60 days. Coinsurance for days 61-90 of an inpatienthospital stay. $248.00 Coinsurance for days 91-150 of an inpatient hospital stay. $496.00 SkilledNursing for days 21-100 of askilled nursing facilitystay. $124.00 Medicare Part B deductible $131.00 Covers eligible physician services, outpatient hospital services, durable medical equipment,certain home health services. Medicare Part BPremium$93.50

Who Is Eligible? Benefit

Optical Benefit Provided throughand insured by United Optical/Spectera. RetireeOnly Exams, frames and lenses coveredonce every two years. See pages 69 and 71 fordetails.

Dental Benefit Provided through andinsured by Group Dental Service. Fillings, RetireeOnly exams, routine services covered. See page 61 for details.

17 Who Is Eligible? Benefit PrescriptionDrug Benefit for Provided through NMHC Rx. 8% Co-payment if you usethe Retirees Not EnrolledinKaiser pharmacy of a participatingemployer;13% if you use any other Permanente Medicare HMO NMHC pharmacy. RetireeOnly If youlive outside the geographic area of aparticipating pharmacy, the 8% co-payment will apply. Generic drugs are mandatory, if available.

PrescriptionDrug Benefit for Provided through and insured by Kaiser Permanente.See your Retirees Enrolled in Kaiser Kaiser Evidence of Coveragefor detailsofcoverage. RetireeOnly Retiree may be reimbursed by the Fundfor amountspaid under Kaiserwhich aremorethanwhat he or she would havepaid through the Fund. See page 53 for details.

Dependents of Part Time Comprehensiveretirees are not eligible for optical, dental, or prescription drug coverage through the Fund.

If the retireeoreligible dependent becomes eligiblefor Medicare and does not live within the areaof KaiserPermanente Medicare HMO,the medical/mentalhealthdescribed above will be provided as part of a Medicare Supplemental program provided theretiree or dependentelectsPart BofMedicare. If retireeordependent doesNOT elect Part B, no supplemental medical/mental health benefits will be provided.

18 RETIREE ELIGIBILITY

Initial Eligibility To be eligible for benefits on the date of your retirement, you must: 1. Be an active participant in the FELRA&UFCW Healthand WelfareFund Plan I when you retire, (unless the circumstancesdescribedonpage 22 of this SPD,under the heading “Eligibility under the FELRA&UFCW Healthand Welfare Fund andthe UFCW Unions&Participating EmployersHealth and WelfareFund” are applicable). You are considered active if you are working on the day before you retire; if you retire immediatelyaftercollecting Accident &Sickness Benefits; if you retire based on aWorkers' Compensation injury;orifyou are on amedical leave of absence and self-payingto maintain yourbenefits through the Fundorthrough COBRA;

2. Waive your right to COBRA continuation coverage;

3. Have the majorityofyour pension service under Tier I. If you have service as both aTier Iand a Tier II employee, your status for the purpose of determining eligibility for Plan Iretiree benefitsis based on amajorityofservice (Tier Iand Tier II areterms usedtodescribe your pension service as determined under your Collective Bargaining Agreement.);

4. Work less than 40 hoursper month in the retail food industry –inthe same geographical areas as the Fund –during your retirement;

5. Your employer must continue to be a participating employer underthe Fund, unless youremployer withdraws.

6. If you retired on or afterJanuary 1, 1990 butbefore October 1, 1992, to be eligible for health and welfare benefits as aretiree (apartfrom COBRA), you must have earned at least10years of Credited Service as defined in the FELRA &UFCW Pension Plan. If you retired on or afterOctober 1, 1992, to be eligible for health and welfare benefits as aretiree (apartfrom COBRA)you must have earned at least 20 yearsofCreditedService as definedinthe FELRA &UFCW Pension Plan;

7. For Medicare-eligible retirees and Medicare -eligible dependents,itismandatory that youenrollin Kaiser Permanent Medicare HMOifitisavailable in the areawhere you live. The Medicare HMO will provide medical and prescription benefits. Optical and Dental benefitswill be provided through the Fund for eligible retirees only. Retireesout of the service area of a Medicare HMO will keep Fund Medicare Supplementalcoverage as described in this booklet. Those who are in-area for part of the year must join the HMO while they are living in-area.

8. For Non-Medicare -eligible retirees and non- Medicare eligible dependents, it is mandatorythat you enroll in CIGNA HMO if it is availableinthe area where you live.CIGNA willprovide your medical

19 benefitsonly .Ifyou are eligible for optical,dental, andprescriptiondrug benefits, thosebenefits, will be provided under the Fund as described in yourCIGNASPD.

Retireesmust meet all qualifications in order to be eligible for Retiree Health and Welfare benefits.

Former participantsofPlan Iwho retireonaDeferredVested Pension are not eligible for retiree health and welfarebenefits under the Fund. Former participants who retirefrom management maybeeligible for retiree health and welfare benefits if they have 20 years or more of BenefitService. Contact the Fund office for more information if this applies to you. If you are apension beneficiaryother than an eligible dependent, you are not eligible for benefits under the Fund.

The benefit levels described in this bookletare not guaranteed. To continue receiving these benefits, the employer you worked forwhen you retired must continue to be a participating employer in the Fund (exceptasdescribed on page 22). The Trustees may terminate or changethe levelofbenefits or may change the co-payment applicable to yourbenefits.

Co-Payments Retireesmust makeamonthly co-payment to maintain eligibilityfor health and welfarebenefits. Rates, are subject to change,basedonyour age at retirement, your years of service, whether you and/or your dependent(s) are Medicare eligible,and your number of dependents.

Very important! If you do not make the monthly co-payment on time and by the due date, you will immediately loseyour eligibility forall benefits, including medical, fora12-monthperiod. After 12 months, you can choose to make the co-payment sagain to resumeprospectivehealth and welfare coverage. For example, if you do not timely make the co-payment for the monthofJune, you will not be eligibleto receivebenefits or make co-payment sfor benefits againuntil the following May, for coverage in the monthofJune. Claims will only be coveredifthey are incurred in amonth for which you have madethe co-payment.

If you choose to drop dependent coverage (going to individual), you generally may not elect coverage again for your spouse until 12 months following the date you originally changedthe coverage. There may be specialenrollmentcircumstances; contact the Fund office for information if you are considering dropping dependent coverage.

Changesinstatus which affect your co-payment,such as becoming eligible for Medicare or changing coverage to individual-only, willresultinadifferent co-payment as of the first of themonth following the change.You must notify the Fund office of changesaffecting your co-payment by the 20th of the month preceding the effective date of the change in co-payment.

20 Belowisthe Retiree Co-Pay Category Chart. Yourcategorywill remain the same; however,your rate may change each year. The Fund Office will notify you of your rate and any changes.

FELRA &UFCW HEALTH AND WELFARE FUND RETIREE CO-PAY CHART -JULY 1, 2007 STATUSATRETIREMENT FAMILY OR CATEGORY AGE SERVICE COVERAGE INDIVIDUAL Regular Family AAtLeast At Least Regular Individual 60 30 YearsMixed Family Medicare Individual Medicare Family Regular Family BLess At Least Regular Individual Than 30 Mixed Family 60 Years Medicare Individual Medicare Family Regular Family CAtLeast At Least Regular Individual 60 25 Mixed Family Years Medicare Individual Medicare Family Regular Family DAtLeast At Least Regular Individual 55 20 Mixed Family Years Medicare Individual Medicare Family Regular Family ERetired @Less than Regular Individual 9/1/1992 20 Mixed Family Years Medicare Individual Medicare Family Regular Family FDisability At Least Regular Individual Retiree 10 Mixed Family Years Medicare Individual Medicare Family

21 WORK RULES

Retirees who workafterretiring will have their health and welfare benefits coordinated with benefits available where they work, with the Fund’s benefits being secondary. Benefits are considered to be “available” if the employer pays 80% or more of the premium cost per month for thebenefits. If the retiree chooses not to take the available benefits where he or she works, there will be no benefits (including optical, dental, and prescription drug) availablethroughthe Fund.

If you go back to work for 40 hours or more per month foranemployer in the retail foodindustry that does not participate in the FELRAand UFCWHealth and Welfare Fund,the Fund will not provide health and welfare benefits. If you go back to work for an employer which has ratified the 1996 CollectiveBargaining Agreement (for example, Giant, Safeway,orSuper*Fresh), you keep your “regular” Plan IRetiree health and welfarebenefits. The new employer is notrequired to make contributions on your behalf as a“new hire” for health and welfare benefits.

Eligibility underthe FELRA &UFCWHealth and WelfareFund and the UFCW Union s& Participating Employer sHealthand Welfare Fund

•Ifyou are eligiblefor retiree benefits fromthe FELRA &UFCW Health andWelfare Fund, and after you begin to receivethose retiree benefits, you subsequently go to workfor an employer that participates in theUFCW Unions& Participating EmployersHealthand Welfare Fund (“Non-Food Health and WelfareFund”), your retiree benefits will be suspended when you becomeeligible for benefits under the Non-Food Health andWelfareFund as an active employee. If you subsequently retire andare eligible for retiree welfare benefits from theNon-Food Healthand Welfare Fund, you may elect benefits under either that Fund or the FELRA and Health and WelfareFund. Your election, once made, cannot be changed.

•Ifyou are eligible to retire from the FELRA &UFCW Pension Fund and are eligible for retiree health andwelfarebenefits from the FELRA &UFCW Healthand Welfare Fund, and insteadofretiringand receiving pension from theFELRA and UFCW PensionFund, you go to work for a participating employer of the Non-Food Health and Welfare Fund, you willbeeligiblefor Non-Food Health and Welfare benefits only. If, when you retire fromemploymentcoveredbythe Non-Food Pension Fund you are eligible for retiree health benefits under the Non-Food Healthand Welfare Fund, you may elect health benefits from eitherthe Non-Food Healthand Welfare Fund or the FELRA UFCW Health and WelfareFund .Your election, oncemade, cannotbechanged. The election is irrevocable.

•Ifyou are eligiblefor retireebenefits under the FELRA and UFCW Health and Welfare Fundand, after you begin to receivethose benefits, (1) you becomeemployed by an employer that does not participate in the FELRA and UFCW Healthand Welfare Fund or the UFCW Unionsand Participating Employer sHealth and Welfare Fund; (2) you retire from that employmentand are eligible for apension under aplan that has areciprocal agreementwith the FELRA and UFCW

22 Pension Fund; and(3) you are eligible for retireehealth and welfarebenefits underaPlan other than the FELRA and UFCW Health and Welfare Plan, you will no longer be eligible for retiree health benefits under the FELRA &UFCW Health andWelfare Fund.

•Innoevent are you entitledtoretiree welfare benefits fromboththe FELRA &UFCWHealth & WelfareFund and the Non-Food Health &WelfareFund.

Loss of Eligibility Aretiree will cease to be eligible for benefits: •upon death •ifyour former employer files for bankruptcy under Chapter 11 of the United States Bankruptcy Code •ifyour formeremployer no longer participates in the Fund and, within90days of the last day of the month for which contributions are due from your employer, the succeeding employers do not agree to contribute to the Fund on behalf of at least 65% of the number of your former employer’scovered employees for the previousmonth. The65% contribution obligation will be at contribution rates that will, in the aggregate, fund both active participants’ benefitsand retiree benefits at the sameorhigher active rate as is being providedbythe remaining employers’collective contributions. •When eligibilityisotherwise lostunder the rules of the Fund.

Enrollment Form To enroll for benefits you mustcompleteaRetiree Health and WelfareEnrollment Form and file it with the Fund office .The Fund office will send you the Enrollment Formonceitreceives your application for benefits. Contactthe Fund office to request the Form. Failuretoenroll promptly will cause adelay in the start of your benefits.Ifyou have dependent coverage,you must list those dependents on your enrollment card.

Only eligible dependents who are listed on the enrollment form will be entitledtodependent coverage.

Qualified Medical Child SupportOrder If the Fund receivesa“Qualified MedicalChildSupport Order” (“QMCSO”) regardingachild that was covered by the Plan as adependent on the effectivedate of the QMCSO and the participantfailsto continuetoenrollthe childcovered under the QMCSO as his or her dependent,the Fund will allow the custodial parent or stateagency to completethe enrollment card to ensure continued enrollment.Provided they meetthe requirements for a QMCSO ,the Fund will accept “notices” from state governments for a QMCSO in lieu of acourt-ordered QMCSO.See page 26 of this SPDfor more information on QMCSOs.

CertificateofPrior Coverage If you or your covered dependents lose eligibility for any reason, including loss of COBRA coverage, you and yourdependents will receive what is called a“Certificate of Prior Coverage” from the Fund office. The certificate verifies that you had group healthcoverage for acertainperiod of time(whatever that amount of time was for you).

23 The Health InsurancePortability and Accountability Act of 1996 eliminated the ability of anew employer to excludecertainconditions from coverageifthe participantwas covered under another group plan for 12 months prior to coming to work withthe new employer. Therefore, you should keep the Certificate of Prior Coverage with your other important papers so you canshow it to anew employer. Federal law requires that thecertificate be sent to all participants who lose active coverage.

Certificate of Coverage To requestaCertificate of Coverage, contact the Fund office at (800)638-2972 or write to: Certificate of Prior Coverage Fund Office 911 Ridgebrook Road Sparks, MD 21152-9451

Pre-Existing Condition Exclusions There are certain specificpre-existing exclusions for dental work required as the result of an injury which occurredbefore the patient was covered under the Fund and for prosthetics appliances if the condition requiring them began beforecoverage beganunderthe Fund. Claims relating to these conditions may be excluded, but for no longer than 12 months. If you had prior health coverage, it is possible that no pre- existing condition exclusion will apply.

Pre-Existing Condition Exclusion Period This provision applies only to thoseitems identified as pre-existingconditions in this Summary Plan Description. Thoseconditions are excluded fromcoverage for aperiodof12months(18 months if you or your dependent did not enroll whenfirst eligible). Apre-existing condition is acondition other than pregnancy for whichmedical treatment, advice, diagnosis or care was recommended or given within six monthspriortoyour first day of coveredemployment(or firstday of eligibility, if you or your dependents enroll late).

Reductionfor Credited Coverage The 12-month pre-existing condition exclusionperiod will be reduced by any period of “Creditable Coverage” you have. Creditable Coverage is generally other health coverage that you had beforeyou enrolled in this plan, as long as you did not go 63 days or longer withoutcoverage. Creditable Coverage means coverage forthe cost of medical care whether provided directly, throughinsurance, reimbursement, or otherwise andasrequired by federal law. Periods of coverage preceding abreakin coverage of 63 days or moredonot count as Creditable Coverage. Waiting periods do not count as Creditable Coverage, but neither do they count as abreak in coverage. Creditable Coverageis determined without regardtothe particular benefits offered under the prior coverage, except that prior coverage consistingsolely of Excepted Benefits (as described in the next paragraph) is not Creditable Coverage. Excepted Benefitsmeans coveragesolely for one or more of the following: accident, accidental death &dismemberment, disabilityincome, liability,automobile medicalpayment, on-site medical clinics, Workers’ Compensation, limited dental be nefits, limitedvision benefits,long-term care

24 benefits,coverage for only aspecifiedillness or disease,supplemental benefits such as Medicare Supplementalinsurance, and any other benefits as defined under Section 733(c) of ERISA.

No pre-existing condition exclusion will be imposed on anewborn child who is covered with any Creditable Coverage within 30 days of birth, as long as the child does not have abreakincoverage of 63 days or more. No pre-existing condition exclusion will be imposedonachild under the age of 18 who is adopted or placed for adoptionifthe childwas covered under any Creditable Coverage within 30 daysof adoption or placement for adoption, as long as the child does not incur abreakincoverage of 63 days or more. If youand your dependents do not enrollfor benefits when youare first eligible, the pre-existing condition exclusion period that applies to you and yourdependents will be 18 monthsinsteadof12 months. However, if youoryour dependentsenroll in aspecial enrollment(generally,within30days of losing other coverage or within 30 days of acquiring anew dependent), the 12-month period will apply. Only thespecifically identified benefits willbesubjecttothe exclusion.

Demonstration of Creditable Coverage If the pre-existing condition exclusion applies, you or yourdependent must providethe Fund office with evidenceofyour Creditable Coverageinordertoreduce the 12-month (or 18-month)pre-existing exclusion period. To do this, you or yourdependent must present a“Certificate of Prior (or Creditable) Coverage” to the Fund office.This certificate of coveragewouldhave been issued to youbyyour prior plan or insurance company soon afteryou lost your prior coverage.Ifthe prior plan or insurance companydid notissue you aCertificate of Coverage, the Fund office will help you obtain one. Federal law gives you and yourdependentsthe right to request aCertificate of Creditable Coverage from the prior plan or insurance companyinmost cases. If you do not have acertificate, and cannot obtain one when it is needed, you may establish Creditable Coverage with the Fund office by presenting other documentation to the Fund office .Todothis, you must present documentation of Creditable Coverage during the period in question and tell us, in writing,the period of Creditable Coverage. For dependents, you muststate the period of CreditableCoverage in writing andcooperatewith the Fund’seffortstoverify that coverage.

Determination of Pre-Existing ExclusionPeriod If the Fund receivesaclaimfor somethingwhich may fall underapre-existing exclusion, the Fund office may contactyou for additional information to see if the exclusion applies. You should respondpromptly to avoid delaying the processing of your claim and send the Fund office any Certificates of Coverage or evidence of such coverage. The Fund will determine, within areasonable time after receivingthe certificates or evidence, whether apre-existingconditionexclusionapplies, andifso, for how long. If the Fund determinesthat allorpart of the 12-month pre-existing condition exclusion applies, it will notify you of this decision and the reason(s) for it. If you disagree with the Fund’s decision, youmay appeal to the Board of Trustees as described in the “Claims Filingand ReviewSection” on page 101.You may alsosubmit additionalevidenceofCreditable Coverage. The Fund may modify its initial determination of Creditable Coverageifitlater determines that you or yourdependentdid not have the Creditable Coverage claimed. You willnot receive anotice if the Fund determines that you have enough prior Creditable Coverage such that no pre-existing exclusion will apply.

25 DEPENDENT ELIGIBILITY

Non-Medicare-eligible Dependents only areeligible for ComprehensiveMedical Benefits, and only when the retiree makes the required co-payment for such benefits. Medicare-eligible dependents are eligible for Medicare Supplemental Benefits only.

Eligible dependents include onlyyour spouseand childrenwho wereeligible dependentsunderyour active Plan on the day you retired. For example, if you divorce and subsequently re-marry, your new spouse may not be added as your Dependent.

Forpurposes of the Plan, your children include your biological children,stepchildren,legally adopted children,orchildren placed withyou for adoption. In order for children to be eligible for coverage, they must be: •under the age of 19 •not married •not employed on aregular full time basis, and •dependent on you for support.

Stepchildrenmust reside with the retiree. The Plan requiresyou to submit evidence of the dependent(s)’ eligibility status--abirth certificate for your child, adoptionpapersorother proofofadoption or placement foradoption acceptable to the Trustees ,and amarriage license for yourspouse. In the case of astepchild, acopy of the divorce decreeindicating custody is required as evidence.

Aretireewho goes back to workfor aFELRA participating employer may add dependents to his/her coverage. If you didn’t choose to cover yourdependents while you wereactively working (or if you didn’t have an eligible dependent while you were activelyworking,but nowyou do), youmay add him/her after returning to work, provided youare working for aFELRA participating employer .Ifyou continueto work for a participating employer (after retirement) for aminimum of 24 months, you may continue to coverthose dependents afteryou retire again(the second time).

Qualified Medical Child Support Order (“QMCSO”) The Fund will provide dependent coverage to achild eligible for enrollmentasadependent under the rules of the Plan if it is required to do so under the terms of a Qualified Medical Child Support Order (“QMCSO”).The Fund will providecoverage to achild under a QMCSO even if the retiree does not have legal custody of the child, and the child is not dependent uponthe retiree for support.Ifthe Fund receives a QMCSO and the participant does not continue to maintainthe enrollment of the affected child, the Fund will allow the custodial parent or state agency to complete the necessary enrollment forms on behalf of thechild. You can request acopy of the Fund’s procedures for determiningwhetheranorderis a QMCSO by calling or writingtothe Fund office.

26 Reinstatement for Coverage If the retiree elects to exclude adependent child from coverage, the dependent child may not be reinstated at alater date. If aretiree elects to exclude his/her dependent spouse,the dependent spouse only may be reinstated under the following conditions:

The spouseoriginally must have been excluded from Fundcoverage because abenefit plan was available to the spouse from another employer. The retiree and spouse attest to thisona“ChangeinSpousal Coverage”form. Asigned statement from the spouse's employer that the spouse was employed and eligible for health and welfarecoverage, as wellasadescription of the coverage, or asummary plan description, must accompany the form. Fund coverage for the spouseonly may be reinstated when coverage from the spouse’s other employer is no longer available, and afteraperiodofatleast 12 months have elapsed since the spouse’s coverage under the Fund was dropped. To be reinstated,the Fund requires astatementfrom thespouse's employerthatthe spouse is no longer eligiblefor coverage due to termination or another specific reason. Thestatement mustindicate the dateeligibility was lost. The Fundalso requires awrittenrequest from the retireeincluding the date the retireewouldlike the reinstatementtobeeffective. Theretiree and spouse must sign such request. The Fund office must be notified of changes in coverage by the 20th of the month preceding the month forwhich the changeistobeeffective, otherwise thechange will be made effective the following month. The spouse is not eligible for reinstatement if the retiree dies prior to the date the dependent spouse’s coverage is reinstated.

Loss of Dependent Eligibility Your dependents cease to be eligible for benefits when: 1. You lose your own eligibility. 2. The dependent becomeseligible as an employee of a participating employer. 3. The dependent is aspouse and is divorced or legally separatedfrom you. If you and yourspouse are physically separated, but not legally separated, your spouse may remain adependent until the earlier of 3years from thedate of physicalseparation or the date of divorce or legalseparation. 4. The dependent is achild and upon the occurrence of the earliestof: a) the end of the calendar year in which the child has his or her 19th birthday b) the end of the month in which the child beginsregular full time employment c) the end of the calendar year in which the child ceasestobedependent on you for support d) the end of the monthinwhich the child is married. 5. In the case of achild placed with you for adoption,when you no longer havealegal obligation to supportthe child.

Dependents of an eligible participant who will lose eligibilityunder the Plan may be entitledtocontinue coverage under the provisions of COBRA.See page 30 for moreinformation. Student Coverage

27 If an otherwise eligibledependentchild willlose eligibility due to age, and the child is not eligible for COBRA rights or, if eligible,elects to waive COBRA rights, medical benefitsmay continue without additional cost to him or her, providedthat he or she is enrolled as afull timestudent in an accredited school; is unmarried; is financially dependentonyou forsupport; andifeligible, rejectshis/her optionto elect COBRA coverageunderthe Fund. Youmust complete astudent certification formand return it to the Fund office before the child’s20th birthday and annually thereafter in order for coveragetobe continued. Students are eligible for coverage only through the calendaryear in which they become 23.

Coverage will terminate on theearliestofthe last day of the Student coverage includes calendar month in which he/she marries, ceasestobefinancially medical and optical benefits dependentonyou for support, ceases to be afull time student, or only. the end of the calendar year in which he/she turnsage 23.

If you do not complete astudentcertificationform or the child is not enrolled in schoolatthe timehe/she loseseligibility forbenefits under the Plan,the child’scoverage under this Plan will cease. However, you maysubmit asubsequent student certification form and obtain coveragefrom the Plan after the applicable waitingperiod. Contact theFund office for details concerning student coverage.

Important: In ordertoreceive student coverage foradependent who is over age 19, he/she must have been your covered dependent under the Plan BEFORE he/she turned age 19.

Student coverage is considered alternate coverage in lieu of COBRA continuation coverage. Youdo not have to pay forstudent coverage, but you do have to pay for COBRA continuation coverage. Because student coverage is offered as an alternative to COBRA coverage, when student coverage ends (for whatever reason), the student will notbeeligiblefor COBRA coverage.

Coveragefor Disabled Dependents Any unmarried childwho is age 19 or over and is incapableofself supportbecause of aphysicalor mental disabilitywhich began before age 19 may continue to be covered as an eligible dependent for all dependent benefits offered by the Plan, providedthat the child elects to waive COBRA rights. The child must be dependentupon the participant for support.You must completeadisability certificate annually and return it to the Fund office.

ProofofEligibility for Dependents The participant mustsubmit evidence acceptable to the Fund office to certifythe eligibilitystatus of each dependent. Only eligible dependents listed on the most recent enrollmentcard will be entitled to dependent benefitcoverage. However, if the Fund receivesa QMCSO and the participantfails to continue the enrollment of the child covered under the QMCSO ,the Fund will allow the custodialparent or state agencytocomplete the enrollment card.

28 Depe ndent Conversion Coverage If theretireedies, the spouse only may continue benefitsbyself-paying to the Fundunder the Fund's rules for self-payment. Call the Fund office for the current rates. Ratesare subject to change as thecost of benefits changes.Self-payments must be made by the 25th day of the month before the month for which coverageissought. Send your payment to FELRA &UFCW H&W Fund, 4301 Garden CityDrive, Suite 201, Landover,MD20785. Write "Retiree Self-Payment" on thefront of theenvelope.Ifyou do not make payments on time, you will immediately lose the coverage and it will not be reinstated.

WhenTwo Retirees Are Married In the case of two retireeswho are married, and both are eligible for coverage under the Fund, benefits willbeconsidered separate for eachretiree. However, if youelect it, oneretiree may be covered as the eligible dependent of theother, when the otherisentitled to dependent benefits. (You must have been married priortoretirement.) Onlyone co-payment will thenbenecessary; however thedependent will not be entitled to Optical and Dental benefits, (and may not be eligible for prescription drug benefits) but only the coverage available to aretiree’sdependents. If two participants are married and one retires andthe other remains active, the retiree may elect coverage as the dependent of the active participant.Ifthe active participant loses eligibility, the retired dependent can electtobegin coverageasaretiree by making the necessary co-payments.

Date Benefits Terminate If you lose your eligibility, benefits terminate as follows: Hospital,Medical, and Surgical benefits terminate at the end of the calendarmonth in which you lose eligibility. However, if you are in the hospital when loss of eligibility occurs, these benefits will continue until you are discharged or until the benefits are exhausted, whichever occurs first. Dental,Optical, and Prescription Drug Benefits for the retiree terminate on the day you lose your eligibility.

Does Your Dependent Already Haveother Coverage? See “CoordinationofBenefits” on pages35for the rules governing availabilityofdependent coverage whenmorethan one group plan is available.

29 CONTINUATION OF COVERAGE UNDERTHE CONSOLIDATED OMNIBUS BUDGET RECONCILIATION ACT OF 1985(" COBRA")

The Consolidated Omnibus Budget Reconciliation Act ( COBRA)requires that group healthplans offer employees, including retirees and their eligible dependents, the opportunity for atemporary extension of health coverage at grouprates in certain instances, called“qualifying events” whencoverage under the Planwould otherwiseend.

If your retiree coverageterminates as aresult of abankruptcy filing by your former employer, as explained below, COBRA coverage will be available to you.

Your eligible dependent spouse and children may have an independent right to elect COBRA continuation coverage, if anyofthe following qualifying events resultinaloss of dependent coverage or an increase in premiums: (1) death of the retiree; (2) divorce from the retiree; or (3) adependent ceasing to be an eligible dependent under the rules of the Fund.

Sometimes, an employer’sfiling of aproceeding in bankruptcy under Title 11 of the United StatesCode can be aQualifyingEvent.Ifaproceeding in bankruptcyisfiledwithrespect to the employer for whom aretiree worked while coveredasanactive employeeunder the Fund and that bankruptcy results in the loss of retiree health coverage under the Fund, the retiree will become aqualified beneficiary with respect to the bankruptcy. The retiree’s spouse, survivingspouse, and dependent children will also become qualified beneficiaries if bankruptcy results in the loss of their coverage under the Fund. The retiree’s former employermust notify the Fund within 30 days of the employer’s initiation of bankruptcy proceedings.

Notification Requirements The covered dependent (spouseorchild) mustnotify the Administrative Manager in writingofthe following qualifying events withinsixty (60)days after the later of (a) the date of the qualifying event; or (b) the date the covered dependent would lose coverage or experience an increase in premiums on account of one of the following qualifyingevents:

1. Divorce or legal separation of the retireefrom thedependentspouse; or 2. Adependent child ceasing to be acovered dependent under the Plan rules;or 3. The death of aretiree.

If the covered dependent fails to notify the Administrative Manager of any of these specific qualifying eventswithinthe time period set forth above, the dependent will not be eligible to elect COBRA continuation coverage. All notifications under COBRA must comply with these provisions. Both the retireeand the affected dependent arejointly responsible for this notice. Notice should be mailed or hand deliveredtothe Fund office,Attention: COBRA Department, FELRA &UFCW Healthand Welfare Fund,911 Ridgebrook Road, Sparks, MD 21152.

30 The writtennotice of aQualifying event must include the following information; name and addressof affected dependent, retiree’s Social Security number, date of occurrence of the Qualifying Event, and the nature of the Qualifying Event. In addition, the Fund must receive evidence of the occurrence of the Qualifying Event (for example: acopy of the divorce decree,legal separation agreement, death certificate, or the dependent’s birth certificate). Once the Fundreceives timely notificationthat a Qualifying Event has occurred, COBRA coverage willbeofferedtothe dependents, as applicable.

If aretiree or dependent doesnot give written notice within sixty days of the date of the dependent’s Qualifying Event, and as aresult, the Plan pays aclaim for apersonwhose coverage terminated due to a Qualifying Event, then that personmustreimburse the Plan for anyclaimsthat should not have been paid. If the person failstoreimbursethe Plan, then all amounts due may be deducted fromother benefits payable on behalf of that individualoronbehalf of the retiree, if the personwas hisorher dependent.

Within fourteendays after the Fundreceives notice of aqualifying event,itwill notifythe eligible dependent of the right to continuation coverage and the procedures that must be followedinordertoelect such coverage An Election Formmust be completed, signedand returned to the Administrative Manager within sixty (60)days of the date that the covered dependent would lose coverage or experience an increase in premiums as aresult of aqualifying event, or if later, withinsixty(60) daysofthe date the Fund sent notice of the qualifying event to the dependent.Failuretoreturn the election formontime will terminate the eligible dependent’s righttocontinue coverage.

Coverage may be continued for any eligible dependent properly enrolled on the day before the qualifying event. Each eligible dependent has the opportunity to make an independent election to accept or reject COBRA continuation coverage. An electiononbehalf of aminor dependent child can be made by the child’s parentsorlegal guardian. COBRA continuation coverage will includeonly medical benefits and the major medical prescription benefit for an eligible dependent of apart time retiree who retired before October 1, 1992, or for the eligible dependent of afull timeretiree.These benefitsare described in the ScheduleofBenefits section startingonpage 11.

Eacheligible dependent electing continuationcoverage willberesponsible for making the required premiumpayments.The cost thatthe dependent must pay to continue benefits is 102% of thecost of coverage, as determined annually by the Fund. The cost will be specifiedinthe noticeofright to elect continuation coverage senttothe dependent by the Administrative Manager.Ifyour former participating employer altersthe levelofbenefits providedthrough theFund to similarly situatedactive employees, your dependents’ coverage and cost also will change.

The Trustees will determine the premium for the continued coverage. The premium will not necessarily be the same as the amount of the monthlycontribution that a participating employer makes on the behalf of acoveredemployee.The premium will be fixed,inadvance, fora12-month period. The COBRA premium will be changed at the sametime eve ry year for all COBRA beneficiaries. Therefore, the premium may change for an individualbeneficiarybefore he or she has received 12 months of COBRA coverage.

31 Payment of Premiums COBRA premiumsmust be paid on time. Failuretopay on timewill cause aterminationofbenefits. The first premium mustbepaid within 45 days of the date that the dependent elects COBRA coverage by returning theElection Form. The first payment must cover the periodbeginningwith the firstmonth followingthe date coveragewas lost, to and including the month for which payment is being sent. The datecoverage was lostisthe last day of the month in which the dependent was actuallyeligible under the Plan.Subsequent premiumsmust be received by the Administrative Manager by the firstday of the month for which coverageistobecontinued. (For example,ifadependent wants coverage for October, payment mustbesubmitted by October 1 st.) If payments are not received within 30 days of the due date, COBRA coverage will be terminated and the Fundwill not accept any further payments. Dependent(s) will not be billed for the COBRA premiums; it is their responsibility to remit the payments on time .

Claims incurred following the date of the Qualifying Event but before the Election Formhas been returned will be held until theElection Formhas been returned and premiums have been paid. If the eligible dependent does not return the Form andpay thepremiums,those claims will not be covered under the Fund.

Length of Coverage Your dependents may receive COBRA Coverage for amaximum of 36 months if theircoverage under the Plan terminates as aresultof: a) the retiree’s death b) the retiree’s divorce or legal separation; or c) adependent child’s ceasing to satisfy the Fund’s rules for dependent status.

Specialrulesapply in determining the maximum length of COBRA Coverage if your and yourdependents’ coverage under the Plan terminates as aresult of the bankruptcy of yourformeremployer. Please refer to paragraph (h) below.

Termination of Coverage Continuation coverage will terminate upon the earliestofthe following events: a. The Fund no longerprovidesgrouphealth coverage to any of its similarly situated dependents; b. The dependent does not pay the premium due in full by the end of the graceperiod; c. The dependent becomescovered under anothergroup health plan otherthan TRICARE (as an employee or otherwise) and that grouphealth plan does not exclude or limit coverage of pre- existing medicalconditions of the depe ndent; d. The dependent(spouseorchild) becomes eligible for Medicare ; e. The dependent spouse is divorcedfrom theretireeand subsequently remarries and is covered under the new spouse’s health plan. f. The retiree’s former participatingemployer stops participating in the Plan and establishes anew plan, or joins an existing plan, that makeshealth coverageavailable to aclass of retirees formerly covered under this Plan; and g. The datethat the applicable period of continuation coverage has been exhausted.

32 h. If the qualifying event givingrise to COBRA Coverage is the bankruptcy of the retiree’s former employer, COBRA coveragefor the retiree willterminate upon the earliest to occurof(1) events (a), (b), (c),(d),(f);or(2) theretiree’sdeath. Further, COBRA Coverage for the retiree’s dependents will continue until the earliest to occur of (1) of events(a) through (f);(2) 36 months after the retiree’s death; or (3)the dependent’s death.

If the retiree’s former employer changes the levelofcoverage through this Fund for its similarly situated dependents, the dependent’s coverage will alsochange.

It is crucialthat dependents keep the Fund informed of theircurrent addresses. If you or acovered family member experiences achange of address, immediately inform the Fund office.

Your dependent must notify the Fund office immediately if he or she becomescovered by any other group health plan.Notice shouldbemailed or hand delivered to the Fundoffice,Attention: COBRA Department, at FELRA &UFCW Health and Welfare Fund, 4301 Garden City Drive, Suite 201, Landover,MD20785- 2210. Your dependent must repay the Fund for any claims paid in error as aresult of the failure to notify the Fund office of any other healthcoverage.

Trade Act Rights The TradeAct of 2002created anew tax creditfor certainindividuals whobecomeeligible for trade adjustment assistance and for certain retiredemployees who arereceiving pensionpayments from the Pension Benefit GuarantyCorporation (“PBGC”) (eligible individuals). Under these tax provisions, eligible individualscan either take atax credit or get advance payment of 65% of premiums paidfor qualified health insurance, including COBRA continuation coverage. If you have questions about these tax provisions, youmay call Health CoverageTax Credit Customer Contact Center toll-free1-866-628-4282. TTD/TTY callers maycall toll-free at 1-866-626-4282. More information about the Trade Act is also available at www.doleta.gov/tradeact/2002act_index.asp.This program is offered by the federal government and the Fund office has no role in its administration.

Other Rights This notice describes your rightsunder COBRA.Itisnot intended to describe allofthe rights available under ERISA ,the Health Insurance Portabilityand Accountability Act (HIPAA),the Trade Act of 2002, and other laws.

Contact for Additional Information If you have questions or wishtorequest additionalinformation about COBRA coverage or the health plan, please contact theFund office as follows: COBRA Department FELRA &UFCW Healthand Welfare Fund 911 Ridgebrook Road Sparks, MD 21152 410-683-6500

33 COST CONTAINMENT

The following cost containmentmeasures have been instituted by the Boardof Trustees to help you receivequality medical care at the most reasonable cost. You’ll find an explanation of each in this booklet on the pageindicated.

Coordination of Benefits...... 35 Subrogation...... 37 Consumer Tips...... 40 OneNet PPO, LLC ...... 41 Optum/CAREPrograms, Inc...... 42 Health Dialog……………………………………………….. 45 Durable MedicalEquipment Network...... 46 MandatorySecond Surgical Opinion...... 47 HomeCare Program...... 49 Hospice Care Services...... 50 Cost Awareness Reward Program...... 51 CompuFacts...... 52

34 COORDINATION OF BENEFITS

Coordination of Benefits applies when a participant or eligible dependent is entitled to benefits under any other kind of group health coverage in addition to the Fund.When duplicate coverageexists, the primary plan normallypays benefits accordingtoits Schedule of Benefits, and the secondary plan pays a reduced amount. The Fund willnever pay, either as theprimary or secondary plan, benefits which, when added to the benefits payable by the other plan for the sameservice, exceed100% of the Usual, Customary, and Reasonable (UCR) charge. This provision applies whetherornot aclaim is filed under Medicare or anotherplan. The Fund is authorized to obtain informationaboutbenefits and services available from Medicare or other plans to implement this rule.

The following rulesapply: If one plan does not have acoordination of benefits rule, it will be primary.Otherwise, the plan which coversthe person as an employee is theprimary plan.The plan which covers the person as adependent is the secondaryplan.

If aparticipant is coveredasanemployee under more than one plan, the plan with the earliest effective date of coverage is the primary plan.

Where both parents are covered by different plans, and the parentsare not separatedordivorced, and the claim is foradependent child, the primary plan is the plan of the parent whose birthday fallsearliest in the year.Ifboth parents have the same birthday, the plan which has covered aparentlonger pays first. However, if the otherplan does not have abirthday rule and instead hasarule based on the gender of the parent and as aresult of this, the two plans do not agree which is primary, the plan of the father will pay first.

If twoormoreplans cover achild whose parents are separated or divorced, benefits will be paid as follows:

1. If acourt determines financial responsibility for achild’s health care expenses, the plan of the parent having that responsibility pays first. 2. If acourt determination has not been made or the court divides the financialresponsibility equally, the planofthe parent with custodypays before the plan of the other parent. Theplan of the step-parent marriedtothe parent with custody of the child pays before the plan of the parent who does nothave custody.

Important Notice –Read Below! When an eligible dependentunder the Plan is offered aprogramofhealth, dental, drug, and/or vision benefits by another employer as aresult of his or her employment, and the dependent has the option of selecting the other employer’shealth coverage or receiving cash or otherfinancial incentive, this Plan coordinates its benefits as if the other employer’s health coverage were applicable. It does so even when the dependent does not elect the coverage under another employer-sponsored plan.

35 Before the Fund will pay benefits to an employeddependent, he or she must provide the Fund office with information explaining the other employer’s health coverage, if any.

CoordinationofBenefitswith an HMO If you haveprimary coverage through yourwork under an HMO and secondary coverageunder the Fund as adependent, you must followthe rules of the HMO in order to have remaining balances considered forpayment by the Fund as secondary payer.Ifyou go outside of yourHMO for services (or otherwise fail to follow the rules of the HMO), and then submit the bill to the Fund for secondary payment, it willbedenied.

For purposesofcoordinating benefits,anHMO is treated the same as any other plan. If you fail to follow the rulesofany primary plan,includinganHMO, the Fund will not pay benefits as either primary or secondary.

The Fund also has the right to collect any excess paymentdirectly from the parties involved, from the other plan, or by offsetagainst any futurebenefitpayment from the Fund on the dependent’s behalf, if he or she failed to notifythe Fund office of the availability of the other employer’s health coverage. This right of offset does not keepthe Fund from recovering erroneous payments in any other manner.

Important: To ensure thatthe Fund coordinates and pays your benefits properly, you must keep the Fund informed of any and all coverage for you and youreligible dependent.

Coordination of benefits saves the Fund money by making sureother plans pay benefits where they are available.

36 SUBROGATION

Wereyou or your eligible dependent injured in acar accident or other accident for which someoneelse is liable? If so, that person (or his/her insurance) may be responsiblefor payingyour (or your eligible dependent's) Medical expenses, and these expenses would not be covered under the Fund.

Waiting for athird party to pay for these injuries may be difficult.Recovery fromathird party can take a long time (you may have to go to court), and your creditorswillnot wait patiently. Because of this, as a service to you,the Fund will pay you (or your eligible dependent) benefits based on the understanding that you are required to reimburse the Fund in full from any recovery you or youreligibledependent may receive, no matterhow it is characterized. The Fund advances benefits to you and yourdependents only as aservice to you.You mustreimburse the Fund if you obtain any recoveryfrom anotherperson or entity.

You and/or your dependent are required to notify the Fund within ten days of any accident or injury for which someone else may be liable.Further, the Fund must be notified withinten days of the initiation of any lawsuit arising out of the accident and of the conclusion of any settlement, judgment or payment relatingtothe accident in any lawsuitinitiated to protect the Fund’s claims.

If you or your dependent receive any benefit payments fromthe Fund for any injury or sickness,and you or your dependent recover any amount from any third party or parties in connection with such injury or sickness ,you or your dependent mustreimbursethe Fund from that recovery the total amount of all benefit payments the Fund made or will makeonyour or your dependent’sbehalf in connection withsuch injury or sickness.

Also, if you or your dependent receive any benefit payments fromthe Fund for any injury or sickness, the Fund is subrogated to all rightsofrecovery available to you or yourdependent arisingout of any claim, demand, cause of action or right of recoverywhich has accrued, may accrue or which is asserted in connection with such injury or sickness,tothe extent of any and all related benefit payments made or to be made by the Fund on youroryour dependent’s behalf.This means that the Fund has an independent right to bring an action in connection with such injury or sickness in youroryour dependent’sname and alsohas aright to intervene in any such action brought by you or your dependent, including any actionagainstaninsurancecarrier underany uninsured or underinsured motor vehicle policy.

The Fund’s rights of reimbursement and subrogation apply regardless of the terms of the claim, demand, right of recovery,cause of action, judgment, award, settlement, compromise, insurance or order, regardless of whetherthe third party is found responsible or liable for the injury or sickness,and regardless of whether youand/or your dependent actuallyobtain the full amount of suchjudgment, award,settlement, compromise, insurance or order. The Fund’s right of reimbursement and subrogationprovide the Fund with first priority to any and all recovery in connection with the injury and sickness, whether such recovery is full or partialand no matter how such recovery is characterized,

37 why or by whom it is paid, or the type of expense for which it is specified. Such recoveryincludes amounts payable under your or your dependent’sown uninsured motorist insurance, under-insured motorist insurance, or any medical pay or no-fault benefits payable. The “make-whole”doctrine does not apply to the Fund’s right of reimbursementand subrogation. The Fund’s rightsofreimbursement and subrogationare for thefull amount of all related benefits payments; this amount is not offset by legal costs, attorney’s fees or other expenses incurred by you or your dependent in obtaining recovery. The Fund shall have aconstructivetrust, lien and/oranequitable lienbyagreement in favor of the Fund on any amount received by you, your dependent or arepresentative of you or yourdependent (includinganattorney) that is duetothe Fund under this Section, and any such amount shallbedeemed to be held in trust by you or yourdependent for the benefit of the Fund until paid to the Fund.You and your dependent hereby consent and agree that aconstructive trust, lien, and/or equitable lienby agreementinfavorofthe Fund exists with regard to any payment, amount and/or recovery from athird party; and in accordance with that constructive trust, lien, and/or equitable lien by agreement, you and your dependent agree to cooperate withthe Fund in reimbursing it for Fund costs and expenses.

Consistent withthe Fund’s rightsset forthinthis section, if you or your dependent submitclaims for or receive anybenefit payments from the Fund for an injury or sickness that may give risetoany claim against any thirdparty,you and/or your dependent will be required to executea“Subrogation, Assignment of Rights, and Reimbursement Agreement” affirmingthe Fund’s rightsofreimbursement and subrogationwith respect to such benefit paymentsand claims. This Agreement must also be executed by your or your dependent’sattorney, if applicable. Alternatively, if you or yourdependent or arepresentativeofyou or your dependent (including your attorney) fail or refuse to execute the required “Subrogation, AssignmentofRights,and Reimbursement Agreement”and the Fund neverthelesspays benefits to or on behalf of youoryour dependent, you or your dependent’s acceptance of such benefits shall constituteyour or your dependent’s agreement to the Fund’s right to subrogation or reimbursement from any recovery by you or yourdependent from athird party thatis based on the circumstance from which the expenseorbenefitpaid by the Fund arose, and youroryour dependent’s agreement to aconstructive trust, lien, and/or equitable lien by agreement in favor of the Fund on any payment amount or recovery thatyou or your dependent recovers from athird party.

Because benefit payments are not payable unless you sign aSubrogation Agreement, youroryour dependent’s claim willnot be considered filed and will not be paid if the period forfiling claims passes before your Subrogation Agreementisreceived.

Further, the Planexcludes coverage for any charges for any medicalorother treatment, service or supply to the extent that the cost of the professional care or hospital ization may be recovered by, or on behalf of, you or yourdependentinany action at law,any judgment compromise or settlement of any claims against any party, or any other payment you, your dependent or your attorney may receive as a resultofthe accident or injury,nomatter how these amounts are characterized or who pays these amounts, as provided in this Section.

38 Under this provision, you and/or your dependent are obligated to take all necessaryaction and cooperate fully with the Fund in its exercise of its rights of reimbursement and subrogation, including notifying the Fund of the status of any claim or legalactionasserted against any party or insurance carrier and of your or your dependent’sreceipt of any recovery. You or yourdependent also must do nothing to impair or prejudicethe Fund’s rights. For example, if you or your dependent chooses not to pursue the liability of athird party, you or your dependent may not waive any rights covering any conditionsunder which any recovery could be received. If you are asked to do so, you must contact the Fund office immediately.Whereyou or youreligible dependent chooses not to pursue the liability of athird party, the acceptance of benefitsfrom the Fund authorizes the Fund to litigate or settle your claims against thethird party. If the Fund takes legal action to recover what it haspaid, the acceptance of benefits obligates you and your dependent (and yourattorney if you haveone) to cooperatewith the Fund in seeking its recovery, and in providing relevant information with respect to the accident.

You or your dependent must also notify the Fund before accepting anypayment priortothe initiation of alawsuit or in settlement of alawsuit. If you do not, and you accept payment that is less than the full amountofthe benefits that the Fund has advancedyou, you will stillberequired to repay the Fund ,in full, for any benefitsithas paid. The Fund may withhold benefits if you or your dependent waives any of the Fund’s rights to recoveryorfail to cooperate withthe Fund in any respect regardingthe Fund’s subrogation rights.

If you or your dependent refuse to reimburse the Fund from any recovery or refusetocooperatewith the Fund regarding itssubrogation or reimbursement rights, the Fund hasthe right to recover the full amount of all benefits paid by methodswhich include, but are not necessarily limited to, offsetting the amounts paid againstyour future benefit payments underthe Plan. “Non-cooperation” includes the failureofany partytoexecute aSubrogation, Assignment of Rights, and Reimbursement Agreement and the failure of any party to respond to the Fund’s inquiries concerningthe status of anyclaim or any other inquiry relating to the Fund’s rightsofreimbursement and subrogation.

If the Fund is required to pursue legal action against you or yourdependent to obtain repayment of the benefits advanced by the Fund ,you or your dependent shallpay all costs and expenses, including attorneys’ fees and costs, incurred by the Fund in connection with the collection of any amounts owed the Fund or the enforcement of any of the Fund’s rightstoreimbursement. In the event of legal action, you or yourdependentshall also be required to pay interest at the rate determinedbythe Trustees from time to time from the date you become obligated to repay the Fund throughthe date that the Fund is paid thefullamount owed.

Thisreimbursement and subrogation programisaservice to you and your dependents. It provides for the early paymentofbenefits and also saves the Fund money (which saves you money too) by making sure that the responsible party pays for your injuries.

39 CONSUMER TIPS

Use Generic Drugs Both generic drugs (drugs that go by theirchemical names)and brand name drugsmust meetthe same government standards for safety and effectiveness. But because brand name drugs are patented and sold by onlyone pharmaceutical company, theyare more expensive --uptoten times as much as generic drugs.

Many drugs are available generically. To help keep prescription costs down, only generic drugs will be covered as long as ageneric equivalent is available.

Avoid Weekend Hospital Admissions Most hospitals don’t schedule surgery on weekends (unless it’s an emergency). If you’re admitted on a Saturday, andyour medical procedure won’t take placeuntil Monday, you’re staying--and paying--longer than you need to. Check withyour doctor or hospital aboutadmissiontimes for non-emergency procedures. The Fund will not pay for admissions not certified by Optum/CARE. If you are enrolledin an HMO, these rules do not apply.

Get aSecond Opinion – Applies to you if you are not in an HMO and not eligible for Medicare. Unnecessary surgery is one of the chief contributorstothe rising cost of healthcare. The Mandatory Second Surgical OpinionProgram andthe voluntary second opinion benefitgive you the peace of mind that comes fromhaving asecond--and sometimesathird--medical opiniononyour elective surgery. Getting another opinion can alsoalertyou to alternative forms of treatment so you can choose from severaloptions.

Use Participating Doctors for the Lowest Charges – Applies to you if you are not in an HMO and not eligible for Medicare. Using providers whoparticipate with OneNet PPOcan saveyou as much as 30 - 50%onyour charges. Make sure to consult your OneNet (Alliance)Directory or lookonline at www.onenetppo.com when choosing aproviderofmedical service and verify with the provider that it participates with OneNet.

40 ONENET PPO, LLC

ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO

OneNet PPO, LLC is anetworkof hospitals, physicians,and otherhealth care providers which offer medical and hospital services at discounted rates that are generally lower than usual provider fees. OneNet re-prices claims when you use aparticipating provider, but OneNet is not your insurance carrier. Yourcoverage is provided through the Fund. However, if youlive within the OneNet area and do not use aOneNet provider, the Fund will only pay 80% of what it would havepaid .Ifyou not live within the OneNet service area, this provision does not apply.

Provider directories are furnished without charge, as aseparate document. Select aprovider from the directory or online at www.onenetppo.com, or call the OneNet Member ServicesDepartmentat(800) 342-3289. OneNet Member Services willassistyou in locating aproviderand canalso verify that the health care provider you selected currently participateswith OneNet. Also, you should verify that the provider participates with OneNet when you make your appointment as information in th edirectoryissubjecttochange. At your appointment, show your Fund ID card and tell the physician or facility that you participate with OneNet. Write“AL0007” on your itemized bill. Thisnumber tells OneNet exactly who youare andwhere to send your claim after they have discounted it. Then either you or your provider should send your medical claim directly to OneNet: OneNet PPO, LLC P.O. Box 936 Frederick, MD 21705-0936

OneNet will re-price the claim and forward it to the Fund office for processing. Remember, nothing else changes. What is excluded under yourcoverage continues to be excluded even if aPPO provider performed that service. Should you choosetohave aprocedure that is not covered,you may stillreceive adiscounton most services by using aOneNetprovider. Check withthe physician before havingthe procedure.

You still must: •continue to get Optum/CARE pre-certification and second opinions •use ValueOptions for mentalhealthand substance abuse problems •use dentists within Group Dental Service •use opticianswithin United Optical

AOneNetprovider should not require payment for covered services at the time of service unless the service provided is an uncovered benefit or if your deductible has not been met. If theproviderattempts to collect payment for covered services at the time of yourvisit, remind the provider that payment will be made by the Fund after OneNet re-prices the billing. The amount of thereduced charge which the patientisresponsible for paying will be shown on the Explanation of Benefits (EOB) which is sent to you after your claimhas been processed.

41 OPTUM/CARE PROGRAMS,INC. (CERTIFIED ADMISSIONREVIEW AND EVALUATION) ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICARE AND NOT ENROLLED IN CIGNA HMO

Optum/CARE is acost containment program designed to control inpatient hospital costsbyreducing unnecessaryadmissions. Optum/CARE helps you and your physician find alternative treatment settings that aresafeand effective.

All eligible participants andall eligible dependents are required to have hospital admissions certified. You must contact Optum/CARE before admission to a hospital forelective surgery and within 24 hours after an emergency admission. If you fail to do this, the Fund willnot pay for any of your stay or for any of the servicesrelated to yourstay.

Optum/CAREcertification is required to determine the medical necessity of procedures. Optum/CARE doesNOT certifythat you are eligible for benefits,that the procedure or hospital stay is acoveredservice under this Plan, or the amount of coverage provided by this Plan. You must verify eligibility and coverage with the Fund office. Optum/CAREprovidesadvisory opinions using medically recognized standards. At no time willOptum/CARE interfere with the delivery of high quality caretoyou. You should contactOptum/CARE when you need to be admitted or require servicesfor:

1. Elective (Non-Emergency) Admission (Required Certification Prior to Admission) • Call Optum/CARE -- (800) 638-6265. • An approval letter will be sent to you prior to admission.

2. Emergency Admission (Requires Certificationwithin 24 Hours of Admission) • Be sure you or amember of your familyadvises the hospital of your participation in the Optum/CAREprogram and that Optum/CARE is notified within 24 hours of admission. • Emergency room visits do not require certification.

3. Ambulatory or Out-Patient Surgery • For surgical procedures performedatthe outpatient centerofa hospital or at an ambulatory surgical center,follow the steps for Elective (Non-Emergency)Admissions above.

4. Rehabilitation Benefits • All inpatient rehabilitativecareadmissionsmust be approvedbyOptum/CARE. Follow the steps for elective (Non-Emergency) Admissions above.

42 Concurrent Care Optum/CARE will monitor yourstay whileinthe hospital to assureanappropriate length of confinement. Optum/CARE actsinits positionasadvisor to the Fund to recommendthe appropriate number of days for your hospital stay. If yourmedical condition requires an extension of your hospital stay,Optum/CARE will authorize it.

Appeal Procedures 1. Reconsideration (Peer-to-Peer) If alength of stay forahospital ization, procedure, or treatment is notcertified, you(or your physician on your behalf) have the right to request areconsideration. This service is offered to providepeer-to-peer telephonediscussionbetween your physician and aOptum/CARE Medical Directorregarding the medical necessity of the treatmentorservices being rendered.

2. ExpeditedAppeals Your physician may appeal Optum/CARE'sdecisions on an expedited basis by calling Optum/CARE's Utilization ReviewDepartmentifyour services meet the Department of Labor’sdefinitionof“urgent.” How doesthe DepartmentofLabordefine“urgent?” The Department of Labor specifiesthat whethera claim is a“claim involving urgent care” is to be determined by an individual acting on behalf of the health benefits plan applying the judgment of aprudent layperson whopossesses an average knowledgeof health and medicine.Any claim that a physician withknowledge of the claimant’s medical condition determinesisa“claiminvolving urgent care” shall be treated as aclaim involvingurgent care. Aboard certified physician in thesameorsimilarspecialty as theattending physician will reviewthe appeal. The consultant physician will be made available to the attending physician by phone and by fax to make the appealprocess as efficient as possible. Determination notification will be completed within72hours of request.Writtenverification will be sent to the physician,facility, patient, and the Fund within one business day of the decision.

3. Standard Appeals All requests for review to Optum/CARE must be made within 180 days from the dateyou are notified of Optum/CARE'sdecision. Awritten or verbal request for astandardreview may be initiated by the patient or the attending physician or facilityonthe patient’s behalf and should be accompaniedbyany relevantmedicalinformation or records.

The requestfor review will be completed by aboardcertified physician consultant in the same or similar specialty as your attending physician who will render adecision. Notification of Optum/CARE's decision will be sent to you,your physician,the facility and the Fund within 30 days following thereceipt of your request andall the necessary documentation. The clinical rationale, clinical criteria, and copies of any other documents relevant to yourrequest for review will be made available to you, your attending physician or the medical facilityupon the patient’s written request.

43 Appeal to the Board of Trustees You have the righttoappealtothe Board of Trustees if you are not satisfied afterexhausting Optum/CARE'sinternal review process. If you wish to do so, submityourappeal to theBoard of Trustees within 180 days from the date you receiveOptum/CARE’s decision to uphold its non- certification. If you do not wish to go through Optum/CARE’s internal reviewprocedure, you may appeal by writing to the Board of Trustees within180 daysfromthe date of Optum/CARE's original decision to deny your certification.

44 HEALTHDIALOG ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICARE AND NOT ENROLLED IN CIGNA HMO.

Health Dialog, adisease management servicewhich offers assistance to individuals with health problems, allows you to take an active role in making choices that are right for you. Health Dialog is designedtoassistthose withchronic (or ongoing) health concernssuch as diabetes, lung or breathing problems, or heart conditions. They alsoprovideinformation and support on arange of health care issues, including treatment decisions,test results, preparationfor atest or procedure,understanding a diagnosis,and how to respond to symptoms. (Pleasenote: Health Coachesdonot provide medical advice and do not replace yourdoctor or otherhealth care providers. They cannot help you with benefit claimsorcoverage.)

By calling toll-free (866) 469-6331 you will be connectedwith aHealthCoach, who is aspecially trained health professional (such as anurse, respiratorytherapist, or dietitian), depending upon your personal needs.

Here’s Whatthe ProgramOffers:

• APersonalHealth Coach is on call day or night, 365 days ayear, to discuss yourimmediate or everyday concerns.

• Personalized “check-in” calls with your own Health Coach giving you the comfort and trustof dealing with someone who knows your personal needs.

• Remember, however, if you require immediate medicalattention,you should call your local911 or emergency service, or go to an emergencyroom.

• HealthCoaches cansend you educationalmaterials on awide variety of topics. When appropriate, videotapesare availableonspecific topicssuch as breastcancer,prostate cancer, uterinefibroids, low back pain,and otherconditions.The materials you receive are yours to keep.

• Easy access to an “encyclopedia” of valuable health information.Log onto www.thedialogcenter.com/FELRA .Here you can find easy-to-understand articles on thousands of healthtopics. You can also listen to audiotapes, through your phone, on more than 300 health care topics.

• Information on where to attend health education classes (such topics as how to quit smoking, lose weight, manage your diabetes, reduce the stress in yourlife, and others) in your community.

• Health reminders,ifneeded, aresent to youreminding youofupcoming tests or information you may want to discuss with your doctor.

45 DURABLE MEDICALEQUIPMENTNETWORK (“DME”) ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO

Durable Medical Equipment (DME) is covered by the Fund through the DMEprogramadministered by Optum/CARE Programs, Inc. Use the Durable Medical Equipment provider determined by Optum/CARE to receive the best possible cost savings for these benefits. The DME network providesfor the rental and/orsale of equipmentfor:

• Respiratory Therapy • Monitoring (fetal, uterine, other) • Rehabilitation • Total Parenteral Nutrition and intravenous supplies and pumps • Standard in-home medical equipment • Pediatricequipment/services

BecauseOptum/CAREhas contracted special fees with these suppliers, the Fund (and YOU) will save an estimated20-30%. Most Durable Medical Equipment is covered under yourComprehensive Medical Benefitsat80%, so the lower the totalcost, the less YOUR 20% out-of-pocket expense will be.

To use the DME network, you or your physician’s representative should call Optum/CARE at (800)638- 6265 as soon as you know you will need durable medical equipment.Optum/CARE will oversee the appropriateness and quality of the equipmentyou need, coordinate delivery and set-uporinstallation, and perform any necessary follow-up. The supplier will forward the bill to Optum/CARE. Optum/CARE will examine, and, if necessary,re-price the claimand forwardittothe Fund office for processing.

If you do not use the DME network, you may be responsiblefor an increased share of the cost. Equipment purchased outside the DME network will be covered only up to the usual,customary, and reasonable(UCR) charge as determined by Optum/CARE Programs.

46 MANDATORY SECOND SURGICAL OPINION PROGRAM ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO

In addition to cost effectiveness,the Mandatory Second Surgical Opinion Program (MSSOP) offers you severalimportant benefits. Beyond the possibilityofavoiding unnecessary surgery,you gain the peace of mind that comes from asecond or,ifnecessaryathird, surgicalconsultation. Asecond opinion can also alert you to alternative forms of treatment.

The MSSOP coversinfull the cost of asecondorthirdopinionafter your surgeon has recommended an elective surgical procedure. Related diagnostic services, like x-ray andpathology, are also covered up to the limits of your Plan. Asecond opinion is required for the following 11 procedures when performed on an elective, non-emergency basis:

1. Cholecystectomy (gallbladder removal) 2. Hysterectomy 3. Tonsillectomy/Adenoidectomy 4. Laminectomy, Diskectomy, Spinal Fusion 5. Diagnostic Arthroscopy (endoscopic examination of joint interior) 6. Radical and ModifiedRadicalMastectomy 7. Ano-rectal Surgery -Hemorrhoidectomy 8. Coronary Artery By-Pass 9. B unionectomy 10. Ligationand StrippingofVaricose Veins 11. Submucous Resection

If your surgeon performs any of these procedures, and you don’t get asecond opinionprior to surgery, the Fundoffice will only consider 75% of the allowable charge of your surgeon’s bill for processing. In otherwords, insteadofconsidering the entire bill and processing under the rulesofthe Plan,the Fund will only consider 75% of the bill, andthen pay the appropriate percentage from there. Thus, youwill be responsible for at least 25% of the total bill if you don’tobtain asecond opinion.

Remember, this program is in effect only for elective,non-emergency surgery.You don’tneed to have a second opinion under the following circumstances:

•When your surgery is an emergency or when you are admitted from the emergency room. •When unplanned surgery becomes necessary during a hospital stay.

47 You and your dependent(s) should seek avoluntary second surgical opinion for any elective surgery,as well as for the required procedures described above.Benefits areprovidedfor second opinions for all elective surgery.

How MSSOPWorks Follow the sameprocedurefor both mandatory and voluntary second surgical consultations.

For example, you consultyour physician aboutastomach ailment. After an examination and diagnostic testing, he or sherecommendsgallbladder removal surgery .Because this is oneofthe 11 procedures, you must get asecond opinion beforethe surgery .Call Optum/CAREPrograms:

Toll Free...... (800) 638-6265

Optum/CARE provides physician referrals and can answerany questions you have about the program. Tell the Optum/CARE representativeyou would like to arrange asecond opinion.Optum/CARE recommends you seek a physician in the appropriatespecialty. If you needthe name of a physician, Optum/CARE will suggest physicians in the specialty thathaveoffices in your area.

If the two consultationsresultinadifference of opinion,you may elect at that timewhether or not to have the surgery.However, if you wish,the Fund will pay for athird opinion, arranged through Optum/CARE.

Important •You must request second surgicalopinion benefits, mandatory and voluntary, WITHIN 90 DAYS of your initial consultation. • Surgery must be performed within six months of the second opinion consultation to be eligible for full benefits. • If your primary insurance coverage is through Medicare or another health insurer, the program does not apply to you. •The physician submitting the second opinion cannot be affiliatedwith the physician who will perform the surgery.

48 HOMECARE PROGRAM ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO HomeCare benefitsare providedthrough the Fund,not insured. HomeCareextends hospital services that would normally be provided on an inpatient basis into the home. HomeCare servicesprovided in lieu of hospital ization are covered as abasic benefit at 100%, up to the UCR.Any amount paid by the Fund for HomeCarecounts toward your overall lifetimemaximum. You and your eligible dependents are eligible to receivebenefits through HomeCare after early discharge from the hospital or in place of in-hospital care if such treatment is deemed cost effectivebyOptum/CARE Programs. Additionally,someother HomeCare services (not in lieuof inpatient hospital ization) may be covered under your Comprehensive Medical Benefits, provided that they have been approved by Optum/CARE Programs . If you believe you needHomeCare, have your physician or home healthcareprovider contact Optum/CARE to start the pre-certification process. Optum/CARE’sdetermination is basedon national standard criteria. Use of HomeCare benefitswillnot reduce the number of in-hospital daysavailable. HomeCare mustbeprovidedthrough aparticipating HomeCare provider. HomeCare servicesand supplies include: Occupational and inhalation therapy, medicalsocialservices, nutritional guidance, home health aide visits, prescription drugs, medical- surgical supplies, x-ray andlab tests, durable medical equipment, ambulance services (when medically necessary). Optum/CARE may authorize intermittent nursing care, physical therapy, speech therapy, and homemakers. You and your eligible dependents are also eligible to receive benefits for physician HomeCarevisits not to exceed an average of one visit perday during the period HomeCare benefits are provided. Whenyou have physician HomeCare visits, paym ent by the Plan is made in an amount up to but not exceedingthe UCR for the treatment provided. Exclusions The HomeCare program willnot cover the following: 1. Domesticorhousekeeping services unrelated to patient care; home food service (meals-on-wheels); nursing home or skilled nursing facility care; any visits,services, medical equipment or suppliesnot approved as partofthe plan of treatment; 2. Physician services if rendered to you or your eligibledependent as a hospital inpatient; physician HomeCarevisits for care normally consideredaspart of post-surgical care; 3. Physician HomeCarevisits for care unrelated to the plan of treatment; and services for which the physician does not customarilybill thepatient. 4. Care provided by arelative. For additionalinformation about HomeCare, contact Optum/CARE at (800) 638-6265.

49 HOSPICECARE SERVICES ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO Hospice Care benefits are provided through the Fund,not insured.

Up to 30 days of Hospice Care Services are covered at 100%ofthe UCR.These30days are included in the 180-day Hospitalizationmaximum. (You do not have 180 days of Hospitalizationbenefits plus 30 days of Hospice Care.You have amaximum of 180 days Hospitalization benefits,ofwhich 30 may be used for Hospice Care.) Shouldthe Hospice stayextend beyond 30 days, additionaldayswillbecovered under Comprehensive Medical Benefits.

For terminally illparticipants or eligible dependents whose prognosis of probable survival is six months or less and who are receiving palliative, not curative, care, covered services include intermittent nursing carebyaregistered or licensed practicalnurse, physicaltherapy, speechtherapy, occupationaltherapy, services of alicensed medical social worker,home healthaide visits, prescription drugs, lab tests and x-ray services, medical-surgical supplies, oxygen, durable medical equipment, physician home visits, ambulance and wheelchair transportation to or from the hospital for palliative treatment or admission as an inpatient.Your family may receive counseling and submit aclaim to the Fund office .The Fund pays up to $500 for family counseling prior to the participant’s death and up to $100for bereavement visits to the family (parents, spouse,brothers, sisters, children) withinthree months after the death of aparticipant or eligible dependentwho received plan-approved hospice benefits.

Pre-certification is required and services must be approved by Optum/CARE Programs.

For additionalinformation about Hospice Care,contact Optum/CARE at (800) 638-6265.

50 COST AWARENESS (“AMATEUR AUDIT”) REWARD PROGRAM ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO

The Fund wants to catchnot justbillingmistakes, but bills for services that are unnecessary.Ifyou help the Fund find amistake, you may get half of what is recovered--upto$1,000. In order to receive your money,you must submit documentationthat your action resulted in the correction of the bill.This does not apply to processing errors by the Fund,toOneNet discount changes, or to coordination of benefits in progress.

Medical, Surgical, and Hospital bills are opentothis “amateur auditor” reward. Day-to-day hospital, medical, and surgical billings, for such thingsasthe schedulingoftests, surgical assistants, administration of prescriptions, etc., canlead to costs which you--and the Fund--might consider avoidable. Take the suspected mistake to the provider and if the provider agrees, we can eliminate some unnecessary expenses.

Here’s what to do:

1. Trytokeep track of medical services rendered to you (tests, medication,etc.). Always ask that a copy of an itemized bill be sent directly to you. 2. If there is an error on your bill, or if you believe you’ve beenchargedfor anything you consider unnecessary, ask for an explanation from the provider. If the provider agrees, have the provider’s office correct your bill. 3. In ordertoreceive theaward, you mustcontactthe provider and initiate the correction. Be sure to note the namesofeveryone you speakwith and the dateyou contacted him or her. If you call the Fundoffice aboutanerror, we will attempt to have it corrected, but it will not count for an amateur audit award. 4. Sendthe original bill and the corrected bill to the Fund office with an explanation of your “audit.” Youmustsubmit documentationthat your audit resultedincorrectionofthe billing error (for example, send acopy of the old bill containing the error along with the corrected bill with the name of theperson you spoke with to initiate thecorrection). We’llgive you half of what we recover,upto $1,000.

51 COMPUFACTS ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO

CompuFacts, the Fund’s independentauditor, helpsthe Fund recovermoney by checking hospital billsto be sure theyare correct.When CompuFacts discovers an error on abill, they will contact the hospital to have the bill corrected, saving you and the Fund money.When the Fund saves money by not paying for incorrect charges, there is more money available for yourbenefits.Also, if yourtotal bill is lower, any amountfor which you are responsible is also lower.

The Fund sends hospital bills which are over $12,000(and occasionally smaller ones, if the Fund suspects an error) to CompuFacts. In order for CompuFacts to review yourbill, it must obtain yourrecords from the hospital.You will be mailed an authorization formtosign and returngiving yourpermission to releaseyour recordstoCompuFacts.You must signand return theauthorizationtoCompuFacts.

52 PRESCRIPTIONDRUGBENEFIT

For Retireeswith Coverage through KaiserPermanente Medicare Plus HMO: If you are coveredunder th eKaiser Permanente Medicare Plus HMO,your prescription coverage is provided through Kaiser Permanente. However, you maysubmitreceipts to the Fundfor reimbursement back to the 8% or 13% level described below when your co-payment under Kaiser is greater than what the Fund’s co-payment would have been.

In addition, theFund will issue aone-time check in the amountof$60 to the retiree only to help offset anydifferences in coverageatthe time theretiree firstbecomes Medicare -eligible ANDjoins Kaiser.The Fund office will alsosendyou aspecialself-addressed green envelope to be used forsubmitting prescription receipts to the Fund office for reimbursement.

For Retirees and Dependents Who Have Coverageunder the Fund’s Medical Indemnity Program (All Retireesother than Kaiser Permanente Medicare Plus members):

YourPrescription Drug Coverageisprovidedthrough NMHC Rx.

The Prescription Co-payment for Retirees is: • 8% of thecost of the drug when you use the pharmacyofaparticipating employer of the Fund (suchasGiant, Safeway, or Super*Fresh). • 13% of the cost of the drug if you use any otherNMHC pharmacy. • 8% of the cost of the drug if you live outside the geographic area of a participating employer pharmacy.

The Prescription Co-payment for aDependent* is: • 20% of the cost of the drug after the $200 deductible –which is satisfied with either prescription or medical charges –has been paid. • 25% of the cost of the drugfor non- Medicare dependents who are enrolledinCIGNA.

*Only dependentsofSchedules1and 3retirees have prescription benefits.

The Fund will pay for medically necessary prescription drugs which require compounding, legend drugs, insulin,oral contraceptives and injectables. The prescriptions must be written by a physician legally licensed to practicemedicine. If ageneric drug is available and youreceivethe brand name drug instead, you will pay the entire cost of the brand name drug. If there is no generic equivalent,the brand name drug will be covered under either the8%or13% co-payment level, whichever is applicable.

53 The Fund will pay the balance of your prescription claim, provided the following conditionsare met:

1. Theprescriptionisfilled by aparticipating pharmacy. 2. You present your ID card with the prescription to the pharmacist. 3. The participating pharmacistfills the prescriptiontoamaximum of 34 days supply,orupto100 days for approvedmaintenance drugs. 4. The costofingredients exceeding $1,000.00 is approved by NMHCRx. 5. The prescription is notfor over-the -counter drugs, appliances, devices, or for legend drugs whose usage hasnot been pre-approved by theFDA. 6. Oral contraceptives arecovered for the retireeorthe retiree’s spouse onlyifthe retiree wasafull timer or apart-timerhired before 10-1-92 and the spouse is an eligibledependent. Oral contraceptives are limited to three amonth supply per prescription. Oral contraceptives for dependent daughters will not be coveredunless theyare medically necessary for reasons other than contraception.For approval of coverage of oral contraceptives for adependent daughter,the participant should contact NMHCRxtoinitiatethe prior authorization process. 7. Refills must be authorizedbyyour physician. 8. Prescriptions willonly be covered if they are prescribed to treat medically necessary conditions and arenot for cosmetic purposes. 9. Injectables are covered withthe regular co-payment applying.Office visits associated with an injectable arecoveredunder yourComprehensive Medical Benefit. Certain specialty injectables are covered though the Ascend program. 10. Needles and syringes for administration of insulinonly are covered under your prescription benefit. Other needlesand syringes may be covered if priorauthor ization is given by the Fund office.

Rules Concerning Your Prescription Benefit 1. Drugs for which aperson is compensated under aWorkers’ Compensation law are not covered by thePlan. 2. No purchaseshould be made without your NMHC Rx ID card. 3. The ID card is NOT TRANSFERABLEand may not be used by anyone other than the person to whom it has been issued. 4. The card is invalidand void if the cardholder loses eligibility under the Plan. 5. If you use your card after eligibility is terminated, you must reimbursethe Fund for amountspaid. 6. The Fund reserves the right to suspend your benefit or to place you on the direct reimbursement programofclaimpayment whenabuseofthe benefit is suspected.

54 ClaimsProcedure 1. Uponbecoming eligible for benefits, aretiree or dependentwill receive an ID card whichshows his or her prescription Plan coverage.You should keepthe cards in your walletorpurse so you have themwith you at all times. 2. Take your physician’s prescription to aparticipating pharmacy. 3. Identify yourself by presenting your ID card. 4. Pay the pharmacist the co-payment.

If You Forget Your Card If youforget yourIDcardwhen you have yourprescription filled, you must pay the full cost of the prescription to the pharmacy and request areimbursement. Contact the Fund office for the proper forms to complete. You will be reimbursed for the amount which would have been reimbursed to the participating pharmacy. Whenyour reimbursement is processed, the checkwill be made out to you. Claimsfor reimbursement willonly be considered for prescriptions filled within one year of the date the claim was submitted.

Generic Drugs Genericdrugs are drugs thatgobytheir chemicalnames and arerequired to meet the same government standards as brand namedrugs. Brand name drugs are much moreexpensivethan generic drugs. Generic drugs are mandatoryunder the Fund, when they are available. If you fill aprescription for abrand name drug when thereisageneric equivalent available, youwill be responsible for the entire cost of the prescription. Generic drugswill be dispensed automatically (youdonot have to request ageneric) when available.

Specific Drug Restrictions • Prescriptionsfor drugssuch as Retin-A and Renova are prescribed primarily for cosmetic reasons and are usually not medically necessary .They must be accompanied by awrittendiagnosis from your physician of acne vulgaris or another medical condition in order to be covered. For medically necessary prescriptionsofthese drugs, contact NMHC Rx to initiate the prior authorization process. • Erectile dysfunctionmedications such as Viagra, Cialis, and Levitra will be covered to amaximum of 8tablets per month.You must contact NMHC Rx at (888) 354-0090 in order to initiatethe prior authorization process. NMHCRxwill fax your physician aform to indicateyour diagnosis which will reflect the approval or denial of your prescription. • Anti-Obesity drugs willbecovered with prior authorization from NMHC Rx.Inordertobe approved, the patient must haveaBody Mass Index (BMI) of 30 or greater, coupled with another disease indicator. If approved, medication is authorizedfor a3month period. If, afterthree months, thepatient has lost at least fivepounds, the medication will be approved foruptoanother nine months.Atthe end of the first year, if the patienthas maintained at least a5%weight loss from his/heroriginalweight, another year of medication will be approved.Atnotime will medication be covered formore than atwo-year period.

55 SPECIALTY MEDICATIONS/ASCEND PROGRAM

Prescriptionsfor specialty medications are provided through NMHC’s Ascend program, and not through your local pharmacy. Specialty medications are generally self-injectable medications (excludinginsulin) and oral medicationsfor oncology or transplants.

Under theAscend program,you will orderyour specialty drugs over the phonebycalling (800) 850- 9122.Ifyou have anew prescription,you can contact NMHCRxAscendfor further instructions. The medication will be mailed by priority overnight mail directly to your door.NMHC also has a pharmaceuticalconsulting staff available to answer any questions you may have aboutyour medication.

QUANTITY LIMITS/PRIOR AUTHORIZATION

There are dispensing limitsand prior authorization requirements on the following medications. The Fund’s prescription drugmanager, NMHC Rx, developed these guidelines based on the Foodand Drug Administration’s (FDA’s)and the manufacturers’ recommended dosages. Theywere established to help ensure the safe and effectiveuse of thesemedications.

Nausea and Vomiting Medication Dispensing Limit/30 days Anzemet 5tablets Kytril 10 tablets Zofran4mg, 8mg and ODT15tablets Emend Pak 12 capsules Emend 80mg 8capsules Emend125mg 4capsules MigraineMedication Dispensing Limit/30 days Amerge 9tablets Axert 12 tablets Frova 12 tablets Imitrex Tablets 9tablets Imitrex Nasal Spray 12 sprays Imitrex Injectable 10 syringes Imitrex InjectableKit 4boxes/8 syringes Maxalt 12 tablets Zomig 6tablets Relpax 6tablets Anti-Inflammatory Medication Dispensing Limit per Rx Toradol 20 tablets per 5days

56 Anti-InflammatoryCox-2 Dispensing Limit per Rx Inhibitors Celebrex 100mg 30 capsules/30 days Celebrex 200mg 30 capsules/30 days –PriorAuthorization Requiredfor Higher Doses Celebrex 400mg Prior AuthorizationRequired Sleeping Medication Dispensing Limit/30 days Annual Limits Ambien and Sonata 15 tablets 120 tablets/year

Prior Authorizations For medicationsrequiring aPriorAuthorization, eitheryou, your physician or your pharmacist will needtocontactNMHC’s customer servicehelp to initiate the priorauthorization process. These medications will have specific criteria forms that willbesent to your physician to complete and return. Based on the information that is provided, adetermination will be made as to whether or notithas met theapproval criteria. Once the determination has been made, boththe pharmacy and your physician will be notified.

For prior authorizations, call NMHC’sCustomerService24hours aday, 7daysaweek, at (888) 354-0900.

NMHC’s addressis26Harbor ParkDrive, Port Washington, NY 11050.

Diabetic Benefit If you or acovered dependent are not Medicare-eligible,are notenrolled in CIGNA HMO, and have Diabetes Mellitus, you may be reimbursedupto$500 everyyear for the costofblood sugar monitors (likeGlucometerand Accu-Check) and other supplies, suchasChemstrips. Sendyour paid,itemized receipts to the Fund office,along with anote from your physician verifying that you (or your eligible dependent) have Diabetes Mellitus, and that the suppliesare related to thetreatment of yourillness.

The first $500 of expenseswill be reimbursed in full (the deductible does not apply); thereafter,diabetic supplies will be covered at 80% after the $200 annual deductible. If you are Medicare-eligible and not in the Kaiser Permanente HMO, diabetic supplieswill be processed first through Medicare and theFund will be secondary. If you are enrolledinKaiser Permanente,diabetic supplies are covered by Kaiser.

CIGNA Members –Refer to yourCIGNA SPD.

57 STEP THERAPY PROGRAM

ONLY FOR RETIREES AND DEPENDENTS NOT ENROLLED IN THE KAISER HMO.

NMHC Rx has developed the Step Therapy programbased on the manufacturers’ recommended guidelinesand/or the NMHC Rx National Pharmacy &Therapeutics Committee. The program was established to help ensure the safe and effective use of these medications along withpromotingthe most cost effective medications on the market.

Step Therapy is aprocessthat requires the use of apreferred productorspecific criteria to be met before aparticulardrug can be approved.Ifaprescription for amedicationrequiring Step Therapy is presented to the pharmacy, your prescription profile is instantly reviewed when the claim is electronically submitted to NMHC Rx. Based on the history in your file, the prescription claim may be approved automatically. If the prescription is rejected, two optionsexist. The pharmacist may call the physician to obtainaprescription for the preferred product,oryou maypursue approval of the prescription throughour prior authorization process. The preferred product mustbeusedbefore a prescription requiring Step Therapy can be obtained.

Drug Description Medications Affected Program Involved Proton Pump InhibitorsPrilosec, Omeprazole, Nexium, StepTherapy Aciphex, Prevacid and Protonix Anti-InflammatoryMedications Celebrex StepTherapy Asthma /AllergyMedication SingulairStep Therapy NSAIDS Mobic StepTherapy

To avoidanextra trip to the pharmacy before filling aprescription forthe four types of drugs described, determine whether you need to try an alternative first or to obtain prior-authorization. If you are unsure or you needtorequestaprior-authorization, contact NMHC Rx at (800) 354-0090. If you have questions about Step Therapy, call800-645-3332.

58 Requirements forSelectMedications:

ProtonPump Inhibitor StepTherapy ProtonPump Inhibitors are medications used to treat frequent heartburn and reflux disease. Prilosec has received FDA approval to be marketedasanover-the-counter (OTC) product at the same 20mg strength as the prescription product. The prescription products (Aciphex,Nexium, Prevacid, Protonix, and Omeprazole) do not offer any additionalbenefits as comparedtoPrilosec OTC.

Thisprogramrequires participants to try a30-day trial of PrilosecOTC prior to beingable to receive any of the prescription products. Please note that Prilosec OTC is now coveredwith avalid prescription from a physician eventhough it is an over-the-counter product. Plus,you will benefitbyhaving a lower prescription co-pay.

When your pharmacy submits aprescription protonpump inhibitor medication to NMHC Rx,the systemwilllookbackatyour prescription profiletodetermine if Prilosec had been tried for 30 days. If the system finds thattobetrue, theclaimwillautomaticallybeprocessedwithout any inconvenience to you. If thattrial period is not found in your history, the claim will be rejected with amessage to the pharmacy that Prilosec OTC must first be used. If you have used Prilosec OTC but did not submit the claim through NMHCRx, you willneed to pursue approvalthrough NMHC’s Prior Authorization department by calling the number below.

Therefore, for thisdrug class, if you havenot done so before, either get aprescriptionfrom your doctor for OTC Prilosec or contact NMHC for aprior -authorization form.

Medication CoverageChange Prilosec OTC Covered Rx Prilosec 10, 20 and 40mgNot Covered Omeprazole 10mg Covered Omeprazole 20mg Not Covered Nexium,Protonix Covered after a30-day trial of any of the Aciphex, Prevacid covered drugs listed above.

COX-2 Inhibitors Step Therapy This class of medication is comprised of 1brand,Celebrex,with no available generics. This medication is indicated for the treatmentofosteoarthritis, rheumatoid arthritis, Familial Adenomatous Polyposis ( FAP), and acute pain including primary dysmenorrhea. Published literature states thereisnoclinical evidence that COX-2 Inhibitors are superior to NSAIDs (non-steroidalanti-inflammatory agents) in providing pain relief. The COX-2 inhibitors should be reservedfor participants who have acompelling medicalreasontoobtainsuch amedication.

59 This program covers aCOX-2 Inhibitor, without requiring aPriorAuthorization, for participants identified as beingatriskfor agastro-intestinalbleeddue to ageorconcurrent drug therapies. If these conditions do notexist, the claim will require Prior Authorization. Afax will be sent to the prescribing physician requesting documentation of anyofthe abovecriteria.Oncethe formisreturned from the physician’s office, it will be reviewed by the NMHC Rx Prior Authorization Department.

If you are not sure whether you qualify for this drug or you need to request apriorauthorization, contact NMHC Rx at 800-354-0090.

Step Therapy for Singulair Singulair is amedicationapproved to treat asthma and allergicrhinitis.Allergic rhinitis describes the various symptoms, such as sneezing, itchy/tearing eyes, congestion, and runny nose that people experience after exposure to dust, pollen,orother airborne particles. It is commonly known as “hay fever.” To treat this condition, several medication options exist. Steroid nasalsprays have been proven superior to Singulair,and antihistamines have beenproven equallyeffective.

This programrequires an adequatetrial of asteroid nasal spray and antihistamine productbefore obtaining aprescriptionfor Singulair. Since Singulair is approved for use in asthma, patients who use Singulairfor asthma control willbeexempt from the trial of asteroid nasal spray and an antihistamine. If the system does not identify amember as having asthma by instantaneously reviewing the member’s claim history for other standardasthmatic medications, the Singulair claimwill be rejected with a message back to the pharmacy indicatingaPrior Authorizationisrequired.Afax willbesent to the prescribing physician requesting documentation of an asthmatic condition, or documentationoffailure on an intranasal steroid and an antihistamine product. Once the form is returned from the physician’s office, aclinician will review the form. You can contact NMHC Rx in advance if you are unsurewhether you are identified as havingasthma or you need to request prior authorization.

Step Therapy forMobic Mobic belongstoaclassofmedications known as the NSAIDs. This class of medications also includes common generic drugssuchasibuprofen, naproxen, andetodolac. Published literature states there is no clinical evidencethatMobic is superior or advantageous for patientsrequiring an NSAID.

In order for aMobic prescription to be approved, this programrequires aminimum 14-day trial of any three other NSAIDs within the past year. If the system does not identify amember as havingtried three NSAIDs,the claim will be rejected with amessage back to thepharmacyindicating aPrior Authorization (PA) is necessary. You, your pharmacist, or physician musttheninitiate this process by contacting our customer service department. Afax will then be sent to the prescribing physician requestingdocumentation of theabove criteria. Once the formisreturned from the physician ’s office, it will be reviewed by the NMHC Rx Prior Authorization department. If you are not surewhether you qualify for thisdrug or you need to requestapriorauthorization, contact NMHCRx.

60 DENTAL BENEFIT

Benefits are provided through Group Dental Service of Maryland (GDS-MD) and are insured.

The Fund will provide dental services to retirees only when performed by a participating dentist. Dependents of retireesare not eligible. Any services rendered by anon-participating dentist, periodontist, oral surgeon, or orthodontist will NOT be covered by the Fund, except under the circumstances mentionedbelow.

ClaimsProcedure To request aparticipatingprovider, call Group Dental Service at (301) 770-1488 or (800) 242-0450 between 8:00 a.m.and 6:00 p.m. Monday-Thursday (or 8:00 a.m. and 5:00 p.m. on Friday). Be ready to give your Social Security Number and to take down the name, address, and phone number of the dentist. Thereare no claim formsnecessary when usingaGroupDental provider.

Broken Appointments Many people need dentalservices, and broken appointments may keep another personfrom getting treatment due to schedulinglimitations. Therefore, you willbecharged $10 per 1/2 hour of scheduled appointment time for any broken appointment unless you notified the dentist with whom you had the appointment at least 24 hours prior to the scheduled appointment. Until the broken appointment fee is paid, no further dentalworkwill be done. Youshouldplan to be at the dentist’s officeatleast ten minutes before yourappointment time.Ifyou arrive ten minutes latefor an appointment,itwill be consideredabrokenappointment andthe brokenappointmentcharge will apply.

IMPORTANT: Any services you receive from adentist who does not participate with Group Dental Service will NOT be covered under the Fund.Coverage underthe Plan is provided only for the least costly, professionally adequate proceduretotreatacondition. If you elect amore costly procedure, he Plan willonly cover the less costly procedure and you will be responsible for the difference in cost.

Covered services are limitedtoservices providedbyaparticipating dentist except under the following circumstances: 1. When referred by a participating dentist to anon-participating specialist; 2. Whenauthorized in advance by GDS; 3. In the case of a dental emergency which occurs more that 50 milesfrom the participant’s primary dentist if the participant is temporarily awayfrom home and outside the GDS service area, in which case GDS will reimburse the participantfor dental expensesrelating to minor procedures for the palliative reliefofpain to alimit of fiftydollars per occurrence;or 4. If the participantdoesnot live or work within 20 milesor30minutes of a participating dentist;

61 Dentalexpenses incurred in connection with any dental serviceortreatment started prior to your effective date of coverage will be treated on acase-by-case basis with the final determination being made by the Trustees.

Schedule of Dental Benefits Procedure Code Description Member Co-Pay Diagnostic &Preventative 00120 PeriodicOral Exam N/C 00140 Limited Oral Evaluation –ProblemFocused N/C 00150 Comprehensive Oral Evaluation N/C 00170 Re-evaluation –Limited, Problem Focused N/C Intraoral –Complete Series. Including 00210 Bitewings (onceper 3years) N/C 00220Intraoral-Periapical-First Film N/C 00230 Intraoral-Periapical-Each Additional Film N/C 00240 Intraoral –Occlusal Film N/C 00270 Bitewings –Single Film N/C 00272 Bitewings –Two Films N/C 00274 Bitewings –Four Films N/C 00277 VerticalBitewings –7to 8Films N/C 00330 Panoramic Film (once per 3years) N/C 00340 CephalometricFilm N/C 00460 Pulp Vitality Tests N/C 01110 Prophylaxis–Adult (6 months) N/C

BasicRestorative D2140 Amalgam –One Surface, Primary or Permanent N/C Amalgam –Two Surfaces, Primary or D2150 Permanent N/C Amalgam –Three Surfaces,Primary or D2160 Permanent N/C D2161 Amalgam –Four or More Surfaces, Primary or N/C Permanent D2330 Resin–One Surface,Anterior N/C D2331 Resin-Two Surfaces, Anterior N/C D2332 Resin-Three Surfaces, Anterior N/C D2335 Resin- Four or More Surfaces or IncisalAngle N/C D2390 Resin–Crown, Anterior N/C

62 ProcedureCode Description MemberCo-Pay Basic Restorative D2391 Resin–One Surface, Posterior N/C* D2392 Resin–Two Surfaces, Posterior N/C* D2393 Resin–Three Surfaces, PosteriorN/C* D2394 Resin–FourorMore Surfaces,Posterior N/C* *GDS-MDpays up to the cost of Amalgam, patient pays the difference.

Crowns (SingleRestorations) 02740 Crown –Porcelain/Ceramic Substrate $125 02750 Crown –Porcelain fused to HighNoble Metal $125 02751 Crown –PorcelainFusedtoPredominately $125 Base Metal 02752 Crown –Porcelain Fused to Noble Metal $125 02790 Crown –Full Cast High NobleMetal $125 02791 Crown –Full Cast Predominately Base Metal$125 02792 Crown –Full Cast NobleMetal $125 02920 Re-cement Crown N/C Prefabricated StainlessSteel Crown –Perm. 02931 Tooth $30 02932 Prefabricated Resin Crown $30 02940 Sedative Filling N/C 02950 Core Buildup, IncludingAny Pins N/C Pin Retention –Per Tooth, in Addition to 02951 Restoration N/C 02952Cast Post &Core in Addition to Crown N/C 02954PrefabricatedPost&Core in Addition to Crown N/C 02980Crown Repair, by Report N/C

Endodontics--Local 400 Retirees Only 03110 Pulp Cap Direct(excl.final restoration) N/C 03120 Pulp Cap Indirect(excl. fi nal restoration) N/C 03220 Therapeutic Pulpotomy (excl. finalrestoration) N/C 03310 AnteriorRoot CanalTherapy (excl. finalrestoration) N/C 03320 Bicuspid Root CanalTherapy (excl.final restoration) N/C 03330 Molar RootCanal Therapy (excl. finalrestoration) N/C 03346 Re-treatmentofPrevious Root Canal, Anterior * 03347 Re-treatmentofPrevious Root Canal, Bicuspid * 03348 Re-treatment of Previous Root Canal, Molar *

63 Procedure Code Description Member Co-Pay Endodontics--Local 400 Retirees Only 03410 Apicoectomy/Periradicular Surgery,Anterior N/C 03421 Apicoectomy/Periradicular Surg., Bicuspid, 1 st Root N/C 03425 Apicoectomy/Periradicular Surgery,Molar, 1 st Root N/C 03426 Apicoectomy/Periradicular Surgery (each addl Root) N/C 03430 Retrograde Filling (per root) N/C N/C =NoCharge *GDS-MD will pay up to the cost of rootcanal, patientpays the difference.

Removable Prosthetics D5110 Complete UpperDenture (Includesadjustments) $30 D5120 Complete Lower Denture (Includes adjustments) $30 D5130 ImmediateUpper Denture (Includes adjustments) $30 D5140 Immediate Lower Denture(Includesadjustments) $30 D5211 Upper Partial Resin Base (Includesadjustments) $30 D5212 Lower Partial Resin Base (Includes adjustments) $30 D5213 Upper Partial –Cast MetalFramew/Resin Base $30 D5214 Lower Partial –Cast Metal Frame w/Resin Base $30 D5410 Adjust Complete Denture –Upper N/C D5411 Adjust Complete Denture –Lower N/C D5421 Adjust Partial Denture–Upper N/C D5422 Adjust Partial Denture–Lower N/C D5510 Repair Broken CompleteDenture Base N/C D5520 Replace Missing/Broken Tooth –Complete Denture –Each N/C Tooth D5610 Partial Denture–Repair Resin Sole/Base N/C D5620 Partial Denture–Repair Cast Framework N/C D5630 Repair or Replace Broken Clasp N/C D5640 Partial Denture–Replace Broken Tooth –Per Tooth N/C D5650 Add Tooth to Existing PartialDenture N/C D5660 Add Clasp to Existing Partial Denture N/C D5670 Replace All Teeth&Acrylic on Cast Metal Frame(Upper) N/C FourorMore D5671 Replace All Teeth &AcryliconCast Metal Frame(Lower) N/C FourorMore D5730 Reline Complete Upper Denture (Chairside) N/C D5731 Reline Complete Lower Denture (Chairside) N/C D5740 Reline Upper Partial(Chairside) N/C D5741 Reline Lower Partial (Chairside) N/C

64 Procedure Code Description Member Co-Pay Removable Prosthetics D5750 Reline Complete Upper Denture (Lab) N/C D5751 Reline Complete LowerDenture (Lab) N/C D5760 Reline Upper Partial (Lab) N/C D5761 Reline Lower Partial (Lab) N/C

FixedProsthetics, per Unit(eachretainerand each ponticconstitutesaunit in afixed partial denture) 06210 Pontic –Cast High Noble Metal $125 06211 Pontic –Cast Predominately Base Metal $125 06212 Pontic –Cast Noble Metal $125 06240 Pontic –PorcelaintoHigh Noble Metal $125 06241 Pontic –PorcelaintoPredominately Base Metal $125 06242 Pontic –Porcelain Fused to Noble Metal $125 06245 Pontic –Porcelain/Ceramic $125 06545 Retainer –Cast MetalResin BondedBridge $50 06740 Crown –Porcelain/Ceramic $125 06750 Bridge Crown –PorcelaintoHigh Noble Metal $125 06751 Bridge Crown –Porcelain to Predominately Base $125 Metal 06752 Bridge Crown –Porcelain Fused to Noble Metal $125 06783 Bridge Crown –Porcelain/Ceramic $125 06790 Bridge Crown –Full CastHigh Noble Metal $125 06791 Bridge Crown –Full Cast Predominately Base Metal $125 06792 Bridge Crown –Full Cast Noble Metal $125 06930 Re-cement Bridge N/C

Oral Surgery D7111 Coronal Remants –Deciduous Tooth N/C D7140 Extraction,Erupted ToothorExposed Rood N/C D7210 Surgical Removal of Erupted Tooth (including removal of N/C bone and/or section of tooth) D7220 Remove Impacted Tooth –Soft Tissue N/C D7230 Remove Impacted Tooth –Partially Bony N/C D7240 Remove Impacted Tooth –Completely Bony N/C D7241 Remove Impacted Tooth –Completely Bony,Unusual N/C D7250 SurgicalRemoval of Residual Roots N/C D7310 Alveoplasty in Conjunction w/Extractions, per Quad N/C D7510 Incision&Drainage of Abscess –Intraoral Soft Tissue N/C

65 Procedure Code Description Member Co-Pay

Orthodontics 08090 Comp. OrthodonticTreatment–Adult Dentition 2year program $425 per year, plus $75 on completion

Miscellaneous 09110 Palliative (Emergency)Treatment of DentalPlan –Minor N/C Procedure 09215LocalAnesthesia N/C 09220General Anesthesia –1st 30 Min. (Extractions Only) N/C* 09221 General Anesthesia –Each Addl. 15 Min. (Extractions N/C* Only) 09230 Analgesia,Anxiolysis,InhalationofNitrous Oxide N/C* (Extractions Only) 09241 N/C* I.V. Sedation/Analgesia–1 st 30 Min. (Extractions Only) 09242 I.V. Sedation/Analgesia–Each Addl. 15 Min(Extractions N/C* Only) 09248 Non-Intravenous Conscious Sedation N/C 09310Consultation(by dentist other than attending dentist) –per N/C Session 09999BrokenAppointmentCharge (per ½hour) $10

*Anesthesia and/or general anesthesia is coveredonly when administered in an oral surgeon’s office for extractionsand other related services. • N/C –NoCharge • Proceduresnot shown are not covered by Dental Plan • When goldisused, there willbeagoldsurcharge. Surcharges will depend on the market price. Patient will be advisedofthe surcharge prior to performance of procedure. • If acondition can be treatedbymorethan one procedure, GDS will only coverthe least costly professionally adequate service.

Exclusions and Limitations The followingexclusions and limitations apply to the Dental Benefit:

1. Prophylaxis (cleaning), including scaling and polishing,islimitedtoonce every sixmonths. 2. Dentures are limitedtoone partial or complete denture perarch within afive-year period. 3. Orthodontiacoverage, when provided, is limited to: a) Diagnosis,including models, photographs, x-rays, andtracings. b) Active fully bandedtreatment, including necessary appliancesand progressx-rays.

66 c) Retention treatment following active treatment(not to exceed ten visits in any 18-month period). d) Phase I(interceptive orthodontictreatment) is not covered. e) Benefitswill not be provided beyond aperiodof24-consecutive monthsofactive treatment, nor beyond aperiod of 18-consecutivemonths of retentiontreatment. f) The Planwill notbeliable forthe replacement and/orrepair of any appliance which was not initially furnished by GDS. g) Benefits will be providedtoaparticipantnot more than oncewithin afive-year period. h) Patients must be age 11 or older. 4. Covered services are limitedtoservices provided by a participating dentist exceptasdescribed on page 61 of this SPD. 5. Cosmetic services are excluded. Cosmetic services are those which are elective and whichare not necessary for good dentalhealth. Cosmetic services include,but are not limited to: a) alteration or extraction and replacement of sound teeth; b) anytreatmentofthe teethtoremove or lessen discoloration except in connection with endodontic treatment. 6. Examination, evaluation, andtreatmentoftemporomandibular joint (TMJ) pain dysfunction are excluded. 7. Replacement of dentures, bridgework, or any other dental appliances previously supplied by GDS due to loss or theft is not coveredunless the participant received such appliance prior to the immediately preceding five-yearperiod. 8. Dentalexpenses incurred in connection with anydental procedurestated priortoaparticipant’s effective date of coverage underthe Fund are excluded.Examples includeorthodontic work in progress and teeth preparedfor crowns. 9. Hospitalization for any dental procedure is not covered. 10. Drugs, whetherprescribedorover-the -counter, arenot covered through GDS. 11. Dental implants and any prosthesis, crown,bridge,ordentureassociated with adental implant are excluded. 12. Services rendered by prosthodontic specialistsare excluded. 13.Procedures requiringfixed prosthodontic restorations whichare necessary for complete oral rehabilitationorreconstruction are excluded. 14. Procedures relating to the change and maintenance of vertical dimension or the restoration of occlusion are excluded. 15. General anesthesiaiscoveredonly when administered in an oral surgeon’soffice for extractions. 16. Treatment for malignancies,cysts, neoplasms,orcongenitalmalformations is excluded. 17. Servicesfor injuries or conditionswhich arecovered under Workers’ Compensation or employer’s liability laws arenot covered; services which are provided by any municipality, country, or other political subdivision without cost to the participant are not covered. 18. Thereisareplacement limit of one every fiveyears for crowns, bridges, and dentures.

67 19. New services performed afterthe lastday of the month in whichaparticipantceases to be eligible under the Fund are excluded, except as providedunder the Continuation of Coverage (COBRA) provision. 20. Any service that the appropriateregulatory board determines was provided as aresult of aprohibited referral.

Grievance Procedure Grievances or complaints may be directed orally or in writing to the GDS Administrative Office at 111 Rockville Pike, Suite 950, Rockville, MD 20850, telephone number (800) 242-0450,within180 days of the date of the deniedclaim.AMember Services representative will personally handle your complaint and attempt to resolve it in an equitable and fair manner.You will be told, either verballyorinwriting, aboutthe disposition of your complaint within thirty (30) days of the date it was received by GDS,unless you agreed to extend this period.

Appeals Process If you are dissatisfied withthe result of the initialgrievanceprocedure or if the Me mber Services representative is unable to resolveyour complaint,you mayappealtoGDS. The ManagerofMember Services will handleyour complaintifitconcernsadministrativeissues, fee disputes, communication of covered services, or aquestion of eligibility. If the complaint concernsquality of care, your appeal will be decided by the Director of Quality Assurance.Ineither case, the appeal must be made by awritten requesttothe MemberServicesrepresentative. TheManager of Member Services or the Director of Quality Assurance will attempt to reach afair and equitable decision within 14 daysfollowing receipt of all the pertinent information. The decisionshall be conveyed to you in writing. If you are dissatisfied with the result of the appeal to GDS, youmay (butare notrequired to) appeal the decision by writing to the Boardof Trustees of the Fund. See the "Review of ADeniedClaim"section formore information.

68 OPTICAL BENEFITS ForLocal 400 Retirees Dependents are not eligible.

Benefitsare provided and guaranteed pursuant to an insurance contract with Spectera/United Optical. Spectera/United Optical 6220 Old Dobbin Lane Columbia, MD 21045

The Fund will provide optical benefitsonce every twoyears. There will be no charge to you when the services arerendered by Spectera/United Opticaloran optometrist participating in the Spectera/United Optical network.The following opticalbenefits are covered:

1. Acompleteeye examinationbyalicensed optometrist (dilation of the eyes is not considered to be part of aroutine eye exam). 2. Apair of eyeglasses, if prescribed,including: a) achoice from aselectionofframes;and b) clear glass or plastic lenses, either: single vision, bifocal: TK, FT22, FT25, FT28, or executive, or trifocal: 7x25, 7x28 3. Minor repairs and adjustments to eyeglasses 4. Scratchresistant coating

Exclusions and Limitations Unless they are medically necessary,cosmetic items are not covered by the program. Such items include, but are not limited to:

1. Gradient tints 2. Photosensitive lenses 3. Oversized and specialty lenses 4. Cataract lenses 5. Contact lenses

Non-covered framesare availableatthe wholesale cost of the frameless $7.00.

ClaimsProcedureIfYou Use ASpectera/United Optical Facility Call the Spectera/UnitedOptical facility most convenienttoyou and make your appointment. If you live outside the Spectera/United Optical servicearea, avoucher mayberequired--you must call Spectera/United Optical to make sure. Your Fund ID card is not necessary to make an appointment; the

69 Spectera/United Optical facilitywillask you for your name,social security number, anddate of birth. The facility will then verify eligibility for benefits with theFundoffice.

If You Need To Find ASpectera/United OpticalProvider If you need to locate aSpectera/United Optical provider, you may call Spectera/United Optical’s CustomerService Department at (800) 638-3120 andarepresentativewill assist you. OR You may also call Spectera/United Optical’s IVR (Integrated Voice Response)system at (800) 839-3242. The systemwill answer as “Spectera,” whichisSpectera/United Optical’s corporate name. Follow the voice prompts. After you enteryour socialsecurity number and zip code, the system will give you the names of the nearest providers for the zip code you enter. Call one of the providers directly to schedule an appointment.Makesure to tell the provider that your vision care Plan is with “Spectera” so he or she can verify your eligibility beforeyour appointment.Ifyou have other questions,stay on the lineand you willbeconnected to acustomer service representative.

If You Live Outside the Spectera/United Optical Service Area If you live outside the Spectera/United Optical Service Area (youMUST call Spectera/United Optical to be sure), youwill needtopay for yourservices and requestreimbursement. Remember,you will be reimbursed onlyuptothe limits of the Plan. For reimbursement,send yourpaid itemized receipts to:

Spectera Claims Department P.O. Box 30978 SaltLake City,UT84130 Fax:(248) 733-6060

Important:include your name and social security number with the receipt so Spectera/United Optical can identifyyour current coverage. If you live within the servicearea of United Optical, you must use aparticipating optometrist or you will not be eligiblefor reimbursement.

Important: Any services you receive froman optometrist in the Spectera/United Optical servicearea who does NOT participate with Spectera/United Optical will NOTbecoveredunder the Plan.

Formore information, see the “ClaimsFiling and Review” section on page 101.

70 OPTICAL BENEFITS For Local 27 Retirees Dependents are not eligible.

Benefitsare provided and guaranteed pursuant to an insurance contractwith Spectera/United Optical: Spectera/United Optical 6220 Old Dobbin Lane Columbia, MD 21045

The Fund will provide optical benefits once every two years. Therewill be no charge to you when the services arerendered by aSpectera/United Optical Center or an optometrist participating in the Spectera/United Optical network. The following opticalbenefits are covered:

1. Acompleteeye examinationbyalicensed optometrist (dilation of the eyes is not considered to be part of aroutine eye exam). 2. Apair of eyeglasses, if prescribed, including: a) achoice from aselectionofframes;and b) clear glass or plastic lenses, either: single vision, bifocal: TK, FT22, FT25, FT28, or executive, or trifocal: 7x25, 7x28 3. Minor repairs and adjustments to eyeglasses 4. Scratchresistant coating

Exclusions and Limitations Unlessthey are medically necessary ,cosmetic items arenot coveredbythe program, but they are available for purchaseatadiscount. Such items include, but are not limited to:

1. Solid andgradienttints 2. Photosensitive lenses 3. Oversized and specialty lenses 4. Cataract lenses 5. Contact lenses

For non-covered frames,you willreceive acreditof$20.00 off the retail price of the frame. You will be responsible for any remaining balance for the cost of anon-covered frame.

ClaimsProcedure -- Using ASpectera/United Optical Center Call the Spectera/United Opticalfacility most convenienttoyou and make your appointment. Your Fund ID card is not necessarytomake an appointment; the Spectera/United Optical facility will ask you for

71 your name, socialsecurity number, and date of birth. The facility will then verifyeligibility for benefits withthe Fund office .

If You Need to Find aSpectera/United Optical Provider If you need to locate aSpectera/United Optical provider, you may callSpectera/United Optical’s CustomerService Department at (800) 638-3120 andarepresentativewill assist you.

OR

You may alsocall Spectera/United Optical’sIVR (Integrated Voice Response) system at (800) 839-3242. The systemwill answer as “Spectera,” whichisSpectera/United Optical’s corporate name. Follow the voice prompts. After you enter your socialsecurity number and zip code, the system will give you the namesofthe nearest providers for the zip code that you enter.Call one of the providers directly to schedule an appointment.Make sure to tellthe provider that your vision care Plan is with “Spectera” so he or she can verify your eligibility before your appointment. If you have otherquestions, stay on the line and you will be connected to acustomer service representative.

If You Live Outside the Spectera/United Optical Service Area If you live outside the Spectera/United Optical Service Area (you MUST call Spectera/United Optical to be sure), you will need to pay for your servicesand request reimbursement. Remember, you will be reimbursed onlyuptothe limits of the Plan. For reimbursement,send yourpaid itemized receipts to:

Spectera Claims Department P.O. Box 30978 SaltLake City,UT84130 Fax:(248) 733-6060

Important:Includeyour name and social security number with the receiptsoSpectera/United Optical can identifyyour currentcoverage. If you live within the servicearea of Spectera/United Optical, you must use aparticipating optometrist or you will not be eligible for reimbursement.

Important: Any servicesyou receive from an optometrist in the Spectera/United Optical servicearea who does NOT participate with Spectera/UnitedOptical will NOT be coveredunder the Plan.

For more information, seethe “Claims Filing and Review” section on page 101.

72 COMPREHENSIVE MEDICALBENEFITS

ONLY FOR RETIREES AND DEPENDENTS NOT ON MEDICAREAND NOT ENROLLED IN CIGNA HMO Benefits are providedthrough the Fund –they arenot insured. Benefit claims are processed by Associated Administrators, LLC

ID Card Each retireewill receiveanidentification card showing his/hername, membership number, and information. If you have dependent coverage, you will receive two cards.Separate cards are not sent for each covered dependentchild. Always show the physician, hospital,orpharmacy your ID card.

Benefit Amount Thefollowing pages describe the servicespayable under the Comprehensive Medical Benefit. Covered services include hospital services, medical surgical services and medical services. Unless specified otherwise,these expenses are paid at 80% after you have satisfied the annual deductible .

The Deductible Thecash deductible is the first$200 of covered medical expenses incurred in a calendar year for an illness or injury.Incases of acommonaccident in whichtwo or more of yourfamily membersare involved, only one deductible must be satisfied.Afterthe deductible is met, the Comprehensive Medical benefit covers80% (up to the UCR amount)ofyour eligiblemedical expenses.

When aparticipant or dependent has incurred covered medical expenses which result in $4,000 being paid out-of-pocket in a calendar year,reimbursement will be increased to 100%ofcovered charges for the remainderofthat calendar year.

Room and Board Room and Board in the hospital or in aspecial care unit is payable at 100%ofthe semi-privateroom rate. The annual deductible does not apply to Roomand Board.

Hospital Services Optum/CAREpre-authorizationisrequired for all hospital admissions. Contact Optum/CARE at (800) 638-6265.See page 42 foradditional informationabout Optum/CARE.

Extentand Duration When you or youreligible dependent are admittedtoahospital as aregistered inpatient,you are eligible for benefits for the following Hospital Services whenthe services are furnished and billed as Hospital

73 Services, andwhen consistent with thediagnosisand treatment of the condition for which hospitalization is required: 1. Room and board in semi-private accommodations and special care unitsiscovered at 100% up to the semi-private room rate;the deductible doesnot apply; 2. General nursing care; 3. Use of the operating,delivery, recovery,ortreatment room; 4. Anesthesia, radiation, and x-ray therapywhen administeredbyan employee of the hospital ; 5. Dressings, plaster casts,and splints provided by the hospital; 6. Laboratoryexaminations; 7. Basalmetabolism tests; 8. X-ray examinations; 9. Electrocardiograms andelectroencephalograms; 10. Physiotherapy andhydrotherapy; 11. Oxygen provided by the hospital; 12. Drugs and medicines in generaluse; 13. Administration of bloodand blood plasma and intravenous injections and solutions; and 14. SpecialCare Units.

You areeligible forbenefits for these Hospital Services for up to 180 days for each hospitalization. Re- admissions to a hospital forthe same or related condition (as determined by the Trustees)within60days after yourprevious hospitalizationwill be considered partofthe first hospitalization. If you request a private room, you are eligible for all the benefits above, but you must pay the hospital the difference between its actual chargefor the private room andits average chargefor semi-private rooms.

Maternity Benefits Afemale participantorspouse entitled to dependent coverageiseligibletoreceive the Hospital Services described above beginning on the date she is eligible for benefits. Thereisno additional waiting period for maternity benefits. Benefits are available for services rendered in amaternity center or by aregistered Nurse Midwife certified by the American CollegeofNurse Midwives. Midwives must meet the criteria required by lawtobecovered. Maternity benefits include nursery careofthe newborn childorchildren while the mother is receiving benefits. Dependent daughters of participants are not eligible for maternity benefits.

Mothers’and Newborns’ Protection Act Group health plans and health insurance issuers generally may not,under Federal law, restrict benefits for any hospital stay in connection with childbirth forthe motherornewbornchild to lessthan 48 hours following avaginal deliveryortoless than 96 hours following acesarean section delivery. However, Federal lawgenerally does not prohibit the mother’sornewborn’s attending provider, after consulting withthe mother, from dischargingthe mother or her newbornearlier than 48 or 96 hours,asapplicable.

74 In any case, plans and issuers may not, underFederallaw, requirethat aprovider obtain authorization for prescribing alength of staywhich is not in excessof48hours (or 96 hours, if applicable).

Pre-AdmissionTesting Benefitsare available to you andeligible dependents for pre-operative laboratory tests and x-ray examinations performed in the outpatient department of a hospital prior to yourscheduled admission for an inpatient stay, provided the tests would have been available under this program to a hospitalinpatient and are medically necessary for the treatment of your condition.

Benefits willnot be payableifthose testsare not medically necessary at thetime of the subsequent hospital admissionorifthe admissioniscancelled for non-medical conditions.

Admission for Diagnostic Study Inpatient admissions for diagnosticstudy arecovered when the studyisdirectedtowardthe diagnosis of a definite condition of disease or injury .Benefits are notprovidedfor inpatient admissions for: 1. audiometric testing; 2. eye refractions; 3. examinations for the fitting of eye glasses or hearing aids; 4. psychiatric examinations; 5. psychological testing; 6. dental examinations; 7. pre-marital examinations; 8. researchstudies; 9. allergy testing; 10. screening; 11. routinephysicalexaminations or checkups;or 12. fluoroscopy without films.

Outpatient Treatment Outpatient hospital treatment will be covered whenthe treatment is for: 1. the performance by a physician of minor surgicalproceduresrequired for treatment andnot solelyfor diagnosis, 2. care rendered within 72 hours after anon-occupational accidental injury,or 3. care receivedasthe result of a medical emergency.

Benefitsfor coverage of outpatient radiation and radioactive isotope therapywill be provided when performedinthe outpatient department of a hospital and billed as a hospital service.

Cardiac Rehabilitation Benefit To be eligibleasapatient for the Cardiac Rehabilitation Program(CRP), youoryour eligible dependent must have angina pectoris, or must have previously had amyocardial infarction or undergone coronary

75 surgery.Benefits are based on the number of visits you make. This is because the services and supplies availabletoeach patientwill varywith the choice of cardiac rehabilitation provider. The program provides benefits for expensesfor up to amaximum of 90 visits under any one course of treatment; however, benefits canberenewed forrecurring heartproblems, such as a hospital stay for aheart attack or heart surgery,orasaresultofadiagnosis of anginapectoris (chestpain).

The program mustinclude planned exercise under guidelines set by the American Heart Association. Approved programs also must include educational sessions on topics such as di et andpersonal health behavior, as well as individual, family, and group counseling to aid mental and social adjustment to heart disease. The Cardiac rehabilitation Program must be conducted under the direction of a physician in a hospital outpatient setting.

Only those services or supplies provided at the direction of or through the coordination of CRP Providers are covered. Your CRP benefits are renewed for another 90 visits by another hospital admission for a diagnosed myocardial infarction or cor onary surgery or, in the case of diagnosed angina pectoris, by satisfying agiven set of criteria. Unused visitsfrom one CRP course of treatment may NOTbecarried over to asubsequent CRP course of treatment.

Send your treatment plan to the Fund office to see if it meets the above requirements.

Medical-Surgical Benefit

Payment of Benefits When the professional servicesdescribed below are rendered by a physician,the Plan will provide benefit payment at 80%,uptothe UCR fee. Payment by the Fund willconstitute full and final payment,except as mayotherwisebeprovidedorlimited here. Chargesmade by a physician in excess of these amounts arethe responsibility of the patient.

Surgical Services Benefits for surgical services are available to you or your eligibledependent whenever performed by a physician for operativeand cutting procedures,the reductionoffracturesand dislocations, as well as majorendoscopic and other surgical- diagnostic procedures.

When two or moresurgeries are performedatthe same timeand in the same operative field, benefits are payablefor the most expensive operation. Multiple unrelated surgical procedures performed during the same operative session will be as follows: 1. The UCR charge of the most expensive procedure, 2. 75% of the UCR charge for the procedure with the next highest cost, and 3. 50%ofthe UCR charges of each additional procedure.

76 Inpatient Medical Services Benefits for medicalservices are available to you when you or your eligible dependent are admitted to a hospital as an inpatient during the first 180 days of each hospital confinement.Successive hospital confinements will be considered continuous and constitute asingleconfinement if discharge from and readmission to a hospital for thesame or related conditions, as determined by the Fund,occurs within a 60 day period.

Obstetrical Benefits Benefits for obstetrical services areavailable to all female retirees or spouses of retirees entitled to dependent coverage. These benefits include prenataland postnatal care. In lieu of obstetrical services provided by a physician,you mayelecttoreceivebenefits for non-surgical obstetrical care or services provided by a nurse-midwife who is alicensed registered nursecertified by theAmerican Co llege of Nurse Midwives. There is no waiting period for obstetricalbenefits. Dependent daughters of retirees are not eligible for obstetrical benefits.

NoticeofCoveragefor Reconstructive Surgery following Mastectomy This Plan provides coverage for: 1. reconstruction on the breastonwhich amastectomywas performed 2. surgery and reconstruction on the other breast to provide asymmetricalappearance 3. prostheses, and 4. treatment of physical complications of all stages of mastectomy, includinglymphedemas.

The benefitsare subject to thePlan’s usual deductible and co-insurance provisions.

PediatricServices Benefits for pediatric services are available for any properly enrolled newborn childorchildren born to a retiree or eligible dependent spouse or for any newborn childorchildren adopted or placed for adoption withaparticipant or eligible dependent spouseifthe retiree or eligiblespouse is otherwiseeligible for obstetrical benefits. These benefits will be provided only for the first inpatient visit by a physician for routine history and necessary examination,however, they will not be provided if the pediatric service is rendered by thesame physician who rendered obstetrical services. Dependent daughters of retirees are noteligible for pediatric benefits relating to the care of the dependent daughter’s newborn or adopted child(ren).

HumanOrgan Transplants Benefits are available for Hospital Services and supplies andpractitionerservicesfor kidney, cornea, and bone marrow transplants. If you or your eligibledependent are the recipient of the transplant, benefits cover both you and the donor.Ifyou are thedonor, onlyyou are covered, and only to the extent that the recipient does not cover you.Charges for procurement of majororgans are not covered.

77 In addition, specifiedcoverage is available for human heart, heart-lung, liver, andpancreas transplants. Charges for evaluation, room and board, Hospital Services and supplies, and practitioner services are covereduptothe limitsofthe Plan and are subject to acombined Basicand Major Medical benefitof$1 million for each differentorgantransplanted. There areother conditions and exclusions under this benefit, including aspecific “ calendaryear.” If you areacandidate for atransplant, you must contact the Fund office at least 30 days prior to the proposed transplant for approval. Pre-certification is required and services must be approved by Optum/CARE Programs.

Replacement transplantsare notcovered, and services relatedtoasecondtransplant(including complications from the second transplant) arenot covered.

Anesthesia Services Benefits for anesthesiaservices are available to you or youreligible dependent when rendered by a physician anesthetist (other than theoperating surgeonorhis or her assistant)inconjunctionwith surgical or obstetrical services, provided you are otherwiseeligible for surgical or obstetrical benefits.

Consultation Services Benefits forconsultation services, except staff consultation required by hospital rules or regulations,are available to you or your eligible dependent when you are admitted to a hospital as an inpatient in conjunction with surgical or medical servicesand when the consultation is requested by the attending physician.Benefitswill be provided for oneconsultation per consultant during any hospital confinement.

Surgical Assistant Services Benefits are available to you or your eligible dependentsfor the servicesofa physician who actively assists the operating surgeon in the performance of surgicalservices when the condition of the patient and type of surgical performance requireassistance and when interns, residents, or house staff are not available.

Outpatient EmergencyCare Benefits are available to you or youreligible dependents for care received within 72 hours of an accidental injury,byaphysician, wherever it is performed, or for care received within 72 hoursasthe result of a medical emergency when performed in the outpatient department of a hospital by a physician .

Medical Conditions of the Mouth,Jaw, and Proximate Areas Benefitsare availabletoyou for oral surgical servicesconsisting of the reduction or manipulation of fractures or bones;excision of the mandible jointsand lesions of the mandible,mouth, lip,ortongue; incision of the accessory sinuses, mouth, salivary glands,orducts; manipulations of dislocations of the jaw; removalofimpacted teeth onlywhen hospital confinement is required or when rendered in the outpatient department of a hospital;plastic reconstruction or repair of the mouth or lips necessaryto correct accidentalinjury.Charges incurred for the treatmentofthe teeth, dentalstructures, alveolar processes, dental caries,extractions, corrections of impactions, gingivitis, orthodontia, or prostheses, or

78 the professional fee for extraction of teeth willnot be covered under the medicalbenefit; but some of these procedures may be covered under yourDental Benefits throughGroupDental Service—see page 61 of thisbooklet.

In general, servicesrelated to the mouth, jaw, and proximate areas arecovered under the medicalbenefit when the clinical diagnosis and symptoms are medical in nature, not dental. (Seethe exclusion for dental services in the “Exclusions and Limitations” section on page 85.) Eligibleservices may be covered when thereisadiagnosis of medicaldisease,skeletal deformity with actual or potential degeneration or skeletal discrepancy. The Fund may requireradiological exams and amedical historyand physicalexaminorder to determine whetherthe services aremedical in nature. Please submit atreatmentplan to the Fund office so it may make this determination before claimsare incurred.

TemporomandibularJoint Disorder (TMJ) The Fund will pay for the cost of surgery for TMJ disorder,but not for related servicessuchasocclusal equilibration and physical therapy.Not covered, for example,are:isometric therapy,capping/crowning of teeth, subperiosteal implants, endosseusimplants, mandibular staple implants, photographic records, intra-oral dental slides, dental x-rays, and dentaltracings. BecauseTMJ treatment usually involves both covered andnon-covered services,you should contact the Fund office prior to treatment so that planned proceduresmay be reviewed and you may be advisedofwhat will be covered.

Ambulance Service Benefits are provided for emergency ambulanceservice up to $25 per trip. The patient’s condition must be such thatuse of any other method of transportation is not medically advisable.

Radiation Therapy Benefitsshall be provided to you or your eligibledependent(s) for the reasonable cost for the following services wherever administered by a physician.See below. 1. Deeporsuperficial x- raysfor the treatment of neoplasms, lymphoid hyperplasia of the nose and pharynx, and disorders of the femalegenital system and breasts. Thefirst 25 treatments per calendar year will be covered as abasic benefit with additional treatments covered under Comprehensive coverage. 2. Theapplicationorimplantationofradium or radon.Benefitsare not provided forthe costofradiation therapy materialsused.

Chemotherapy Benefitsfor chemotherapyservices are available to you or youreligible dependent(s) forthe reasonable costfor the administration of anticancer chemotherapeutic agentswhen provided in the physician’s office. Benefits include the cost of chemotherapy materials used. The first 25 treatments for chemotherapy will be covered at 100% with additionaltreatments covered under Comprehensive coverage (after satisfying the annual deductible ).

79 Ambulatory Center Benefit In place of a hospital,you mayuse an ambulatory surgical facility which has permanent facilitiesand equipment for performing surgical procedures on an outpatient basis.This facility must provide treatment by or underthe supervision of physicians and nursing services whenever the patient is in the facility, but it cannot provide inpatient accommodations. It must not, other than incidentally, be used as an office or clinic for the private practice of a physician or anotherprovider.The facility must be approved by the Plan.

Tonograms Tonogramsare covered whetherrendered on an inpatient or outpatient basis provided theyare performed by a physician and directly related to a sickness .

Cleft Lip or Palate Conditions Benefitsare availabletocover medical expenses for the treatment of cleft lip and cleft palate conditions. The various covered services include: expenses arisingfromorthodontics; oral surgery;otologic, audiological, and speech/language treatment.

Diagnostic X-Ray and Lab Services Benefits for diagnostic x-ray andlaboratory services (including pathological examination of tissue, electrocardiograms,electroencephalograms, routine PAP smears,annualmammograms for eligible participantsoverage 39, and basal metabolism tests) are available to you and your eligible dependent when treated in the outpatient department of a hospital or a physician’s office and such examinations are required forthe diagnosis or treatment of sickness or injury.

Benefits do not include services for any examinations in connectionwith care of teeth, research studies, pre-marital examinations, fluoroscopywithoutfilms, or an examination not incidental to or necessary for the diagnosisofadiseaseor injury .Payment will not be made to both a hospital and physician for the same service.

Flu Shots and Immunizations The flu shot will be covered in full,once ayear, and if an office visit is also charged, it will be paid under your Comprehensive coverage at 80% up to the UCR ( Usual, Reasonable, and Customary)amount, subject to the annual deductible.Ifyou have already paid $4,000 out-of-pocket in that calendar year, the office visitwill be covered in full, up to the UCR charge.

Immunizations for childrenthroughage 5will be covered in full, to amaximumofeight visits. Boththe injection and the office visit will be covered in full up to the UCR,with no deductible applying.

Chiropractic Services Servicesrendered by achiropractorare covered to an annual maximum of $1,000 for you and$1,000 for each eligibledependent;

80 PhysicalTherapy Like all medicalservices, physical therapy must be medicallynecessary to be covered. The Fund’s medical adviser,Optum/CARE Programs, will determine how many treatments are necessary. It is wise to submit atreatmentplan so that you are awareofany treatments which would be found not medically necessary before you incurred them.

Other Medical Services Coveredmedical expenses includecharges for the services shown below which are incurred during the treatment of a sickness or injury and which areperformedorprescribed by aduly licensed physician :

1. Servicesof physicians (includingspecialists) provided in a hospital,inthe home, andinthe physician’s office; 2. Room and board including special diets;general nursing services in a hospital exceptfor room and boardcharges in excessofthe hospital’s average semi-private roomrate ; 3. Use of operating or treatmentrooms; 4. Anesthesia and its administration; 5. X-ray laboratory procedures, examination, or analysis made for diagnostic or treatment purposes; 6. X-ray,radon,radium, and radioactive isotope treatments or therapy; 7. Oxygen andits administration; 8. Blood transfusions, includingthe cost of blood and blood plasma(except when donated or replaced); 9. All drugs, medicines, and dressings used in the hospital; 10. Services of alicensed physical therapist when indicated for medical reasons but not as part of rehabilitative care (except when includedinthe rehabilitation benefit programs described on pages 42 and 75); 11. Services of an activelypracticing private duty nursewhen medically necessary as follows: a) In or out of the hospital,the services of aregisteredprofessional nurse (R.N.)orlicensed practical nurse (L.P.N.); b) The technical proficiency and scientificskillsofanR.N. or L.P.N. are required and skilled services are actually rendered; c) Servicescannot be rendered by the hospital’s general nursing staff. 12. Rental or--atthe discretion of the Plan--purchase of awheelchair, hospital -type bed, or other Durable Medical Equipment (DME) whichisnecessaryfor therapeutic use (see section on DME Network,page46). Replacement batteries for electric wheelchairs willbecoveredonce everytwo years. 13. Professional ambulance services for outpatient hospital care for accidental injury and for inpatient admissions (donations for the servicesofavolunteer ambulance are ineligible for coverage); 14. Services for cosmeticpurposes for the correction of congenital defects or conditions resulting from traumaticinjuries are subjecttothe pre-existing condition exclusion on page 24. 15. Prosthetic appliancessuch as casts, splints, crutches, braces, or artificiallimbs when prescribed by a physician aresubject to the pre-existing condition exclusion on page 24. (See section on DME Network, page 46);

81 16. Services or appliances for dental care resulting from an accidental bodily injury occurring are subject to the pre-existing condition exclusiononpage 24 (services forthe replacement or correction of false teeth as aresult of accidentalinjury are ineligible forcoverage); 17. Covered expenses arising out of pregnancyfor enrolledfemale participants or spouses of participants entitledtodependent coverage; 18. Allergy shots and allergy testing, when medically necessary and administered by a physician; 19. One annual routine mammogram for each female participant and eligible dependentwho is age 40 and over. Covered at 100%under Lab and X-Ray benefit for “Regular” retirees;at80% after the annual deductible (under Medical)for Comprehensive retirees.Office visit covered underMedical at 80%uptothe UCR aftermeeting the deductible . 20. Oneannual PAP smearfor eachparticipant and eligible dependent. Covered at 100%under Lab and X-Ray benefitfor “regular” retirees;covered at 80% up to the UCR under Medicalfor Comprehensive retirees. For both groups, theofficevisit fee (if any) associatedwith these tests is coverd at 80% up to the UCR. 21. Sclerotherapy (treatmentofvaricose veins) as follows: a) Treatment must be pre-approved by Optum/CARE (see section on Optum/CARE for details on how to callfor approval). b) Benefits are provided on a“per treatment session” basis with the number and frequencyof sessionsand the amount of benefit paid to be determinedbyOptum/CARE. c) Your physician must sendaletter of medical necessity ,pre-operativephotographs, andapatient history indicating the need for testing to Optum/CARE demonstrating the medical necessity of treatment (treatmentfor cosmetic purposes is not covered). d) Pre-operative testing will be approved only for thosecases in which justification can be provided. Subsequent review will be required on any case which exceedsfivetreatments per area. e) Consecutive treatments must be separatedby6-8 weeks to evaluate the effectiveness of the treatment. f) Only the initial consultation will be covered as aseparate office visit -charges for subsequent office visits during the course of treatment willnot be covered. g) Surgicalsupplies over the UCR amount approved by Optum/CARE will not be covered. h) Billing for lasertreatmentofvaricose veins will be covered at the same level assclerotherapy.

Restoration of Benefits if You Reach the LifetimeMaximum In any case where the maximum lifetime benefits (shown in the Schedule of Benefits Summary beginning on page 11) have been paid to you or your eligible dependent(s), additional benefitsshall be granted to you for a sickness (other than substance abuse)at80% (uptothe UCR)ofthe excess eligible medical expenses incurred,paidtoamaximum of $1,000per calendaryear.The $200 deductible applies.

82 MEDICAL CLAIMS FILING

The following filing procedures apply to ComprehensiveMedical Benefits:

Claims must be filed within 180 days fromthe date of service. If aclaim is not filed within that time period, benefits willbedenied. If your provider agreestofile the claimonyour behalf but fails to submit the claim to the appropriate entity within the 180 day deadline, causing the claim to be denied, the Fund will defendyou against any attempts by theprovidertocollect payment fromyou. However, in order for the Fund to do so, you must notifythe Fund office within two weeksifyou receive abillfrom the provider for those services or if the provider takes any other action against you. Until the Fund receivessuch noticefrom you,itwill not take any action on your behalf. Further,inorderfor the Fund to defend you,you mustnotify the Fund whenyou first have action takenagainstyou by the provider.If you do not notify the Fund,you can be held responsiblebythe provider and the Fund will not defend you.

In order for the Fund to defend you, the following requirements must be satisfied: a. If you receive abill or lawsuit from the provider for services that wereprovidedtoyou, and you believe these“hold harmless”rules apply, you must contactthe Fund office within two weeks to notify us that the providerispursuing you andtorequest that the Fund defend you against attempts by the provider to collect paymentfor these services. If you don’t notify the Fundoffice within this two-week period, the Fund cannotdefend you and the provider can hold you responsible for the bill. You must also notifythe Fund office upon thefirst collection attempt by the provider. b. If you receive abill from aprovider,itmay be that the Fund office has not receivedorpaidit yet. The holdharmless protectionapplies when the Fund has denied the claim for lateness and the providerthen attempts to collect the claim amount fromyou. In other words,just because you receive abill, don’t automaticallyapplyfor hold harmless protection.Contact the Fund office to make surewe’ve received it.

Finally, pleasenote that the Fund will not defend you against aprovider’scollection attemptsif the reason for the provider’s late filing of the claim was your failure to inform the provider of your Fund coverage.

1. Make sureyour bills arefully itemized and on the letterhead stationery of the provider of service. Bills must show: Retiree's name and SocialSecurity Number (important),patient'sname, type of service, diagnosis, date(s)ofservice, and charge per service. Cancelled checks, cash register receipts, and personal itemizations are not acceptable. 2. If you or your eligible dependent is enrolled in another group health plan, and that plan provides your primarycoverage, include the " Explanation of Benefits"from your primary coverage along withcopies of the itemizedbills. 3. Benefit paymentswill be sent directly to the provider unless they are “unassigned”and evidence of your payment is reflected. In that case,payment will be sent directly to you.

83 4. Hospital bills in excess of $12,000 are auditedand aportion of the charge is withheld pending completion of theaudit. 5. An Explanation of Benefits ("EOB") will be sent when your claim is processed or with the benefit payment.Please keep the EOB and refer to it if you have questions about your claim and how it was processed. 6. Always keep copies of bills for yourrecords --originalswill not be returned. 7. If you use aOneNet PPO participating provider,mail your claim for benefits/itemized bills to:

OneNet PPO,LLC P.O. Box 936 Frederick,MD21705-0936

Write your OneNet control number on your bills. Your control number is AL0007.

8. If you did not use an OneNet PPO participating provider ,mail your claim forbenefits/itemized bill(s) to the Fund office .Ifbills are submitted for more thanone family member at atime, a separate itemized billmustbesubmitted for each familymember.

Mail claims/itemized bills to the Sparks, MD Fund office at:

FELRA &UFCW Health and Welfare Fund 911 Ridgebrook Road Sparks, MD 21152-9451

For more information,see "Claims Filingand Review" on page 101.

84 EXCLUSIONSAND LIMITATIONS

The following exclusions and limitations applyto all benefits payableunder the Plan,except as specifically required otherwise under the Plan or by applicable law.

1. Work-related injuries or sicknesses that are generally compensable under Workers'Compensation legislation,occupational disease act legislation, employer's liability law or other similar legislation. If, except for your failure to follow the appropriate procedural requirements for filing aclaim or to otherwise similarly act, your claim would have been compensable by Workers' Compensation,the Fund willtreat your claimascompensableby Workers’Compensation and excluded from coverage under the Plan. 2. Care whichisfurnished to you or your eligible dependent under the laws of the UnitedStates or any politicalsubdivision thereof. 3. Careprovidedtoyou or your eligibledependent(s) to the extent that the cost of the professional care or hospitalization may be recoverableby, or on behalf of, you or youreligible dependent in any action at law, any judgment, compromise or settlement of anyclaimsagainst any party, or any other payment you, your dependent, or you or your dependent's attorney may receive as aresult of the accident or injury,nomatter how these amounts are characterized or who pays these amounts,as provided in the "Subrogation" sectiononpage 37. 4. Diseaseorinjuries resulting from any war, declared or undeclared. 5. Dental care and treatment to the natural teeth and gums except as provided in the Dental Benefit section starting on page 61. 6. Dental surgery or dental appliances to replacethe natural teeth and gums unless such charges are made necessary by accidental injury to physical organs or parts. When covered, these charges are subject to the pre-existingcondition exclusion,except as provided in the sectionentitled, “Medical Conditions of the Mouth,Jaw and ProximateAreas” on page78. 7. Appliances or treatment related to bitecorrections. 8. Services incidental to dental surgery ,including care of the teeth, dentalstructures, alveolar processes, dentalcaries, extractions, corrections of impactions, gingivitis, orthodontia, and prostheses, except as provided under the DentalBenefit section on page 61. 9. Hearing aids and the examination for them. 10. Eyeglassesand the examinationfor prescriptionorfitting other than as provided in the Optical Benefits sectiononpages 69 and 71 except when necessaryasaresult of eye surgery;operations performedtocorrect vision when it is possibletocorrect vision by using lensescovered underthe Optical Benefit of this Plan.

85 11. Services for cosmetic purposes except thosepreviously specified as covered, unless necessary to correct conditions resulting from traumatic injuries. When covered, thesecharges are subject to the pre-existing conditionexclusion. 12. Complications resulting from cosmetic surgery are not covered. 13. Services or supplies not medically necessary for the treatment of sickness or injury (e.g. routine immunizations, screening examinations including x-ray examinationsmade withoutfilm, routine or periodic physical examinationsexcept where previouslydefined as covered). 14. Services or suppliesfor treatment of infertilityorcontraception except as specifically provided for in the Prescription Drug Benefit section on page 53. Surgical implantation of Norplant is not covered. 15. Servicesorsupplies related to sterilization reversal. 16. Trans -sexual operations or anycareorservices associated with this type of operation. 17. Services,supplies, or care of any kind relatedtothe pregnancy or complications of pregnancy for a dependent daughter of aparticipant. 18. Travel, whether or not recommendedbyaphysician. 19. Convalescent,milieu, custodial care,sanitaria care, or rest cures. 20. Servicesorsuppliescovered under any federalorstate program of health care for the aged, including but not limited to Medicare ,except to the extent required by federal law. 21. Services,supplies, or medications rendered in anursing home or extended care facility. 22. Services, supplies,ormedications primarily for dietary control. 23. Rehabilitative therapy not specifically covered herein, including, but not limited to, speech, occupational,recreational, or educational therapy, or forms of non-medical self-care or self-help training; and anyrelated diagnostic testing providedonan outpatient basis; 24. Air conditioners, humidifiers, dehumidifiers, purifiers, and all similar equipment. 25. Care for nervous and mental conditions, includingdrug addiction and alcoholismexcept as specified in the "Mental Health/Substance Abuse Benefit” section (see page 88). 26. Care for quarantinable diseases in specialinstitutions. 27. Except as provided in the Prescription Drug Benefit section on page 53, all drugs and medicines other thanthose providedinthe hospital . 28. Services or supplies whichare in excess of the UCR amount. 29. Organ transplant expenses in excess of $1 million for each different organ transplanted. Replacement transplants, and related services following the replacement transplant, arenot covered. 30. Anyservice which is made available without charges, notincluding Medicaid or services provided only to insured persons. 31. Services renderedbyaprovider who is amemberofthe participant's or dependent's immediate family(parent, spouse, brother,sister,children). 32. Telephoneconsultations with patients, charges for failure to keep ascheduled visit, or charges for completion of forms. 33. Pre-admission diagnostic testing relating to an inpatient admission which is not covered underthe Plan. 34. Administration of oral chemotherapeutic agents,except as provided in the Chemotherapy section on page 79.

86 35. Well Baby Care and immunizations. NewbornCare is covered as described previously. 36. Domestic or housekeeping servic es other than those specificallyprovidedunder the HomeCare program. 37. Treatment of autistic disease of childhood, hyperkinetic syndromes, learning disabilities, behavioral problems, or mental retardation. 38. Meals-on-wheels and similar food arrangements. 39. Services performed by interns, residents, or physicians who are employees of a hospital and whose fees are charged for, by, or payableto, a hospital or other institution; 40. Treatment, care, or services throughamedical department or clinic, or similarservices provided or maintainedbyaparticipating employer; 41. Injections of varicose veins, except as providedinthe section on sclerotherapy. 42. Injections for treatment of hemorrhoids or hernias. 43. Injection of cortisone or other preparations, except for traumaoracute suppurative infections, except as provided under the Comprehensive Medical section. 44. Careofcorns, b unions(except capsular or bone surgery therefor), callouses, nails of the feet, fallen arches, weak feet,chronic foot strain, routine care for or symptomatic complaints of the feet, except when major surgery,asdefined by the Trustees,isperformed,orinconjunction with the treatment of diabetes. 45. Routine or periodicphysical examinations and screening examinations including x-ray examinations made without film except for PAP smears and mammograms, as previously described. 46. Services, supplies, drugs, devices, medicaltreatment, proceduresorcare of any kind which is experimental in nature, or which is notaccepte dpracticebythe medical community practicing as determinedbythe Fund (see " Experimental"under "Definitions" section). 47. Servicesorcare of any kind other than those defined and limitedinthis Plan. 48. Consultation services arenot available with medical or surgicalservices when they are rendered by the same physician during the same hospital admission, exceptinthe sole discretion of the Board of Trustees. 49. Unlessotherwise stated, injuriesresulting from an act of domestic violence or from amedical condition (including amental health condition), are not excluded solely because the source of injury was an act of domestic violence or amedical condition. 50. Services rendered by aprovider who is amember of the participant’sordependent’s immediate family (parent, spouse, brother,sister, children). 51. Servicesprovided by aPhysican’s Assitant (“PA”) arenot covered.

87 MENTAL HEALTH/SUBSTANCEABUSEBENEFIT

Benefitsare providedthrough the Fund,not insured. Closed Panel Services providedthroughValueOptions

If You Are Enrolled in the Kaiser Permanente HMO, This Program Does Not Apply To You. Contact Kaiser To Determine Your Mental Health Coverage.

ValueOptions provides you and your eligible dependent(s) with referralstotherapists and facilities for mental health and substance abuse services. ValueOptions reviews yourtreatment plan whileyou use your mental health and substance abuse benefit to make sureyour careis medically necessary and appropriate. Servicesare completelyconfidential. No one has accesstoyour clinical medical records withoutyour written permission unless accessisrequired by law.

Access to the ValueOptions panel of therapistsisavailablebycalling the ValueOptions24-hour, 7-day-a- week referral serviceat(800) 353-3572. Referrals are available for both emergency/hospital care and for non-emergency/outpatient referrals. In an emergency,you or your therapist must callValueOptions within 24 hoursafter admission to the hospital.

You are encouraged to use atherapist or facility from the ValueOptions panel for your mental health care or substance abuse care. The psychiatrists,psychologists,licensedsocial workers,and facilities affiliated with ValueOptionshave been selected and credentialed to participate in the program. The program is designed to provide you with ahigh level of benefits, minimum out-of-pocket costs, and no claims paperwork when you use one of the ValueOptions providers. Panel providers are aware of Fund benefits and how to work with Optum/CARE Programs to certify both inpatient and outpatient care.

You are free to use any therapist or hospital you wish. However, by using thepanel, you will receive better coverage. If youdonot use apanel provider, youwill be responsiblefor anyuncovered charges. Participantsand their dependent(s) who reside out of the area shouldcall the Clinical Referral Lineat (800) 353-3572 for referral to an eligible provider, and to get certification for treatment.

All treatment mustbecertified by ValueOptions. Whetheryou use apanel therapist or atherapist who is not on the panel, all mental healthand substanceabuse services must be certified by ValueOptionsin order to be paid. Certification means thatValueOptionshas determinedthe servicesproposed by the providerare both medically necessary and medicallyappropriate. If servicesare not reviewed and certified by ValueOptions,they may not be covered.

Benefitsdescribed in this summary are provided pursuant to the contract issued by ValueOptionsof Maryland. In the case of any inconsistencies between thissummary and the contract, the contract will govern. Remember, all mental health claims must be filed with ValueOptions. Do NOT use the OneNetPPO formental health claims.

88 When You Use aPanel Therapist Call the ValueOptions Clinical Referral Lineat(800) 353-3572 to locate aValueOptionspanel provider. In an emergency situation, go to your nearestemergency room.The in-network benefits will be available until stabilization and atransfer can be made to aparticipating facility. For less urgent referrals, you will receive thenames of one or two psychologists or independently licensed psychiatric social workers.

Inpatient mental health and substance abusecare is covered at 100%for up to 30 days of an inpatient hospital stay in agiven 180-day calendar period. The lifetime maximum is $400,000, which is part of the totallifetime maximum forComprehensive MedicalBenefits of $400,000. All care must be pre- certified, which means ValueOptions has reviewed and certified the inpatient care prior to admission.

Outpatient mental healthcare, visits to apsychiatrist, certified psychologist,orindependently licensed social worker whoispartofthe ValueOptions panel are coveredat 100% of the ValueOptions rate for the first six visits. Thisisalifetime benefit. Thereafter, outpatient care is covered at 50% of the ValueOptions rate.All care must be certified. The lifetime benefit maximumfor outpatient care is $400,000, which is partofthe total lifetime Comprehensive Medical Benefit maximum of $400,000.

Inpatient Coverage In-Panel Mental health: 30 days room and board100% Miscellaneouscharges 80%

Substance Abuse: 7days detox room and board 100% Miscellaneouscharges 80% up to $1,000 30 days rehab room and board 100% Miscellaneouscharges 80% up to $1,000

Outpatient Coverage In-Panel Mental Health: First Six Visits(lifetime) 100% Unlimitedvisits(thereafter) 50%

Substance Abuse: 30 visits100% (Combined annual limitof$1,000.)

The participantisresponsible for the balance afterValueOptionspays. The lifetimebenefit maximum for substanceabuserehabilitation is 120 days and/or visits.

89 WhenYou Do Not Use aPanel Therapist Non-panel therapists must pre-certify your treatment in order for ValueOptions to reimburse services. If you do not contact the Clinical Referral Lineand seek treatment from apanel therapist, you will be responsible forthe following:

1. In emergencies,you must have your non-panel therapist call ValueOptions Case Registration Department at (800) 353-3572 at the time of admission or within 24 hours of hospitalization to begin the certification process. 2. For outpatient care with an eligible therapist, he/she mustcomplete an Outpatient Treatment Report (OTR)and send it to ValueOptions by the 5th visit if the therapist determines that more than ten visitswill be needed. You or yourtherapist can get OTRs by calling the ValueOptions Customer Servicestaff at (800) 353-3572.

Inpatient mentalhealth and substance abuse care is covered at 50% of the ValueOptions fee schedule for your hospital stay up to thelimits of thePlan,based on certification. The lifetime maximum is $400,000, whichispart of your total Comprehensive Medical Benefit lifetime maximum of $400,000.

Outpatient mental healthvisits are coveredat25% of the ValueOptions rate up to the limits of the Plan. Youmust see apsychiatrist, certified psychologist, or independently licensed social worker,and all care must be certifiedinorder for ValueOptions to reimburse services. The lifetimemaximum for outpatient care is $400,000, which is partofthe totalComprehensive Medical Benefitlifetime maximum of $400,000.

Inpatient Coverage Out of Panel Mental health: 30 days room and board50% Miscellaneouscharges 40%

Substance Abuse: 7days detox room and board50% Miscellaneous charges 40% up to $1,000 30 daysrehab room and board 40% Miscellaneouscharges 40% up to $1,000

Outpatient Coverage Out of Panel Mental Health: Unlimited visits25% Substance Abuse: 30 visits50% (Combined annuallimit of $1,000)

The participant is responsiblefor the balance afterValueOptions pays.The lifetimemaximum for substance abuse rehabilitation is 120days and/orvisits.

90 Exclusions The types of treatment listedbelow are notcovered under thisbenefit: 1. Psychologicaltesting, except when conducted in conjunction with adiagnosed mental health disorder when testing is not available through the local school system. 2. Marriage counseling. 3. Treatment forobesityand weight reduction. 4. Treatmentfor convalescent or custodial care. 5. Any medical or surgical services provided concurrently or in connection with the treatment of mental health or substanceabusecondition.The ICD-9 classificationswill generally be used to determine whether acondition is medical or psychiatric in nature.AnICD-9 classification means the comprehensivelisting of diagnosesbycategoryfound in the InternationalClassification of Diseases, 9th Ed.

I. Medical Necessity Review of Treatment by ValueOptions, Inc. (If your proposed treatment is denied)

ValueOptions will make apreliminary determination as to whetherproposed treatment is medically necessary prior to treatmentbeing provided. If, priortotreatment, ValueOptions determinesthat services are not covered for areasonother than medical necessity ,ValueOptions will mail the participant awritten noticeofaclaim denial in the form set forth in Section III.Ifaparticipant wishes to appealsuch adenial to theBoard of Trustees,then he/she should follow theproceduresset forth in Section IV below.

ValueOptionsonly certifieswhether acovered service is medically necessary for purposes of deciding whatbenefitamount, if any, is payableunder the Plan. Any decision regarding the need to obtain mental health or substance abusecare, like any other medical decision, is the responsibility of you or your treating provider. If ValueOptions determines that treatment is not medically necessary,itwill mail the Participant awrittenclaim denial in the form set forth in SectionIII. You or your treating provider, acting on your behalf, may requestaLevel Ireview of that determination by a ValueOptionsPeer Advisor who was not involved in the earlier decision.Arequest for aLevel I review should be made within two weeks of receiving the initial determination of medical necessity from ValueOptions. When contacting ValueOptions to initiate areview,you or your treating providershouldidentify theparticipant(and the patient if he or she is your dependent), statethat the participant is abeneficiaryunder the FELRA &UFCW Health and Welfare Fund, and request a LevelIreview of the medical necessity determination. ValueOptions willnotify you and your treating provider in writingofthe outcome of the Level Ireview. While you are not obligated to follow ValueOptions’ Level IorLevel II review procedure prior to appealingthe denial to the Board of Trustees,ifyou do choose to requestareviewbyValueOptions,you must do so before submitting your appeal to the Board of Trustees.

91 If you or your treatingprovider, acting on your behalf, are dissatisfiedwith the LevelIreview determination given by ValueOptions, you may request areview of the determination within two weeks from thedate of the Level Ireviewnotification fromValueOptions. Call ValueOptions immediately after you receive adenial fordetails regarding further review procedures. While you arenot obligated to follow ValueOptions’ review procedures prior to appealing your claim denial to the Boardof Trustees,ifyou do choose to request areview by ValueOptions, you must do so before submitting yourappeal to the Fund’s Board of Trustees.

If you are dissatisfied withaValueOptions preliminarydetermination or aLevel IorLevel II review determination that treatment is not medically necessary,you may appealsuch denial to the Board of Trustees ,following the procedures set forth in Section IV below.

II. ValueOptions Review Procedures as to Claimsfor Services Provided-Post Service Claims (Appeals process if your claim is denied.)

ValueOptions will make apreliminary assessment as to whetherservices which have been provided are covered prior to issuingadenial of aclaim for services provided. Examples of theseclaims include, butare not limitedto, reviewofthe ValueOptions preliminary assessmentastothe proper amounttobepaid fortreatment already provided,the preliminary assessment by ValueOptions that no payment should be made to you or yourprovider for services rendered in caseswhere ValueOptions believes that either certification of medical necessity for thattreatment hasrun out or treatmentwas nevercertified as medically necessary,that treatment wasprovidedfor aservice pursuant to adiagnosis that ValueOptions believes to be excluded under the Plan, or that treatment was providedfor aservicedespitethe beliefbyValueOptions that your benefits were exhausted prior to receiving such service. After youreceive the notice from ValueOptions of its preliminary assessment regarding your claim for services provided, you may have it reviewed by ValueOptions, through one levelofreview. If you do not wishtouse theValueOptions review procedure, you may treat that notice of its preliminary assessmentregarding yourclaim for servicesprovided as adenialofthe claim and appeal directly to the Boardof Trustees under the procedures set out in Section IV below. However, if you want to haveyour claim reviewed by ValueOptions, you must do so before appealing to the Board of Trustees.

You may ask ValueOptions for areview of thepreliminary assessment regardingyour claim for services provided by either calling the ValueOptions Service Operations Department at 800-353-3572 or by writing to ValueOptions at: ValueOptions,P.O. Box 1347,Latham, NY 12110, within60days of receiving written notice from ValueOptions of the preliminary assessment that all or part of your claim should be denied.When contacting ValueOptions, you shouldstate that you are aparticipant in the FELRA&UFCW Health and Welfare Fund and are seeking review of its preliminary assessment that all or part of your claim for services provided should be denied.Inacase in which ValueOptions

92 determinesafter its review that services arenot covered, ValueOptions will mailyou awrittennotice of aclaim denial on an EOB in the form set forth in Section III.Ifthe outcomeofthe reviewis unfavorable, you may appeal such denial to the Board of Trusteesby following the procedures set forth in Section IV, below.

III. ValueOptions--DenialofClaims

If ValueOptions denies your claim, it willnotify you in writing within 15 days of the day the claim was made, unless special circumstances beyond the control of ValueOptions requireanextension of time forrenderingafinal decision on yourclaim. If such an extensionoftime is needed, ValueOptions will give you written notice of the extension prior to the termination of the initial 15- day period. Such notice will indicate the circumstances requiringanextension of time,and the date by which ValueOptions expects to render afinaldecision on the claim. In no event shall extension exceed aperiod of 15 days from the end of the initial 15-day period.

Awrittennoticeofyour claim denialwillbemailedtoyou on an explanation of benefits (EOB) by ValueOptions.

Thisnotice of claim denial will contain the followinginformation so you know whythe claim was denied: 1. the specific reason for denial, 2. referencetothe pertinent plan provision(s) on which the denialisbased, 3. adescriptionofadditional materialsyou would needtoperfect your claim, and 4. the steps to take if you want to appeal the denial of yourclaim to the Boardof Trustees and the amount of time you havetodothis, and 5. anotice of your right to bring suit under ERISA if you decide to appealthe denial to theBoardof Trustees and your appeal is denied.

IV.Appeal to the Board of Trustees of ValueOptionsDenial of Claims

When yourclaim has been de nied by ValueOptions, you can appealthe denialdirectly to the Boardof Trustees. If you decide to appealthe ValueOptions denial,you or yourrepresentativemust make a written request to the Board of Trustees to appeal the claim denial within 180 days afteryou receive a written claim denial fromValueOptions. Seethe "ReviewofaDenied Claim" section on page 107 for specific instructions.

93 DEFINITIONS

ACCIDENTAL INJURY. Bodily injury arising out of an accident. All injuries sustained in connection with one accident will be considered one injury. Accidental injury does not include ptomaine poisoning, diseaseorinfection(except pyogenic infection occurringthrough an accidental cut or wound).

AMBULANCE SERVICE.Alicensed privateprofessional ambulanceservice providinglocal ground/surfacetransportation by meansofaspecially designed and equippedvehicleused only for transporting the sick and injured.

ADMINISTRATIVE MANAGER.The company responsiblefor receiving participating employer contributions,keepingeligibility records, paying claims,and providing information to you about the Fund .The companyisAssociated Administrators, LLC,referred to as "the Fund office"throughout this booklet.

CALENDAR YEAR.Acalendar year from January 1st through December 31st.

CARDIAC REHABILITATION.Health carespecializinginthe rehabilitation of persons suffering from angina pectoris or persons who have recently undergone cardiac surgery or who have suffered a heart attack.

COBRA .Consolidated Omnibus Budget Reconciliation Act of 1985. Provides for continuation of benefits under certain circumstancesfor participants and their eligible dependent(s) whenbenefits are lost. Seepage 30

COLLECTIVE BARGAININGAGREEMENT. The agreement or agreements between a participating employer and the United Food andCommercialWorkers Unions, Local 27 or Local 400, which require contributions to the FELRA&UFCW Healthand WelfareFund.

CONCURRENT CARE CLAIM. A pre-service claim related to an ongoing courseoftreatmentora number of treatments over time.

CO-PAYMENT. The out-of-pocket amount aparticipant or dependent is responsible for paying when receiving benefits.

DEDUCTIBLE.The out-of-pocket amount aparticipant or dependent must pay prior to receiving benefits from the Fund.The deductible is the first $200ofcovered medical expenses incurred in a calendar year for sickness or injury .

94 DENTALEMERGENCY. An unforeseen situation requiring dentaltreatment to relieveacondition necessitating immediate care. Includes accidental injuries requiring immediate treatment.

DIAGNOSTIC (PROCEDURE, TEST, SERVICE, STUDY).Amedical procedure, test, service, or study for determiningasickness or condition. Mustbeordered by andperformed by (or under th e direction of) a physician and may not be experimental in nature.

DURABLEMEDICAL EQUIPMENT. Equipment which: 1. can withstand use; 2. is primarily and customarily used to serve amedical purpose; 3. generally is not useful to aperson in the absence of a sickness or injury; and 4. is appropriate foruse in the home.

EFFECTIVE/ELIGIBILITY DATE .According to the Eligibility Rules, the date on which coverage for aretiree or dependent begins.

ERISA. The Employee RetirementIncomeSecurity Act of 1974,and regulations thereunder, as amendedfromtime to time.

EXPERIMENTAL.Adrug, device, medical treatment, or procedure is considered experimental or investigative unless: 1. The approvalofthe U.S. Food andDrug Administration and approval for marketing the drug or device has beengiven at the time the drug or device is furnished; 2. The drug, device, medical treatment, or procedure, or the patient informed consent document utilized with thedrug, device, medical treatment, or procedure, wasreviewed and approved by the treating facility's institutional review board or other such body servingasimilar function,iffederal law requires such review or approval; 3. Reliable evidenceshowsthat the drug, device, medical treatment, or procedureisnot the subject of on-goingPhase IorPhaseIIclinical trials, or the research, experimental study, or investigational arm of ongoing Phase III clinical trials, or is not otherwiseunder study to determine its maximum tolerated dose, its toxicity, its safety, its efficacy, or its efficacyascompared with astandard means of treatment or diagnosis;or 4. Reliable evidenceshows that the prevailing opinionamong experts regarding the drug, device, medicaltreatment, or procedure is thatfurther studies or clinical trials are not necessarytodetermine its maximum tolerated dose, its toxicity, its safety, its efficacy, or its efficacy as compared with a standard means of treatment or diagnosis.

Reliable Evidence shall mean only published reports and articles in authoritativemedical and scientific literature; the writtenprotocols used by thetreating facilityorthe protocol(s) of another

95 facilitystudying substantially the same drug, device, medical treatment, or procedure; or the written informed consent document used by the treatingfacility or by another facility studying substantially the same drug, device, medical treatment, or procedure.

EXPLANATIONOFBENEFITS(EOB).Acomprehensivestatement of how aclaim was processed.

FUND OFFICE.The " Administrative Manager"ofthe Fund (as definedabove) is also referredtoas "the Fund office." AssociatedAdministrators, LLC is the Administrative Manager for this Plan, and acts as the"Fund office."

HOSPICE CARE.Caredesigned for meeting the special physical, spiritual, psychological andsocial needs of dying individuals and their families.

HOSPITAL.Alegally constituted general hospital which provides diagnostic and therapeutic facilities for the surgical and medical diagnosis,treatment, andcareofinjured and sick persons, and which is not, other than incidentally, anursing home or aplace for rest, the aged, substance abusers, or alcoholics. The definitionspecifically includes institutions which provide treatment for pulmonarytuberculosis or for mental disorders.

HOSPITAL CONFINEMENT.Confinementfor which adaily hospital room andboard charge is made, except that adaily hospital room andboard charge is not required if asurgical procedure is performed or if emergency treatment is renderedwithin 48 hours afteran accidental injury.

One period of hospital confinement includessuccessive periods of hospital confinement resulting from the sameorrelated causes unless theyare separated by at least60days. Withrespect to eligibledependents, the confinements must be separated by at least three months.

INCURRED.Acharge will be considered " incurred"onthe date aparticipant receives the service or supply for whichthe charge is made.

INJURY. Bodily injury caused by an accident and resulting, directly and independently of all other causes, in loss which is coveredbythe Plan. All injuries sustained in connection with one accident will be considered one injury.

INPATIENT .Aparticipant or eligible dependent who receives treatment while aregistered bed patient in a hospital or facility, and for whom an overnight room and board charge is made.

MEDICAL CARE.Professional non-surgical servicesrendered by a physician for the treatment of a sickness or injury.

96 MEDICALEMERGENCY .Asituation which arises suddenly and which poses aserious threat to life or health. Medical emergencies includeheart attack, cardiovascular accidents, poisonings, loss of consciousness or respiration,convulsions, and otheracute conditions.The diagnosis or the symptoms, and the degree of severity, must be such that immediatemedical care would normallyberequired.

MEDICALLYNECESSARY OR MEDICALNECESSITY.Those services or supplies provided by a hospital, physician,orotherprovider of health care to identifyortreatthe sickness or injury which has been diagnosed or is reasonablysuspected andwhich are 1) consistent with the diagnosis and treatment of yourcondition, 2) in accordance with standardsofgoodmedical practice, 3) required forreasons other thanconvenience to you, your physician,your hospital ,oranother provider and 4) the most appropriate supply or level of service which can safely be provided to you. When referringto inpatient care, medicallynecessary meansthat your sym ptoms or condition require that those services or supplies cannot be safelyprovided to you on an outpatient basis. The fact that aservice or supply is prescribed by a physician or another providerdoes not alone mean it is medically necessary.

As applied to the Mental Health Benefit program, " medical necessity"also means that aservice or supply is provided at the lowest appropriate level of care for that patient's diagnosed condition in accordance with generally accepted psychiatric and mentalhealth practices and the professionaland technical standards adopted by ValueOptions.

MEDICARE. Benefits under TitleXVIII of theSocial SecurityAct of 1965, as amended from time to time.

MENTAL ILLNESS.Any emotional or mental disorder which, according to generallyaccepted medical professional standards,isamenabletosignificant improvement throughshort-term therapyand as further specified (or limited) in the Schedule of Benefits.

NURSE MIDWIFE.Alicensed registered nurse,certified by the American College of Midwives as qualifiedtorender non-surgical obstetrical care.

OPTOMETRIST. PhysiciansofOptometrywho are registered and licensedinthe respective states in which they practice and who are graduates of accredited Schools of Optometry.

OUTPATIENT. Aparticipant or eligible dependent who receivescovered services in a hospital,but for whom an overnight room and board charge is not made.

PARTICIPATING DENTIST. Adentist who is duly licensed to practice as adentist in the locality in which he or she performs adental service and who has contractedwith GroupDental ServiceofMaryland to provide dental services to participants and their eligible dependent(s).

97 PARTICIPATING EMPLOYER. An employer who is aparty to a Collective Bargaining Agreement or other similar arrangement with the United Food and Commercial Workers Unions, Local 27 or Local 400, which requires contributions to the FELRA &UFCW Health and Welfare Fund.

PEDODONTIC CARE. Dental treatment of childrenunder the age of 4.

PERIODONTIC CARE.Dental treatmentfor gum disease.

PHYSICIAN .Any person, other than aclose relative, who is licensed by the law of the state in which treatment is receivedtotreat the type of sickness or injury causing theexpenses, or loss,for which claim is made. Acloserelative is aspouse, brother, sister, parent or childofaparticipant or eligible dependent.

POST-SERVICE CLAIM. Aclaim for which the treatment or service has already been rendered.

PRE-SERVICE CLAIM. Aclaim which requirespre-authorization, such as a hospital stay or a transplant procedure.

PROSTHETICS.Devices,such as artificial limbs, used to help compensate foraphysical deficiency.

QUALIFIED MEDICAL CHILDSUPPORT ORDER(QMCSO). Amedicalchild supportorder whichcreatesorrecognizesthe existence of an alternate payee's right to receive benefitsfrom thePlan and which complies with the requirements for a QMCSO under ERISA .

SCLEROTHERAPY.Treatment of varicose veins in which asolution is injected directly into ablood vessel, causing it to shut downand disappear.

SICKNESS.Any physical sickness or mental illness.Pregnancy is not automatically considered to be a sickness.There mustbeamedical reason for pregnancy to be consideredasickness.

SURGERY .The performance of generallyaccepted operative and cutting procedures including endoscopic examinationsand otherinvasiveprocedures,the correction of fractures/dislocations,the usual and related pre-operative and post-operative care, and other procedures approved by the Plan.

TRUSTEES. Members of the Boardof Trustees of the FELRA &UFCW Healthand Welfare Fund.

98 UNION. The UnitedFood and Commercial WorkersInternational Union,Locals400 and 27 or any successor by combination,consolidation,ormerger, or any other local union affiliated with the United Food and Commercial Workers International that:1)has aCollective Bargaining or other Agreement with an employer requiring contributions to thetrust establishing the FELRA &UFCW Healthand Welfare 4Fund ("Trust"); 2) has agreed in writing to participate in the Trust or has signed the Trust Agreement; and 3) is accepted for participation in the Plan by the Trustees.

URGENT CLAIM. A pre-serviceclaim for treatment of illness or injury which in volves imminent danger to life,health, or function or which causes the patient to be in extreme pain that,inthe opinion of thepatient’sdoctor, cannot be managed without the treatment requestedinthe claim.

URGENT CONCURRENT CARE CLAIM. An urgent pre-service claim related to an ongoing course of treatment or anumberoftreatments overtime.

USUAL, CUSTOMARY, AND REASONABLE, or UCR. The fee,asdeterminedbythe Fund,which is regularly charged and receivedfor agiven service by ahealth careprovider which does not exceedthe general levelofchargesbeing made by providers of similar training and experience when furnishing treatmentfor asimilar sickness,condition, or injury.The localitywhere the charge is incurred is also considered.

99 PARTICIPANT SERVICES HOTLINE

The Fund has tollfree telephonelines directly to Participant Services so you can:

1. askabout your eligibility and coverage, 2. find out how your claims were processed, and 3. get medical benefitcounseling.

ParticipantServicesrepresentatives can locate yourclaimshistoryinthe computerbyusing your social security number. When you call,have your social security number ready. Also be ready to give your union localnumber and company name. You may callthe number shown below:

Toll Free...... (800) 638-2972

You will be given an option to either access our system using the buttons on your touch-tone phone to check the status of your claim 24 hoursaday, 7days aweek, or to speak with arepresentativedirectly (during officehours).

For more information about the “automated attendant”and how to use it to checkthe status of aclaim, see page 103.

100 CLAIMS FILING AND REVIEW PROCEDURES

If you want to file aclaim for benefits, go to the Claims Procedure at the end of the section describingthe particular benefit. Filingprocedures formedical claims are listedonpage83. The sectionbelow summarizes the general rules which apply to ALL claims for benefits under the Plan.

When You File aClaim 1. Present your FELRA&UFCW Healthand Welfare Fund identificationcard when seeking service from a hospital or physician. 2. The hospital or physician will submit abill directly to the FELRA &UFCW Healthand Welfare Fund when you signthe "Assignment to PayBenefits to aProvider" sectiononyour claim form. This allows the Fund to pay the fee for covered services directly to the hospital or physician. 3. You must either submit an itemized bill or file aclaim (usingaclaim form) in order to be eligible for benefits. 4. If your physician or hospital has not billedthe Fund directly,you must submitanitemized bill or file aclaim for benefits (using aclaim form) with the Fund office .Bills must be fully itemized and on the letterheadstationeryofthe provider of service.Billsmust show the retiree's nameand social security number, patient's name, type of service,diagnosis, date(s)ofservice, and charge per service. Cancelled checks, cashregister receipts, and personalitemizations are not acceptable. 5. If bills are submitted for more than one family member at atime, aseparate itemized bill must be submitted for each individual. 6. Medical claims or itemized bills must be filed within 180 days of the date of service.Ifyour provider agrees to file the claimonyour behalf but failstosubmit the claim to the appropriate entity within the 180-day deadline, causing the claim to be denied, the Fund will defend youagainstany attempts by the provider to collect payment from you. However, in order for the Fund to do so, youmust notify the Fund office within two weeks if you receive abill from the provider for those services or if the provider takes any other action against you. Unless the Fund receivessuch notice from you,itwill not take any action on yourbehalf.Further, in order for the Fund to defend you, you must notify the Fund when you first have action taken against you by the provider. If you do not notify the Fund , you can be held responsible by the provider and the Fund will not defend you. 7. Requests for additional information from the Fund office must be returned withintwo weeks fromthe date mailed to you. 8. The fact that aclaimfor benefits from asource otherthanthe Fund has been filed or is pending does not excuse theseclaims filing requirements. Further, lack of knowledgeofcoverage does not excuse these requirements. 9. If you receive hospital care in aVeterans',Marine, or other federal hospital or elsewhere at government (federal, state,ormunicipal) expense, no benefits are provided under this Plan. However, to the extent requiredbylaw, the Fund will reimburse the VA hospital for care of anon- service related disability if the Fund would normally cover charges for such care and if the claim is properly filed within the appropriate Fund time periods.

101 10. The Fund reservesthe right and opportunity to examine the person whose injury or sickness is the basisofaclaim as often as it mayreasonably requireduring pendencyofthe claim. 11. You willreceive an EOB from the Fund when your claim is processed. Please keep the EOB and refer to it when you have questions regardingyour claim and how it was processed. 12. Keep copies of allsubmittedbills for your records. Original bills will not be returned. 13. Benefit payments will be sent directly to the provider unless they are unassigned and there is evidence of your payment on the bill.

Payment of aClaim When you submit itemized bills or file aclaim usingaclaim form, the Fund office begins to process it as soon as possible after receivingit. If your claim is valid, you have preparedthe claim so we have all the informationnecessarytoprocessit, and it is covered under the Plan,itwill be paid. If we don't pay promptly and an extension is required,you will be notified. This extensionnotice will tell you why the Fund office requires extra time and the approximate date that adecision on your claim is expected.

You will know your medical claim has been processed when you receive an Explanation of Benefits.

102 AUTOMATED ATTENDANT

Use the Automated Attendant System to Check on Your Claim 24 Hours/Day, 7Days/Week

Youcan check on yourclaimsatYOUR conveniencebyusingthe Fund office's "automated attendant" system.Touse the system,call 800-638-2972.Atthe prompt for the automatedattendant, press "one." Follow thepromptstoselectthe option for checkingonthe type of claim you had (Medical,,etc.).

You'll need to have some information ready in order to access your claim. You will need: •the retiree’s Social Security Number •the 4digit PINnumber. The default PINisthe retiree’s month and date of birth (forexample, someone bornonJune first would enter"0601" as his/her PIN). However, you may change your PIN at any timebyfollowing thepromptsinthe system. •the date of birth--month, day and year--ofthe patient . •the date of service for the claim you are questioning. If you don't know the exactdate,you can use the month and year in which the claim was incurred. •the dollar amount of the claim.

Followthe prompts, enteringthe information the system asks for.Ifyour claim has been entered, the systemwilltell you its current status. If it has been processed, the systemwill tellyou when, the dollar amount, and to whomthe payment (if any) was made.Ittakes aboutthree weeks from the date of service for aclaim to be entered into our system (this allows time for the provider to bill us and for the claims adjustors to enter the claim). If there is "no record"ofyour claim, that meansithas not yet been entered in our system. If yourclaim is not in the system and you think it should be, or if you need more information aboutaclaim, simplycall the same 800numberand select "two" at thebeginning of the call. You will be given options for connecting to aParticipant Services representative.Heorshe will be happy to answer anyquestions you may have. Remember, because of the new Privacy Rules, the information you can receive on someone else’s claim (a spouse or anon-minor child) may be limited. See the Fund’s NoticeofPrivacy Practices on page 111 for afull explanation of these rules.

How Long the Fund Has to Respond/Process Your Claim The Department of Labor has issued regulations regarding how long the Fund has to respondtoyour claim, makeadecision, or processyourclaim.These timeframes are described below. Urgent Claims, Urgent Concurrent Care Claims, Pre-Service Claims, andPost-ServiceClaims are all defined in the “Definitions” section starting on page 94.

103 General Information Regarding Benefit Claims For retirees anddependentsnot covered by an HMO, claims for hospital ,medical, prescription, mental health and substance abuse benefits are provided directly by the Fund.The following procedures regarding claimsand appeals apply to these benefits.

Certain claims,such as optical and dental claims, are providedunder insurance agreements between the Fund and specific insurers. However,becausethe Fund is still responsible for determining your eligibilityfor these benefits,you may follow the appealproceduresprovidedbelow for eligibility denials. Further, if you appeal adenial of dental benefits pursuant to the proceduresprovided by Group Dental Service, andthat appealisdenied, pleaserefer to the Appeal ProcedureSection below for additional appeal rights relatingtodental benefit claims.

You may name arepresentative to act on your behalf duringthe claims procedure. To do so, you must notify the Fund in writingofthe representative’s name, address, and telephone number and authorize the Fund to release information(which may include medical information) to your representative. Please contact the Fund office for aform to designate arepresentative. In thecase of an Urgent Careclaim, defined below, ahealth care professional with knowledge of your medical condition will be permitted to act as yourrepresentative. The Fund does not impose any charges or costs to review aclaimorappeal; however, regardless of the outcome of an appeal, neither the Boardof Trustees nor the Fund willbe responsiblefor paying any expenses that you might incur during the course of an appeal.

The Fund and Board of Trustees ,inmaking decisions on claims and on appeal, will apply the terms of the Plan and any applicableguidelines, rules and schedules, and will periodically verify thatbenefit determinations are made in accordance with such documents, and whereappropriate,appliedconsistently withrespect to similarly situated claimants. Additionally, the Fund and Trustees will take into account all information you submitinmaking decisions on claims and on appeal.

If your claim is denied in whole or in part, you are notrequiredtoappealthe decision. However, you must exhaust youradministrative remedies by appealing thedenial beforeyou have aright to bring an action in federal or state court.Failure to exhaust these administrative remedieswill result in the loss of your right to file suit, as described in the ERISA Rights statement in your SPD.

The Fund’s procedures and time limits for processing claimsand for deciding appeals will varydepending upon the type of claim, as explained below. ,The Fund also may request that youvoluntarily extend the periodoftimefor the Fund to make adecision on yourclaim or yourappeal.

104 Claims Review –Types of Claims

1. Pre-Service Claim. A pre-service claim is any claim for benefits under the Plan,the receipt of which is conditioned, in whole or part, on the Fund’s approval of the benefitbefore you receivethe medical care.For example, arequest for servicesfor which pre-certification is required,asdescribedelsewhere in the Summary Plan Description, would be a pre-service claim.

If your pre-service claim is filed improperly, the Fund will notify you of the problem (either orally or in writing,unlessyou request it in writing) withinfive days of the date you filed the claim. The Fund will notify you of its decision on your pre-service claim (whetherapproved or denied) within areasonable period of time appropriate to the medicalcircumstances,but not later than15days after the claim is received by the Fund.The Fund may extend theperiodfor adecision forupto15additionaldays dueto matters beyond the control of the Fund,providedthat the Fund gives you awrittennotice of such extension before the endofthe initial15day period. The notice of an extensionwillset forth the circumstances requiringanextension of time and the datebywhichthe Fund expects to make adecision. If an extension is necessary due to your failure to submit the information required to decide the claim, the notice of extension will specifically describe the required information, andyou will be given at least 45 days from receipt of the noticetoprovide the requested information.

If you do not provide the information requested, or do not properly refile the claim, theFund will decide the claim based on the information it has available, and yourclaim may be denied.

2. Urgent Care Claim. An Urgent Care claim is a pre-service claim that requires shortened time periodsfor making adeterminationwhere the longer timeperiods for makingnon-Urgent Care determinations 1) could seriously jeopardize your life or health or your ability to regain maximum functionor2)inthe opinion of a physician with knowledgeofyour medical condition, would subject you to severepainthatcannotbeadequatelymanaged without thecareortreatmentthat is the subjectofthe claim. It is important to note that the rules for an Urgent Care claim apply only when the Plan requires approval of the benefit before youreceive theservices; these rulesdonot apply if approval is not required beforehealth care is provided,for exampleinthe caseofanemergency. See the Summary Plan Description for more informationonthe Plan’s pre-approval andpre-certificationrequirementsand who you should contact for pre-approval and pre-certification.

If your Urgent Care claimisfiledimproperly or is incomplete, the Fund will notify you of the problem (either orally or in writing, unless you request it in writing) within24hours of the dateyou filed the claim. The Fund will notify you of the decision on your UrgentCareclaim(whether approved or denied) as soon as possible, taking into accountthe medical exigencies, but not later than 72 hours afterthe claim is received by the Fund,unlessyou fail to provide sufficient information to determine whether, or to what extent, benefits are coveredorpayable under thePlan. If the Fund needs moreinformation,the Fund will notify you of the specific information necessary to complete the claim as soon as possible, but not later than 24 hours after receipt of the claim by the Fund.You will be given areasonable amount of time,

105 taking into account the circumstances, but not less than 48 hours, to provide the requested information. The Fund will notify you of its decision as soon as possible, but not later than 48 hoursafter the earlier of 1) the Fund’s receipt of thespecified information or 2) the end of the periodgiventoyou to provide the specifiedinformation. Due to the nature of an Urgent Care claim,you may be notified of adecision by telephone, which willbefollowedbyawrittennotic eofthe same information within three days of the oralnotice.

If you do not provide the information requested, or do not properly re-file the claim, the Fund will have to decide the claim based on the information it has available, and your claim may be denied.

3. Concurrent Care Claim. A Concurrent care claim is arequest for the Fund to approve, or to extend,anongoing course of treatment over aperiod of time or number of treatments, when such approvalisrequiredbythe Plan. If you have been approved by the Fund for Concurrent Care treatment, any reduction or termination of such treatment(other than by Planamendment or termination of the Plan) before the end of the periodoftime or numberoftreatments will be considered denial of aclaim. The Fund willnotify you of thedenial of the claimatatime sufficiently in advance of the reduction or termination to allow you to appeal and obtain adecision on review of the denial of the claim beforethe benefit is reduced or terminated.

Your request to extend acourse of treatment beyond the previously approved period of time or number of treatments that constitutes an UrgentCare claim will be decidedassoon as possible,taking intoaccount medical circumstances, and will be subject to the rulesfor Urgent Care claims (see above), except the Fund will notify you of the decision (whether approvedordenied) within24hours after the Fund’s receipt of the claim, provided that the claimismade to the Fund at least 24 hours before the end of the previously approved period of time or number of treatments.

4. Post-Service Claim . A post-service claim is any claim under the Plan thatisnot a pre-service claim. Typically, a post-service claim is arequestfor payment by theFund after you have receivedthe services.

If the Fund deniesyour post-service claim,inwhole or in part, the Fund will send you anoticeofthe claim denial within areasonable periodoftime, but not later than 30 days after the claim is received by the Fund.The Fund mayextend the period for adecision forupto15additional days due to matters beyond the control of the Fund ,providedthat the Fund gives you awrittennoticeofsuch extensionbefore the end of theinitial 30-day period.The notice of an extension will set forth the circumstances requiring an extensionoftime andthe date by which the Fund expects to make adecision.Ifyour post-service claim is incomplete,the Fund will deny the claim within the 30-day period mentioned above. You may resubmit theclaim, with the necessaryadditional information, at any timewithin 180 days from the date of service.

106 Denial of aClaim With respect to any claim relating to medical, hospital,prescription, mental health and substanceabuse benefits, if the Fund denies the claim,inwhole or in part, the Fund will send you awrittennoticeof thedenial, unless, as noted above, yourclaim is for UrgentCare, thenthis noticemay be oral, followed in writing. The notice will provide 1) the specific reason or reasons for denial;2)reference to specific Plan provisions on which the denial is based; 3) adescriptionofany additional material or informationnecessarytoperfect the claim and an explanation of why such material or informationis necessary; 4) an explanation of the Plan’s claims review procedures and the time limits applicable to such procedures, including the expedited review process applicable to Urgent Care claims; 5) a statement of your right to bring acivil action under Section 502(a)of ERISA following adenial of your appeal; 6) if an internal rule, guideline, protocol, or other similarcriterion was relied uponindenying your claim, astatement that the specific rule, guideline, protocol, or other similar criterion was relied upon in denying the claim and that acopy of the rule, guideline, protocol, or other similar criterion will be providedfreeofcharge upon request; and 7) if the denial is based on adetermination of medical necessity or experimental treatment or similarexclusion or limit, astatement that an explanation of the scientific or clinical judgmentrelatedtoyour condition will be provided free of charge upon request.

Review of aDenied Claim You have the right to appeal adenial of yourbenefit claim to the Fund’s Board of Trustees. Your appeal must be in writingand must be sent to the Board of Trustees at the following address:

FELRA &UFCW Health &Welfare Fund 4301 Garden City Drive, Suite201 Landover, MD 20785-2210

An appeal of an Urgent Care claim (see above)may also be made by telephone by calling (800)638- 2972 or by faxing aletter to (877) 227-3536.

If your claim is denied,you (or your authorizedrepresentative) may, within 180 days from receiptof the denial, request areview by writingtothe Board of Trustees .Pursuant to your right to appeal, you willhavethe right 1) to submit writtencomments, documents, records, and other information relating to your claim for benefits; and 2) upon request, to have reasonable access to, and free copies of, all documents, records, and other informationrelevanttoyour claimfor benefits. In making adecision on review, theBoard of Trustees or acommittee of the Board of Trustees will review and consider all comments, documents, records, and all other information submitted by you or yourduly authorized representative, without regardtowhether such informationwas submitted or consideredinthe initial claim determination. In reviewing yourclaim, the Boardof Trustees will not automaticallypresumethat the Fund’s initial decision was correct, but will independently review yourappeal.Inaddition, if the initial decision was based in whole or in part on amedical judgment (including adetermination whether aparticular treatment, drug,orother item is experimental,investigational,ornot medically necessary or appropriate),the Board of Trustees will consult with ahealthcareprofessionalinthe appropriate

107 medical field who was not the person consulted in the initial claim (norasubordinate of such person) and will identify the medical or vocational experts who provided advice to the Fund on the initial claim.

In the case of an appealofaclaim involving Urgent Careasdefined above, the Boardof Trustees will notify you of the decision on your appeal as soon as possible, taking into account the applicable medical exigencies, but not later than 72 hours afterthe Fund’s receipt of yourappeal.Inthe case of an appeal of a pre-serviceclaim,the Boardof Trustees willnotifyyou of thedecision on yourappeal within a reasonableperiodoftime appropriate to the medical circumstances, but not later than 30 days after the Fund’s receipt of your appeal. The Fund may also request that you voluntarily extendthe period of time for the Boardof Trustees to makeadecision on your appeal.

In the caseofanappeal of a post-service claim,the Board of Trustees or acommitteeofthe Board of Trustees willhear yourappeal at theirnext scheduled quarterly meeting following receipt of your appeal, unless yourappeal was receivedbythe Fund within 30 days of the dateofthe meeting. In that case, yourappeal will be reviewed at the second quarterly meeting following receipt of the appeal. If special circumstances requireanextension of the timefor review by the Trustees ,you will be notified in writing, beforethe extension, of thecircumstances and the date on which adecision is expected. In no event will adecision be made later than the thirdquarterly meeting afterreceipt of yourappeal. The Trustees willsend you awrittennoticeoftheir decision (whetherapproved or denied) withinfive days of the decision.

If the Boardof Trustees has denied your appeal,the noticewill provide1)the specific reason or reasonsfor the denial; 2) references to specific Plan provisions on which the denial is based; 3) a statement that you are entitled to receive, uponrequestand free of charge, reasonableaccess to, and copies of, all documents, records, andother information relevant to your claim for benefits; and4)a statement of your right to bring an action under Section 502(a) of ERISA. In addition, the noticewill state that1)ifaninternalrule, guideline, protocol, or other similar criterionwas relied uponindenying your appeal, acopy of the rule, guideline, protocol, or othersimilar criterionwill be provided free of charge upon request;and 2) if the denialofyour appealwas based on a medical necessity or experimental treatmentorsimilar exclusionorlimit, an explanation will be provided free of charge upon request.

The Board of Trustees has the powerand sole discretion to interpret, apply, construe and amend the provisionsofthe Planand make all factual determinationsregardingthe construction, interpretation and application of the Plan.The decision of the Board of Trustees is final and binding.

Forcertain benefits, before filing an appeal with the Board of Trustees as described above,you may wish to contact the appropriate Fund provideridentified below with any questionsorconcerns that you have regarding the claimdenial. If youchoose to do so, please refer to the relevant sectionofthis booklet, or contact the provider directly, for important information regarding the appropriate procedures, including any timelimits.

108 • Fordeniedmental health and substance abuse claims, you may contact Value Options, c/o Utilization Review Manager, P.O. Box 1347, Latham,NY12110.

• For denied prescription benefit claims, contact NMHC, P.O. Box 1179, PortWashington, NY 11050.

• For certificationdenials made by Optum/CARE Programs, Inc.,you may contact Optum/CARE at 2811 LordBaltimoreDrive,Baltimore, MD,21244,(800) 638-6265.

Whether or not you choose to address yourconcerns to the provider, you have the right to appeala benefit denial to the Board of Trustees as described above. However, if you choose to addressyour concernstothe provider, youmustdosobefore you appeal to the Boardof Trustees and, if you are not satisfied with the results throughthe provider and wish to file an appeal to the Boardof Trustees ,you must do so within 180 days from the day you received the claim denial from the Fund office or other Fund provider. If youdonot choose to address yourconcerns to the provider and wish to appeal directly to the Board of Trustees ,you must do so within180 days from the day you receivedthe claim denialfrom the Fund office.Please rememberthat if you are not able to resolve your concerns by contacting the appropriateprovidernamed below,you must appeal to the Board of Trustees before filing asuitagainstthe Fund.

Special Rule Regarding Appeals of Dental Benefit Claims.Ifyou appealyour dental claim denialto GDS-MDand GDS-MDdenies your appeal, the Fund offers an additional level of appeal by the Board of Trustees that is entirelyvoluntary.Please note the following about the Fund’s voluntary levelof appeal for dental claims: • Upon requestand free of charge, the Fund will provideyou with sufficient informationrelating to the voluntarylevel of appeal to enableyou to makeaninformed judgment about whether to submitadental benefit disputetothe voluntary level of appeal,including astatement that your decision as to whether to submit your dental benefit dispute to the voluntarylevel of appeal will have no effect on your right to anyother benefits underthe Plan, informationabout theapplicable rule, your right to representation, the process for selecting the decision maker, and the circumstances, if any,that may affect the impartiality of the decision, such as financial or personal interests in the result or any past or present relationship to any party to the review process.

• You may elect to file avoluntary appeal to theBoard of Trustees only afteradenial of your appeal by GDS-MD.

• Duringthisvoluntary appeal process, the time that it takes to decide your appeal will not be counted againstyou in determining whether any lawsuit that you file afterwardisbrought in a timely manner.

109 Yourvoluntary appealmust be submittedinwritingtothe Board of Trustees within 45 days of the date you receive your appealdenial from GDS-MD. The Boardof Trustees or acommittee of the Board of Trustees will hear your appeal at their next scheduled quarterly meeting following receiptofyour appeal, unless your appealwas received by the Fund within30days of the date of the meeting. In that case, your appeal will be reviewed at the second quarterly meeting following receiptofthe appeal. If special circumstancesrequireanextension of the timefor review by the Trustees ,you will be notifiedinwriting, before theextension, of the circumstances and the date on which adecision is expected. In no eventwill adecision be made laterthan the third quarterly meeting afterreceipt of yourappeal.The Trustees will send you awrittennoticeoftheir decision (whether approved or denied) within five days of the decision.

110 NOTICE OF PRIVACY PRACTICES

THIS NOTICE DESCRIBES HOW MEDICALINFORMATION ABOUT YOU MAY BE USED AND DISCLOSED AND HOW YOU CAN GET ACCESS TO THIS INFORMATION. PLEASE REVIEW IT CAREFULLY.

THE PLAN’S COMMITMENTTOPRIVACY

The Food Employers Labor Relations Association &UnitedFood and CommercialWorkers Healthand WelfareFund (the “Plan”) is committed to protecting the privacy of your protectedhealth information (“health information”).Healthinformation is informationthat identifiesyou andrelates to your physical or mentalhealth,ortothe provision or paymentofhealth services foryou. In accordance with applicablelaw, you have certain rights, as described below, related to your healthinformation.

This Notice is intended to inform you of the Plan’s legal obligations under the federal health privacy provisions contained in the HealthInsurance Portability and Accountability Act of 1996 (“HIPAA”) and the related regulations (“federal health privacy law”):

• to maintain the privacy of yourhealth information; • to provide you with this Noticedescribing its legal duties and privacy practices with respect to your health information;and • to abide by the terms of this Notice.

This Notice also informs you how the Plan uses and discloses your health information and explains the rights that youhave with regard to your health information maintained by the Plan. For purposes of this Notice,“you”or“your” refers to participants and dependents who are eligiblefor benefits under the Plan.

INFORMATIONSUBJECTTOTHIS NOTICE

The Plan providesnot only healthcare benefits but othernon-health care benefits, such as life insurance, accidentaldeath &dismemberment benefits and accident &sickness benefits. It is intent of the Plan,aspermitted by the privacy regulationsissued under HIPAA, to limit the application of those regulations to thehealth carecomponents of the Plan. Thus, the components under thePlan subject to the HIPAAprivacy regulations shallinclude all the health care components of the Plan, including the major medical benefits, hospitalization, pharmacy drug program, vision benefits, dental benefits, and mental health and substance abuse benefits but shall not includethe non-health care components.

The Plan collectsand maintains certain health information about you to help provide health benefits to you, as well as to fulfilllegaland regulatory requirements. The Plan obtains this health information,

111 whichidentifies you, from applicationsand other formsthat you complete, through conversationsyou mayhave withthe Plan’s administrative staff and health careprofessionals,and from reports and data provided to the Plan by health care service providers or other employee benefitplans. This is the information that is subject to the privacy practices described in this Notice. The health information the Plan has about you includes, among other things, your name,address, phonenumber, birthdate, social security number, employment information, and medical and health claims information.

SUMMARYOFTHE PLAN’S PRIVACY PRACTICES

ThePlan’s Uses and Disclosures of YourHealthInformation The Plan uses your health information to determine youreligibility for benefits, to process and pay your health benefitsclaims, and to administer its operations. The Plan discloses your health informationtoinsurers, third partyadministrators, and health care providers for treatment,payment and health careoperations purposes. The Plan may also disclose your healthinformation to third parties thatassist the Planinits operations, to government and law enforcement agencies,toyour familymembers,and to certain otherpersons or entities.Under certain circumstances,the Plan will only useordisclose yourhealthinformation pursuant to yourwritten authorization.Inothercases authorization is not needed.The details of the Plan’s uses and disclosures of your healthinformation are described below.

Your RightsRelated to YourHealthInformation Thefederal health privacy law provides you with certain rights related to yourhealth information. Specifically, you have theright to: Inspect and/orcopy yourhealth information; Request that your health informationbeamended; Request an accounting of certain disclosures of your healthinformation; Requestcertain restrictions related to the use and disclosure of your health information; Request to receive your health information through confidentialcommunications; Fileacomplaint with the Fund office or the Secretary of the Department of Health and Human Servicesifyou believe that yourthat privacy rightshave been violated; and Receive apaper copy of this Notice.

These rights and how you mayexercise them are detailedbelow.

Changes in the Plan’s Privacy Practices ThePlanreserves the right to change its privacypracticesand revisethis Notice as described below.

Contact Information If you haveany questions or concerns about the Plan’s privacy practices, or about this Notice, or if you wish to obtain additional information about the Plan’sprivacy practices, please contact:

112 HIPAAPrivacy Officer Associated Administrators, LLC 911 Ridgebrook Road Sparks, MD 21152-9451 (410) 683-6500

DETAILED NOTICE OF THE PLAN’S PRIVACY POLICIES THE PLAN’SUSES AND DISCLOSURES

As described in this section, unless you have otherwise authorized, the Plan only uses and discloses your healthinformation for the administration of the Plan, the processing of your health claims,and for theotherpurposesprovidedfor by federal privacy law.

Uses and Disclosuresfor Treatment, Payment, and HealthCare Operations 1. For Treatment. While the Plan does not anticipate makingdisclosures “fortreatment,”if necessary, the Plan may make such disclosures without your authorization. For example, the Plan may disclose your health information to ahealth care provider, such as a hospital or physician,toassist the provider in treating you.

2. For Payment. ThePlan may use and disclose yourhealth informationsothat claims for health caretreatment, services and suppliesthatyou receivefromhealth care providers can be paidaccording to the Plan’sterms. For example, the Plan may share your enrollment, eligibility, and claims information with its thirdparty administrator Associated Administrators,LLC. (“Associated”) so thatit may process your claims. ThePlan, may use or disclose yourhealth information to health ca re providers to notify them as to whethercertain medical treatment or other health benefits are covered under the Plan. Associated also may disclose your health information to other insurers or benefit plans to coordinate payment of yourhealth carecla ims with otherswho may be responsible for certain costs.

In addition, Associated may disclose your health information to claims auditors to review billing practices of health care providers, and to verify the appropriateness of claims payment.

3. For Health Care Operations.The Plan may use and discloseyour health information to enable it to operate efficiently and in the best interest of its participants. For example,the Plan, maydisclose your health information to actuaries and accountants for business planning purposes, or to attorneys who are providing legal services to the Plan.

Uses and Disclosures to Business Associates The Plan shares health information about you withits “business associates,”which are third parties that assist the Planinits operations. The Plan discloses information, without your authorization, to its

113 business associates for treatment, payment and health care operations. For example,the Planshares your health information withAssociated so that it may process your claims.The Plan may disclose your health informationtoauditors, actuaries, accountants, and attorneys as describedabove. In addition, if you are anon-Englishspeaking participantwho has questions about aclaim, the Plan may disclose your health in formation to atranslator;and Associated may provide namesand address information to mailing services.

The Plan enters intoagreements with its businessassociates to ensure that the privacy of your health information is protected. Similarly, Associated contracts with the subcontractorsituses to ensure that the privacy of yourhealth informationisprotected.

Uses andDisclosurestothe Plan Sponsor The Plan may disclose your health information to the Plan Sponsor, whichisthe Plan’s Board of Trustees,for plan administration purposes, such as performing qualityassurance functions and evaluating overall funding of the Plan, withoutyour authorization. The Plan also may disclose your health information to the PlanSponsor forpurposesofhearing anddeciding yourclaims appeals. In order to receive any health information, the Plan Sponsor has certified to the Plan that it will protect your health information and that the Plan documents reflect its obligation to protect the privacy of your health information.

Other Usesand Disclosures ThatMay Be Made Without Your Authorization As described below,the federal health privacy lawprovidesfor specific uses or disclosures that the Plan, maymake without your authorization.

1. RequiredbyLaw.Yourhealthinformation may be used or disclosed as required by law. For example, yourhealth information may be disclosed for thefollowing purposes: For judicialand administrative proceedings pursuanttocourt or administrative order, legal process and authority. To report information related to victims of abuse, neglect,ordomesticviolence. To assistlaw enforcement officials in their law enforcement duties.

2. Healthand Safety. Your health informationmay be disclosedtoavert aserious threat to the health or safetyofyou or any otherperson. Your health information also may be disclosed for public health activities, such as preventing or controllingdisease, injury or disability, andtomeet the reportingand tracking requirementsofgovernmental agencies, such as the Foodand Drug Administration.

3. Government Functions. Your health information may be disclosed to the government for specializedgovernment functions,such as intelligence, national security activities, securityclearance activitiesand protection of public officials.Your health information also may be disclosed to health oversightagencies for audits, investigations, licensureand other oversight activities.

114 4. Active Membersofthe Military and Veterans.Your health information may be used or disclosed in ordertocomply with laws andregulations relatedtomilitaryservice or veterans’ affairs.

5. Workers’ Compensation. Your health information may be used or disclosed in order to comply with laws and regulations related to Workers’ Compensation benefits.

6. Emergency Situations.Your healthinformationmay be usedordisclosed to afamily member or close personalfriend involved in your care in the event of an emergency or to adisaster relief entity in the event of adisaster.

7. Others Involved In Your Care.Under limitedcircumstances, your health informationmay be used or disclosed to afamilymember, closepersonal friend,orothers who the Plan has verified are directly involved in your care (for example,ifyou areseriously injured and unable to discussyour case with the Plan). Also, upon request, Associated may advise afamily member or close personal friend about your general condition,location (such as in the hospital )ordeath. If you do notwant this information to be shared, you mayrequest that thesedisclosuresberestricted as outlined later in this Notice.

8. PersonalRepresentatives.Your health informationmay be disclosed to people that you have authorized to act on your behalf, or people who have alegal right to act on yourbehalf. Examples of personalrepresentatives areparents for un-emancipated minors and those who have Power of Attorney for adults.

9. Treatment and Health-Related BenefitsInformation.The Plan and its business associa tes, including Associated, may contact you to provide informationabout treatment alternativesorother health-related benefitsand servicesthat may interest you, including, for example, alternative treatment, servicesand medication.

10. Research.Undercertain circumstances, yourhealth informationmay be used or disclosed for research purposes as long as the procedures required by law to protect the privacy of the research data arefollowed.

11. Organ,Eye and Tissue Donation.Ifyou are an organ donor, your health information may be used or disclosed to an organ donor or procurement organization to facilitate an organ or tissue donation or transplantation.

12. Deceased Individuals.The health information of adeceased individual may be disclosed to coroners, medical examiners, and funeral directorssothat those professionals can perform theirduties.

Uses and Disclosures forFundraising and Marketing Purposes

115 ThePlanand its businessassociates,including Associated, do not use your health information for fundraisingormarketing purposes.

AnyOther Uses and Disclosures Require Your Express Authorization Uses and disclosures of your health information other than those describedabove will be made only with your expresswritten authorization.You may revoke your authorization to use or disclose your health information in writing. If you do so, the Plan willnot use or disclose your health information for the purposes authorized by therevoked authorization, except to the extent that the Plan alreadyhas reliedonyour authorization. Onceyour health information has been disclosed pursuant to your authorization, the federal privacy law protectionsmay no longer apply to the disclosed health information,and thatinformation maybere-disclosed by the recipient without your knowledge or authorization.

YOUR HEALTH INFORMATION RIGHTS

You have the following rights regarding your health information that the Plan creates, collectsand maintains.Ifyou arerequiredtosubmit awrittenrequest related to these rights, as described below, you should address such requests to:

HIPAA Privacy Officer Associated Administrators, LLC 911 Ridgebrook Road Sparks, MD 21152-9451 (410) 683-6500.

Right to Inspect and Copy Health Information You have theright to inspect and obtain acopy of your health record.Your healthrecord includes, amongother things, health information about your Plan eligibility, plan coverages, claim records, and billing records.

To inspect and copy your health record, submit awritten request to theHIPAA Privacy Officer. Upon receipt of yourrequest, the Plan will send you aClaims History Report, which is asummary of your claims historythat covers the previoustwo years. If you havebeen eligiblefor benefits forless than twoyears,then theClaims History Report will coverthe entireperiod of yourcoverage.

If you instead want to inspect and/or obtainacopy of some or all of your underlying claims records, which include information such as your actual claims and your eligibility/enrollmentcard and is not limited to atwo year period, statethat in yourwritten request, and that request will be accommodated. If you request acopy of your underlyinghealth record or aportion of your health record, the Plan will charge youafee of $.25 per page for the cost of copying and mailing the response to yourrequest.

116 In certain limitedcircumstances, the Plan may deny your request to inspect and copy yourhealth record. If thePlan does so, it will inform you in writing.Incertain instances,ifyou are denied access to yourhealth record,you may request areview of the denial.

Right to Request That Your Health Information Be Amended You have the right to request that your health information be amended if you believe the information is incorrectorincomplete.

To request an amendment, submit adetailed written request to the HIPAA Privacy Officer.This request must provide thereason(s) that support your request. The Plan may deny yourrequestifitis not in writing, it doesnot provideareason in support of the request, or if you have asked to amend information that: Was not created by or for the Plan,unless you provide the Fund with information that the person or entitythat created the informationisnolongeravailable to make the amendment; Is not part of the healthinformation maintained by or for the Plan; Is not partofthe health record information that you would be permittedtoinspect and copy; or Is accurate and complete.

The Plan will notifyyou in writingastowhetheritaccepts or denies your request for an amendment to your healthinformation.Ifthe Plan denies your request, it will explain how you can continue to pursue the denied request.

Right to an Accounting of Disclosures You have the righttoreceive awrittenaccounting of disclosures. The accounting is alist of disclosures of your health information by the Plan, includingdisclosures by Associated to others, except that disclosuresfor treatment, payment or health care operations, disclosuresmade to or authorized by you, and certain other disclosures are not part of the accounting. The accounting covers up to six years prior to the date of your request, except, in accordance with applicable law, the accounting will not include disclosures made before April 14, 2003. If you want an accounting that coversatime period of less than six years, please state that in yourwrittenrequest foranaccounting.

To request an accountingofdisclosures,submit awritten request to the HIPAAPrivacyOfficer. The first accounting that you request within atwelve month period will be free. Foradditionalaccountings in atwelve monthperiod, youwill be charged for the cost of providing the accounting, but Associated will notify you of the cost involved beforeprocessing theaccounting so that you can decide whetherto withdraw yourrequest before any costs are incurred.

Right to Request Restrictions You havethe right to request restrictionsonyour health care information that the Planusesordiscloses aboutyou to carryout treatment,paymentorhealth care operations. You also have the right to request

117 restrictionsonyour health information that Associated discloses to someone who is involved in your care or the payment for your care, such as afamily member or friend.The Plan is not required to agree to your request for such restrictions,and the Plan mayterminate its agreementtothe restrictions you requested.

To request restrictions,submitawrittenrequest to the HIPAAPrivacy Officer that explainswhat information you seek to limit, and how and/or to whom you would like the limit(s) to apply. The Plan willnotify you in writing as to whetheritagrees to yourrequest for restrictions, and when it terminates agreement to any restriction.

Right to Request Confidential Communications, or Communications by Alternative Means or at an Alternative Location You havethe righttorequest that your health information be communicated to you in confidenceby alternative means or in an alternative location. Forexample, you can ask that you be contactedonly at work or by mail, or that you be provided with access to your health information at aspecific location.

To request communications by alternative means or at an alternative location, submit awrittenrequest to the HIPAA Privacy Officer.Yourwritten request shouldstate thereason foryour request, and the alternative means by or locationatwhich you would like to receive your health information. If appropriate, your request should state thatthe disclosure of all or part of the information by non- confidential communications couldendanger you. Reasonablerequests will be accommodated to the extentpossibleand you willbenotified appropriately.

Right to Complain You havethe righttocomplain to the Plan and to the Department of Health and Human Services if you believe yourprivacy rightshave been violated. To file acomplaint with the Plan, submit awritten complainttothe HIPAA Privacy Officer listed above.

You willnot be retaliated or discriminated against and no services, payment, or privileges will be withheld from you because you fileacomplaint with the Plan or withthe Department of Health and HumanServices.

Right to aPaper Copy of ThisNotice You have the right to apaper copyofthis Notice. To make such arequest, submit awrittenrequest to the HIPAAPrivacyOfficer listed above. You may also obtainacopy of this Notice at Associated’s website, www.Associated-Admin.com.

118 CHANGES IN THE PLAN’S PRIVACY POLICIES

The Plan reserves the right to change itsprivacypracticesand make the new practices effective for all protectedhealth information that it maintains,includingprotected health information that it created or received priortothe effective date of the change and protected health information it may receiveinthe future. If the Plan materiallychanges any of its privacy practices, it will revise its Notice and provide you with the revised Notice, eitherbyU.S. Mailore-mail, within sixty days of the revision. In addition, copies of the revisedNoticewill be madeavailable to youupon your written request andwill be posted for review near the front lobby of Associated’s officesinSparks, Maryland and Landover, Maryland. Any revised notice will also be availableatAssociated’s website, www.Associated- Admin.com .

EFFECTIVE DATE ThisNotice is effective as of April 14, 2003, and will remain in effect unlessand until the Plan publishesarevised Notice.

119 YOUR RIGHTS UNDER ERISA

As aparticipant of the FELRA &UFCW Healthand Welfare Fund, you are entitled to certain rights and protections under theEmployee Retirement Income Security Act of 1974,asamended (ERISA). The Board of Trustees compliesfully with this law and encourages you to first seek assistancefrom the Fund office when you have questions or problems that involve the Plan.

ERISA provides thatall plan participants shall be entitled to:

Receive Information about Your Plan and Benefits This Planismaintained pursuantto Collective Bargaining Agreements. Acopy of thesedocuments may be obtained by participantsand beneficiaries upon writtenrequest to the Fund office. The documents are also available for examination by participants and dependents.

Examine,withoutcharge, at the plan administrator’s office and at other specified locations, such as worksites and union halls, alldocuments governing the plan, including insurance contracts and Collective Bargaining Agreement s, and acopy of the latest annual report(Form 5500 Series)filedby the plan with the U.S.Department of Laborand availableatthe Public Disclosure Room of the Employee Benefits Security Administration.

Obtain,upon written request to the plan administrator, copies of documentsgoverning theoperation of the plan, including insurance contracts and collective bargainingagreements,and copies of the latest annualreport (Form5500 Series)and updatedsummary plan description . The administrator maymake areasonable charge for the copies.

Receive asummary of the plan’s annual financial report. The plan administrator is required by law to furnisheach participant with acopy of thissummary annualreport.

Continue Group Health Plan Coverage Continue healthcare coverage foryourself, spouse or dependents if there is aloss of coverage under the plan as aresult of aqualifying event. You or your dependents mayhave to payfor such coverage. Review thissummary plan description and the documents governing the plan on the rules governing your COBRA continuation coverage rights.

Reduction or elimination of exclusionary periods of coverage for preexisting conditions under your group health plan,ifyou have creditable coveragefrom anotherplan. You should be provided a certificate of creditable coverage, free of charge, from yourgroup health plan or health insurance issuer whenyou losecoverageunder the plan, when youbecome entitled to elect COBRA continuation coverage, when your COBRA continuation coverage ceases,ifyou request it before losing coverage, or if you request it up to 24 monthsafter losingcoverage. Without evidence of creditable coverage, you

120 may be subject to apre-existing condition exclusion for12months (18 months for late enrollees) after your enrollment date in your coverage.

PrudentActions by Plan Fiduciaries In addition to creatingrights forplan participants ERISA imposes duties upon the people who are responsiblefor the operation of the employee benefitplan. The people who operate yourplan, called “fiduciaries” of the plan, have aduty to do so prudently and in the interest of you and other plan participantsand beneficiaries. No one, including your employer, your union,orany other person, may fire you or otherwisediscriminateagainstyou in any way to prevent you from obtaining awelfare benefit or exercising your rights under ERISA.

Enforce Your Rights If your claimfor abenefit is denied or ignored, in whole or in part, youhave aright to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules.

Under ERISA ,thereare steps you can take to enforcethe above rights.For instance,ifyou request a copy of plan documents or the latest annual reportfrom theplan and do not receivethem within30 days, you may file suit in aFederal court. In such acase, the courtmay requirethe planadministrator to providethe materials and pay you up to $110 aday until you receivethe materials, unlessthe materials werenot sentbecauseofreasons beyondthe control of the administrator. If you have aclaim for benefits which is denied or ignored, in whole or in part, you may file suit in astate or Federal court. In addition,ifyou disagree with the plan’s decision or lackthereofconcerning the qualified status of amedical child support order, you may file suit in Federal court. However,ifyou have a denied claim or disagree with the Plan’s decision regarding an order, you must appealthese decisions within the plan’s time limits beforeyou can bring suit. If it should happen that plan fiduciaries misuse the plan’s money, or if you arediscriminated against forasserting yourrights, you mayseek assistance from the U.S. Department of Labor, or you may file suit in aFederal court. The courtwill decide who should pay the court costs and legal fees. If you are successful the court may order the person you havesued to pay these costs and fees.Ifyou lose, the court may order you to pay these costs and fees, for example,ifitfindsyour claim is frivolous.

Assistance with Your Questions If you have any questionsabout your Plan, you should contact the plan administrator. If you have any questions about this statementorabout your rights under ERISA,orifyou need assistance in obtaining documentsfrom theplan administrator, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in yourtelephonedirectoryorthe Division of Technical Assistance and Inquiries, Employee Benefits SecurityAdministration, U.S. Department of Labor,200 Constitution Avenue N.W., Washington, D.C. 20210. You may alsoobtaincertain publications about your rights and responsibilitiesunder ERISA by calling the publications hotline of the Employee Benefits Security Administration.

121 PARTICIPATING EMPLOYERSAND UNIONS

GiantFood, LLC Super*Fresh 6300 Sheriff Road –Dept. 595 1506Woodlawn Drive Landover, MD 20785 Baltimore, MD 21207

Food-a-Rama-Basics UFCW Local 27 8601 Liberty Road 21 West Road Randallstown, MD 21133 Baltimore, MD 21204

Safeway, Inc.UFCW Local400 4551 Forbes Boulevard 4301 Garden City Drive Lanham, MD 20706 Landover,MD20785

Shoppers Food Warehouse 4600 Forbes Boulevard Lanham, MD 20706

Participantsand beneficiariesmay obtainacomplete list of the participating employers and unions sponsoring the Fund by making awritten request to the Fund office,and such list is available for examinationbyparticipants and beneficiaries.

122 TELEPHONE NUMBERS

Translation servicesare available when you call Participant Services if English is not yourprimary language. Si ingles no es su lenguaje principal, servicios de traducciónson disponibles cuando usted llame al Servicios Participantes al 1-800-638-2972.

Fund Office Participant Services/Eligibility...... (800) 638-2972

Fund Office -- Sparks Local Line...... (410) 683-6500 Landover Local Line ...... (301) 459-3020

Optum/CARE Programs ...... (800) 638-6265

Dental Information &Provider Search GroupDental Service...... (800) 242-0450

Health Dialog...... (866) 469-6331

NMHC Rx (Prescription Claims) …………………………………………...... (888) 354-0090 Ascend Program...... (800) 850-9122

OneNet PPO, LLC (Alliance PPO)...... (800) 342-3289

United Optical/Spectera (Optical Appointments) Local400 Locations...... (301) 459-8278 Cumberland...... (301) 729-2243 Hagerstown...... (301) 790-3877 Salisbury...... (301) 742-6148 For Other Locations or LongDistance...... (800) 638-3120

ValueOptions...... (800) 353-3572

123 ADDRESSES

Local 27 Participants—Write:

FELRA &UFCW Healthand Welfare Fund 911 Ridgebrook Road Sparks, MD 21152-9451

Local 400 Participants—Write:

FELRA &UFCW Healthand Welfare Fund 4301 GardenCity Drive,Suite 201 Landover, MD 20785-2210

If you use aOneNet provider, send your medical claimsto:

OneNet PPO, LLC P.O.Box 936 Frederick, MD 21705-0936

For otherclaimsormedical-claims-related correspondence, send to:

FELRA &UFCW Healthand Welfare Fund 911 Ridgebrook Road Sparks, MD 21152-9451

124