November 2001

2002 Summary of Benefit Plan Changes

For Airborne Express

Effective January 1, 2002

This 2002 Summary of Benefit Plan Changes is an update of the changes to the Airborne Express employee benefit plans that take effect January 1, 2002. This document, the 2001 Employee Benefits book and the enrollment materials prepared by certain insurance companies summarize employee benefits and rights under the plans. If there is any discrepancy between this summary and plan document, the plan documents will control.

Benefits under the Enhanced PPO plan will be paid through United HealthCare.

Eligible employees will pay a monthly contribution to enroll in the Enhanced PPO Plan. The schedule of employee contributions is attached. The monthly contribution will be automatically deducted on a pre-tax basis.

When you see a network provider, the Plan pays 100% for physician services after you pay a $15 copay per office visit. The deductible does not apply. That means you don’t need to meet the deductible before physician services are covered at 100%.

When you see a non-network provider, the Plan pays 60% of reasonable and customary (R&C) charges for physician services, after the annual deductible is satisfied.

Using your card, your copayment will be $10 for generic equivalents and $30 for brand names at United HealthCare participating pharmacies for a 31-day supply. From the Pharmacy Mail Service you receive a 90-day supply for the cost of a 60-day copay. Your mail-order copay will be $20 for generic equivalents and $60 for brand names.

You will only be responsible for paying the cost of the drug if it is less than the copay amount.

Copays for prescription drugs and medicines do not count toward your deductible or coinsurance maximum.

There is no prescription drug benefit if you go to a non-network pharmacy.

When you see a network provider, the Plan pays 100% after you pay a $15 copay per office visit. The deductible does not apply. The maximum preventive coverage remains at $300 per person per calendar year.

When you see a non-network provider, preventive care is not covered.

Well baby care is covered at 100% after a $15 copay for network visits up to the child’s 2^nd birthday. After the 2^nd birthday, the $300 maximum applies. There is no well baby care coverage for non-network providers.

The skilled nursing benefit will be covered up to 120 days per calendar year.

Hospital charges for emergency room treatment are covered at 100% after a $75 copayment. The copayment will not be waived if you are admitted.

Your health plan covers emergency services necessary to screen and stabilize a covered person if a prudent layperson acting reasonably would have believed a true emergency existed. If you receive emergency room services for conditions that are not true emergencies, the $75 copayment will still apply, and the coverage will be reduced to 80% of the fee at a network facility or 60% of reasonable and customary (R&C) charges at a non-network facility after the $100 deductible has been satisfied.

The $500 Special Accident Benefit has been discontinued. Accidents are covered under the Hospital Emergency Room benefit or the Urgent Care Center benefit. Please refer to the Emergency Room or Urgent Care section for benefit coverage in case of accident.

The Plan covers urgently needed health services at network urgent care centers at 100% after a $30 copayment per visit. If you visit a non-network urgent care center, the plan pays 60% of the Reasonable and Customary Charge after the deductible is satisfied. An urgent care center is a freestanding or hospital-based facility that provides health services to prevent serious deterioration of your health as a result of unforeseen sickness, injury or onset of symptoms. When your situation is not an emergency but you need care right away – such as a sprain, moderate wounds or uncontrolled fever – an urgent care center may be appropriate.

Non-network Physical, Speech, Occupational and Respiratory Therapy will be covered at 60% of R&C. Non-network infertility will be covered at 60% of R&C.

For Outpatient Mental Health/Chemical Dependency, the copayment is $15 if you see a network provider. The non-network benefit remains at 50% of R&C.

he Traditional Plan has been discontinued. Employees currently enrolled in the Traditional Plan must complete a new enrollment form to change to the Basic PPO Plan or Enhanced PPO Plan. If your employee Benefits Department does not receive an enrollment form by the Open Enrollment deadline of November 26^th, you and your covered dependents will default to the Basic PPO medical plan, Traditional dental plan (if eligible), and Vision plan (if eligible). Your required contribution will be deducted from your paycheck on a pre-tax basis.

This is a new plan effective 1/1/2002. Benefits under the Basic PPO medical option will be paid through United HealthCare.

Employees will pay a monthly contribution to enroll in the Basic PPO Plan. The schedule of employee contributions is attached. The monthly contribution will be automatically deducted on a pre-tax basis.

When you see a network provider, the Plan pays 80% for physician services and you pay 20% per visit after the annual deductible has been satisfied.

When you see a non-network provider, the Plan pays 60% of reasonable and customary (R&C) charges for physician services, after the annual deductible has been satisfied.

Using your card, you will pay 20% for generic equivalents and 40% for brand names at United HealthCare participating pharmacies for a 31-day supply. The plan pays 80% for generic and 60% for brand names.

From the Pharmacy Mail Service, you can receive a 90-day supply for the cost of a 60-day copay. Your mail-order copay will be 20% of the 60-day cost for generic equivalents or 40% of the 60-day cost for brand names.

Deductible and coinsurance maximums do not apply to prescription drugs.

There is no prescription drug benefit if you go to a non-network pharmacy.

Preventive care is not covered except for the following:

-The plan will cover in network at 80% after the deductible has been satisfied, for routine, preventive mammography for a breast cancer screening or for diagnostic purposes for a covered female when referred by a doctor, subject to the following limitations:

-One baseline mammogram for a covered female between the ages of 35 to 39 inclusive

-One mammogram every two calendar years for a covered female between the ages of 40 to 49, inclusive, or more often if required by a doctor

-One mammogram every calendar year for a covered female age 50 and over.

-The plan will cover in network at 80%, after deductible, for routine Pap tests, limited to one per calendar year.

Expenses for office visits solely for the purpose of providing a routine pap test or mammography are not covered.

No coverage is provided for non-network preventive care.

No coverage is provided for well baby care.

Hospital coverage is covered at 80% for network care, after the deductible is satisfied. Non-network is covered at 60% of Reasonable and Customary after the deductible is satisfied.

The skilled nursing benefit will be covered at 80% in network for up to 120 days per calendar year after the deductible has been satisfied.

Hospital charges for emergency room treatment are covered at 80% after the deductible has been satisfied.

Your health plan covers emergency services necessary to screen and stabilize a covered person if a prudent layperson acting reasonably would have believed a true emergency existed. If you receive emergency room services for conditions that are not true emergencies, the coverage will be reduced to 60% after deductible in network or 60% of reasonable and customary (R&C) after the deductible has been satisfied for non-network care.

Refer to Emergency Room or Urgent Care sections for benefits coverage in case of accident.

The Plan covers urgently needed health services at network urgent care centers at 80% per visit after the deductible has been satisfied. If you visit a non-network urgent care center, the plan pays 60% of the Reasonable and Customary (R&C) charge after the annual deductible has been satisfied. An urgent care center is a freestanding or hospital-based facility that provides health services to prevent serious deterioration of your health as a result of unforeseen sickness, injury or onset of symptoms. When your situation is not an emergency but you need care right away – such as a sprain, moderate wounds or uncontrolled fever – an urgent care center may be appropriate.

Physical, Speech, Occupational and Respiratory Therapy will be covered at 80% for in network providers after the deductible has been satisfied, or for non-network providers 60% of reasonable and customary (R&C) charges after the deductible has been satisfied. Infertility services will be covered at 80% for in network providers after the deductible has been satisfied, or for non-network providers at 60% of R&C after the deductible has been satisfied.

For Mental Health/Chemical Dependency, the plan pays 80% for in network providers, and 50% of R&C for non-network providers. Deductible and coinsurance maximums do not apply.

The annual deductible will be $500 employee/$1,000 family. The deductible applies to all services except Outpatient Prescription Drugs and Mental Health and Chemical Dependency benefits.

The annual Out of Pocket (coinsurance) maximum will be $3,500 employee/$7,000 family in network, and $5,000 employee/$10,000 family for non-network. Coinsurance for Outpatient Prescription Drugs and Mental Health and Chemical Dependency does not apply towards the out-of-pocket maximum.

If you live outside the network provider service area, as determined by United HealthCare, you will not be eligible to enroll in the Basic PPO Option. The Basic PPO Option is only available to people living in the United HealthCare PPO service area. To verify if there are network providers available in your zip code, call UHC customer service at 1-888-350-5607, or, you can log onto www.provider.uhc.com. Call your employee Benefits Department with any questions.

Default Coverage for New Hires and Newly Eligible Employees

As a newly eligible employee (i.e., a new hire or status change to an eligible position) if you do not submit an enrollment form within 60 DAYS, you will automatically be enrolled in employee-only coverage with required payroll deductions as follows:

None of your dependents, if any, will be enrolled in the health care benefits. You will not be able to change these default elections until the next open enrollment period (unless you have a qualified change in status; refer to your 2001 employee benefits book). Your required contributions for Basic PPO employee-only coverage and for Short Term Disability (if eligible) coverage will be automatically deducted from your paycheck on a pre-tax basis.

There are two types of dental coverage provided through Metlife: the Enhanced Dental plan and the Traditional Dental plan. If you are eligible for dental coverage, your dental plan will be determined by your Airborne medical plan coverage election as follows:

In addition to the family status changes listed in your Employee Benefits book, you may now adjust your contribution to your Dependent Care Account (DCAP) if the cost of your dependent care significantly increases or decreases.

For example, if you formerly employed a nanny to provide childcare and decide to enroll your child in a daycare facility at a lower cost, you could reduce your DCAP election. Or if your current daycare provider increases the cost of care, you could increase your DCAP election.

This change is not permitted if your dependent care provider is a family member.

Fidelity Investments is the provider of investment options, recordkeeping and trustee services for the Capital Accumulation Plan(CAP)/401k. Contact Fidelity Investments to enroll in the CAP/401k, change your payroll contribution, change your investment elections for future contributions, make an exchange between investment funds, request a withdrawal, obtain an account statement, or request other information about the plan or your account.

Fidelity can be contacted via phone at 1-800-835-5095 or via the internet at www.401k.com.

Note: The following notices are being provided as required by federal law.

If you believe you or your dependents have been improperly denied a benefit based upon a determination that you or a dependent are ineligible to participate in a disability, life or accident plan, follow the appeal procedure applicable to the type of plan as set forth above except, instead of contacting the insurance company contact the Plan Administrator: Airborne Express Employee Benefits Department, Airborne Air Park, 145 Hunter Drive, Wilmington, OH 45177, (937) 382-5591 ext. 2567. If the Plan Administrator upholds the determination of ineligibility, you may request an appeal. The Plan Administrator has the sole discretionary authority to determine eligibility for benefits and to construe the terms of eligibility for the disability, life and accident plans.

Women receiving benefits from the Enhanced PPO plan or the Basic PPO plan for a mastectomy may elect breast reconstruction in connection with the mastectomy in a manner determined in consultation with the patient and attending physician. Covered services include the following:

These reconstructive benefits are subject to annual deductibles, copayments, and coinsurance provisions like other medical and surgical benefits covered under the medical plans.

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