2003 Finance Charter: JCI

PENSION-BENEFITS COMMITTEE

CHARTER

Composition and Term of Office

The Pension-Benefits Committee is a standing committee of the Board of Directors composed of not less than three (3) outside Directors. The members shall be elected to the Committee by the Board annually at the January Board meeting or as necessary to fill vacancies in the interim. The Chairman of the Board shall designate one of the Committee members as Chairperson.

Meetings

The Committee shall hold meetings as necessary. Pension-Benefits Committee meetings are usually scheduled five times a year immediately prior to the January Board meeting and immediately following the March, July, September and November Board meetings.

Duties

Review annually of actuarial assumptions and the actuarial valuation of the pension plans.

Review investment policy of the funds of the benefit plans with the periodic establishment of investment goals and asset allocation of dollars.

Select and terminate investment managers when appropriate.

Review with investment advisor(s) past performance and the appropriateness of current investment strategy.

Review and approve the adoption of any new trust agreements or master trusts implementing the plans.

Monitor and oversee policies of the Company as regards employee benefit plans, assuring these are carried out and assuring compliance with government regulation.

Oversee administration of plans and annual review of plan provisions and recommend any amendments needed for the plans.
Effective July 2003

Procedures under development with anticipated publication before December 2003.