Handbook for the BP Capital Accumulation Plan

Transcription

1 Handbook for the BP Capital Accumulation Plan

2 BP capital accumulation plan About Your Handbook for the 1 Features To Help You 1 Staying Up-to-Date 1 Before You Begin Power-of-Attorney Guidelines 2 3 Who Is Eligible 4 How To Make or Change Contribution Elections 4 Beneficiary Designations 4 How the Plan Works 6 Your Contributions 6 Minimum Contribution 6 Maximum Contribution 7 Catch-Up Contributions 7 What Is Included in Eligible Pay 8 The Advantages of Before-Tax Savings 8 The Advantages of After-Tax Savings 9 Changing Your Contribution Amount 9 Rollover Contributions 9 Company Match Contributions 9 Investment Options 10 Setting Your Investment Direction 11 Exchanging Investment Options 12 Vesting 12 How To Access Your Account Information 12 How To Take a Loan 13 Types of Loans 13 Minimum Loan Amount 13 Maximum Loan Amount 13 Interest Rate on Plan Loans 13 How To Apply for a Plan Loan 13 Repayment of Plan Loans 14 Prepaying a Plan Loan 14 How To Take a Withdrawal While You Are Employed 15 In-Service Withdrawal Sources and Timing 15 Hardship Withdrawals 16 Tax Consequences of Withdrawals 16 How To Request a Withdrawal 17 While You Are Employed at BP 17 What Happens If You Take a Leave of Absence 17 What Happens If You Die 18 Payments To Your Beneficiary 18 What Happens If You Are Rehired 18 What Happens If You Are No Longer Eligible To Participate Due To a Transfer 19

3 When You Leave BP 19 Automatic Distribution of Benefits Valued at or Below $5, Benefits Valued Between $1,000 and $5, Benefits Valued at $1,000 or Less 20 Requesting a Distribution 20 Minimum Required Distributions 21 Lump-Sum Distributions 21 Rollover Distributions 21 Installment Payments 22 How Installment Payments Are Calculated 22 How Installment Payments Are Withdrawn From Your Account 23 Changing the Distribution of Installment Payments 23 If You Die While Receiving Installment Payments 23 Deferring Your Distribution 24 Partial Withdrawals 24 Tax Considerations 24 Required Tax Withholding 25 Postponing Taxes and Tax Withholding 25 Additional Taxes 26 Taxes on BP ADSs 26 Reduction for Overpayment 26 What Happens If Benefits Are Denied 26 When the Plan Changes or Ends 27 Administrative Information 27 Plan Trustee 27 Plan Sponsor and Identification Number 27 Plan Administrator 28 Plan Recordkeeper 28 Agent for Service of Legal Process 29 Governing Plan Documents 29 No Right to Employment 29 Assignment of Interest/Liens on Funds or Property 29 Qualified Domestic Relations Orders (QDROs) 30 The Future of the Plan 30 What Your Rights Are Under ERISA 31 If You Have Questions About Your Benefits 32 How to File a Formal Claim Under ERISA 32 Formal Claims and Appeals Process 32 Claims Process 33 Appeals Process 34 Effect of the Appeals Administrator s Decision 35 After the Claims and Appeals Process Has Concluded 35 Time Limits and Venue for Bringing Suit 35 Importance of Exhausting the Administrative Review Process 35 BP Benefit Plans ERISA Plan Information 36 Accessing Additional Resources 37 BP Retirement Services at Fidelity 37 Glossary 38

4 This summary constitutes part of a prospectus covering securities that have been registered under the Securities Act of However, this summary does not incorporate by reference or otherwise any documents which have been filed with the U.S. Securities and Exchange Commission ( SEC ) by BP or any entity related to BP. This handbook describes the ( CAP ) effective as of publication, September Please note that the information presented is only a summary. It replaces all previously published BP CAP summary plan descriptions. If, in our efforts to make this plan easy to understand, any of the plan provisions have been omitted or misstated, the official plan document must remain the final authority. While we intend to update this handbook on a regular basis, it is possible that, from time to time, this handbook may not be current, complete, or consistent with other information or communications. Differences between this summary and the applicable plan documents are not intended; however, if any differences are found to exist, the relevant provisions of the plan document or prospectus and not this summary will govern. The information in this document is intended to meet the federal disclosure requirements for Summary Plan Descriptions. BP expects to continue the plan indefinitely; nonetheless, the company reserves the right to change or end the plan at any time without advance notice. This document does not guarantee employment for any specified term and is not to be construed as a contract limiting the company s right to terminate the employment relationship at any time.

5 About Your Handbook for the BP Capital Accumulation Plan BP has put together this handbook for the so that you can use your benefits to your greatest advantage. Designed to be convenient and easy to use, it can help you make your benefits even more valuable to you and your family. Features To Help You Within this handbook, you will find several features to help increase your understanding of your benefits, use your benefits wisely or find answers to your questions. These features include icons which have been placed in the text to highlight essential information for you: c * Directs you to important information you should pay special attention to. Points you to other sections in the handbook which provide you with additional information. Staying Up-to-Date This handbook may be updated from time to time. You will be notified of any changes either by or mail. Remember... If you have had a change in your life and need to make changes to your savings plan contribution elections, investment elections or beneficiary designations, or if you have any questions about your savings plan, call BP Retirement Services at Fidelity to speak with a Participant Services Representative. This reinforces information that needs to stay in your mind when you re considering your choices. When you see these icons, the information is critical to your full understanding of the topic. Read to have an accurate picture of what you need to know and/or do. Other important features include: z Contacts Accessing Additional Resources on page 37 gives you the phone numbers and Web sites for claims administrators. z Glossary You will find that some benefit terms used in the handbook have very specific meanings. These terms are underlined the first time they appear in major sections. You will find their definitions in the Glossary, which begins on page 38. 1

6 Before You Begin Power-of-Attorney Guidelines BP will accept a power of attorney (POA) or court order (for guardians or conservators) if it satisfies the guidelines applied by the Plan Administrator. Effective November 1, 2009, any third party seeking to act on behalf of a BP participant for the through a power of attorney must submit a power of attorney, using the BP model format, to BP Retirement Services at Fidelity. A copy of the POA form and additional information about submissions is available by contacting BP Retirement Services at Fidelity or by referring to the power of attorney notice/form available on LifeBenefits. POAs or court orders pertaining to the should be submitted to BP Retirement Services at Fidelity at the following address: If sent via overnight delivery: Fidelity Investments Attn: BP Retirement Services 100 Crosby Parkway, Mail zone KC1F-D Covington, KY If sent via U.S. Mail: Fidelity Investments Attn: BP Retirement Services P.O. Box Cincinnati, OH Be sure to clearly reference BP in the transmittal letter. If the third party request for representation does not involve a BP retirement plan administered by BP Retirement Services at Fidelity, Fidelity will forward the document to BP s ERISA Claims and Appeals Analyst for review. Determinations will be based on guidelines adopted by the Plan Administrator. To protect the security of participants accounts and information, Social Security numbers and passwords or personal identification numbers (PINs) are required when obtaining benefits or payroll information or making transactions. Each participant is responsible for safeguarding passwords and PINs. BP Retirement Services at Fidelity will not process a transaction if there is reason to believe that the person making the transaction is not the plan participant or the participant s agent under a POA or a court appointed conservator or guardian. 2

7 Because your future financial security is so important, the company offers you the. Participation in this plan is completely voluntary but is restricted to represented employees at the Los Angeles Refinery who were participants in the Capital Accumulation Plan on December 31, The Capital Accumulation Plan is a 401(k) plan that lets you save whatever percentage of your eligible pay you elect, up to plan and legal limits, toward your retirement. BP matches 160% of every before-tax dollar you contribute, up to 5% of your eligible pay. You can elect to contribute on a before-tax or an after-tax basis, or a combination of both. All contributions and investment gains or losses are credited to your plan account. You choose how your savings are invested from a variety of investment options. You not the company assume all investment risk. That means your account will benefit from any investment gains and experience any investment losses as well. You have access to your account balance through the Capital Accumulation Plan s loan provision, and, under certain conditions, you may take a withdrawal of a portion of your account while you are still working for BP. The was amended and restated effective January 1, 2008, and has been amended periodically since that time. This plan is intended to be a qualified retirement plan under Section 401(a) of the Internal Revenue Code and to meet the requirements of Code Section 401(k). The plan was formerly also an employee stock ownership plan (ESOP) and some participants may have accounts that hold prior ESOP balances. This summary is part of the plan prospectus and replaces and supersedes the corresponding section of the ARCO Employee Handbook dated November, The complete prospectus includes: z this summary of the BP Capital Accumulation Plan; z the most recent Investment Options Guide, including any Updates; z the most recent Quarterly Investment Performance Statement; z BP s most recent Annual Report; z all documents incorporated by reference into the above documents; and z future supplements and amendments to these documents. In the event of any inconsistency between a statement contained in this summary and the plan document, the terms of the plan document will control. 3

8 Who Is Eligible In general, you are eligible to participate in the Capital Accumulation Plan if: z you are a represented full-time, part-time, occasional, or temporary employee at the Los Angeles Refinery and your collective bargaining agent has negotiated the benefits of this plan for you; and z you were a participant in the predecessor (ARCO) Capital Accumulation Plan on December 31, 2001 and you have remained a participant since that date. If you were not already a participant in the ARCO Capital Accumulation Plan on December 31, 2001, you are not eligible to become a participant in the BP CAP. No new participants may enter the plan after that date. How To Make or Change Contribution Elections Participation in the Capital Accumulation Plan is restricted to a frozen group as outlined above. In general, newly hired employees are eligible for the BP Employee Savings Plan instead. If you are a participant in the Capital Accumulation Plan, you can make changes at any time in accordance with plan procedures. Changes are processed through BP Retirement Services at Fidelity. * Accessing Additional Resources, page 37 When you participate in the Capital Accumulation Plan, you will need to: z determine how much to contribute to the plan; z determine the type of contribution to make (before-tax, after-tax or both); z choose your investment options; and z designate a beneficiary, who will receive your Capital Accumulation Plan benefits in the event of your death. * Your Contributions, page 6; Investment Options, page 10; Beneficiary Designations, below When you participate in the Capital Accumulation Plan, you authorize your employer to take payroll deductions each pay period based on the percentage of eligible pay you elect to contribute to the plan. * What Is Included in Eligible Pay, page 8 New or updated contributions to the Capital Accumulation Plan will begin as soon as administrative procedures allow after the change is made. To access BP Retirement Services, you will need a personal identification number (PIN). If you don t have a PIN or have forgotten yours, the system will prompt you for personal information so you can establish your PIN. The personal information may include your Social Security number, your birth date or your mailing address. Information required to set up or change your PIN may vary over time for account security purposes. Beneficiary Designations You should designate a beneficiary, who will receive your Capital Accumulation Plan account in the event of your death. * What Happens If You Die, page 18 z If you are married, your spouse is automatically your beneficiary. If you want to designate someone other than your spouse to be your beneficiary, your spouse must consent in writing each time you make a new designation. A notary public must verify that consent. In any case, a beneficiary designation should be completed. 4

9 z If you are not married, you may designate anyone you wish to be your beneficiary, and you may change this designation as often as you like. If you do not designate a beneficiary, if no designated beneficiary survives you or if your beneficiary designation was not filed properly, upon your death, your account will be paid to your estate. You can name one person, more than one person, or a trust or other legal entity as your primary beneficiary. You can also name a secondary beneficiary, or contingent beneficiary, to receive your account in the event your primary beneficiary(ies) dies before you. If you name more than one primary beneficiary and one of those beneficiaries does not survive you, his or her portion will be shared equally among any remaining beneficiaries of the same type (primary or contingent), except to the extent otherwise provided on the applicable beneficiary form. Payment will be made to your contingent beneficiary(ies) only if there is no surviving primary beneficiary. c You should be aware of some additional provisions that apply to beneficiary designations: z Your beneficiary designations cannot be changed by anyone after your death. Remember... you ll need to review your beneficiary designations in the event your family status changes for example, if any of the following events occur: z Your marriage, legal separation or divorce; z Establishment or end of your domestic partnership; z Acquisition of new dependents through birth, adoption or legal guardianship; or z Death of your spouse, child or anyone else you have designated as a beneficiary. When such events happen, it s also a good idea to review your current savings level to make sure you re making progress toward your retirement goals. To designate your beneficiary or change your beneficiary designation, contact BP Retirement Services online or by phone. * Accessing Additional Resources, page 37 You may need to properly complete any required forms such as a notarized spousal consent and return them to BP Retirement Services in order for your new or changed beneficiary designation to become effective. If any required forms are not completed properly or accepted by BP Retirement Services, your designation will not be valid, and you will be notified accordingly. z No beneficiary can refuse to accept his/her benefit. z A divorce does not automatically revoke your former spouse as a designated beneficiary. You must change your beneficiary designation to replace him or her. z A qualified domestic relations order (QDRO) may affect your beneficiary designation. * Qualified Domestic Relations Orders (QDROs), page 30 5

10 How the Plan Works You may contribute whatever percentage of your eligible pay you desire on a beforeor after-tax basis, up to the plan s 27% upper limit and certain legal limits, toward your retirement. * What Is Included in Eligible Pay, page 8 Participation is entirely voluntary. Based on your elections, your contributions are deducted automatically from each paycheck on a before-tax basis or after-tax basis, or a combination of both. You may also make rollover contributions to the plan. You choose how to invest your savings from a variety of investment options. BP makes a company match contribution equal to 160% of every dollar you contribute on a before-tax or catch-up basis (excluding rollover contributions), up to 5% of your eligible pay. However, you should note that BP does not make a company match contribution for money you contribute on an after-tax basis. When you enrolled in the Capital Accumulation Plan, an account was set up in your name. Your account consists of the following contribution sources, if applicable: z before-tax; z company match; z after-tax; z before-tax rollover; and You have access to your account balance through the Capital Accumulation Plan s loan provision, and, under certain conditions, you may take a withdrawal of a portion of your account while you are still working for BP. When you leave BP, you may choose from several distribution options, including a rollover distribution to another employer s qualified plan or to an IRA, or you may leave your account in the Capital Accumulation Plan if your balance exceeds $5,000. * When You Leave BP, page 19 Your Contributions You make your contributions through automatic payroll deductions. Your contributions are transferred to the trustee after each payroll cycle as soon as administrative procedures allow. When you contribute to the Capital Accumulation Plan on a before-tax basis, your contribution is not subject to current federal and, in most cases, state or local income taxes while held in the plan. However, your before-tax contributions are subject to federal employment taxes (i.e., FICA). Minimum Contribution The minimum contribution you may make is 1% of your eligible pay. * What Is Included in Eligible Pay, page 8 z after-tax rollover. Each of these contribution sources also reflects any gains or losses on your contributions. 6

11 Maximum Contribution You may designate whatever whole percentage of your eligible pay you wish to contribute, subject to the following plan and legal contribution limits: z There is an annual dollar limit (the 402(g) limit) set by the Internal Revenue Service (IRS) on before-tax contributions to 401(k) plans such as the Capital Accumulation Plan. In 2011, this annual limit is $16,500. (If you are age 50 or older as of December 31, 2011, you may make an additional $5,500 in catch-up contributions.) Your before-tax employee contributions will automatically stop without notice once you reach the annual before-tax contribution limit (including catch-up contributions, if applicable) but the BP company match continues as though your before-tax contribution had not stopped, until you receive the full company match. You should not stop your before-tax contribution percentage yourself, or you may lose out on the match. Your before-tax contribution will automatically resume at the beginning of the next year, unless you ve stopped the contribution by adjusting the percentage to zero. z The IRS also limits total annual additions to savings plans, which includes both employee and employer contributions. This annual limit is $49,000 for (For purposes of this limit, compensation generally includes more than the definition of eligible pay under the plan it is essentially equal to your W-2 income plus your before-tax contributions for benefits.) If you reach the annual additions limit ($49,000 in 2011), your contributions will stop without notice. However, your contributions will automatically resume at the beginning of the next year. If this happens or if your eligible pay exceeds the annual limit described below you may be eligible for a non-qualified savings plan benefit. Contact BP Retirement Services for more information. * Accessing Additional Resources, page 37 z The IRS also places an annual limit on the amount of eligible pay that can be recognized under the plan. For 2011, this annual limit is $245,000. If you reach the annual compensation limit, your contributions will stop without notice. The Capital Accumulation Plan must also satisfy legal non-discrimination rules, designed to ensure that qualified retirement plans do not pay a disproportionate portion of their benefits to highly compensated employees (employees earning more than $110,000 a year). If you are a highly compensated employee, your contributions other than catch-up contributions, which are not subject to these rules may need to be reduced or partially refunded in order for the plan to comply with these rules. You will be notified if you are affected. Catch-Up Contributions In any year in which you are (or reach) age 50 or older (based on company records), you are eligible to make before-tax contributions in excess of the annual 402(g) limit (which is $16,500 in 2011) and the total contribution level ($49,000 in 2011). These contributions are referred to as catch-up contributions. The maximum catch-up contribution for 2011 is $5,500, so your total before-tax savings opportunity for 2011 if age 50 or older is $22,000. Your catch-up contribution is matched by BP, just like your basic before-tax contribution. c Eligibility for catch-up contributions is based on your date of birth as found in payroll records. It is your responsibility to make sure the date on file is correct. Corrective changes will not be made if you have not verified your date of birth in a timely manner. 7

12 When you reach the increased annual before-tax limit (including the catch-up contribution), your before-tax employee contributions will automatically stop for the remainder of the year. They will resume at the beginning of the next year. All your before-tax employee contributions (up to 5% of eligible pay) including the catch-up contribution will be matched by the company at 160% of your before-tax contributions. What Is Included in Eligible Pay Your Capital Accumulation Plan contributions are based on a percentage of your eligible pay. For purposes of the plan, eligible pay includes actual wages or salary paid to you for your personal services (including beforetax contributions for benefits) and fire brigade pay (for represented employees at the Carson Business Unit). Eligible pay does not include any extra pay such as overtime, premiums, bonuses, living or other allowances or the Alaska benefit base enhancement, or foreign service premiums. The Advantages of Before-Tax Savings Each dollar you contribute to the Capital Accumulation Plan on a before-tax basis is a dollar that is not included in your taxable income for that calendar year. So you do not pay taxes on that money (including any investment income) until it is distributed from the plan. Before-tax contributions do not reduce the amount of your compensation that is used to calculate pay-related benefits, such as life insurance, disability insurance or retirement benefits. And, because Social Security taxes are based on your unreduced pay, your Social Security benefits will not be affected by your contributions to the Capital Accumulation Plan. Remember, because this plan was frozen with respect to membership on December 31, 2001, you are 100% vested in your account. * Vesting, page 12 The following example shows how making before-tax contributions instead of after-tax contributions can increase take-home pay. The example is based on a married BP employee who files a joint tax return with two allowances. The employee earns $32,000 in eligible pay and decides to save 10% of that amount. Before-Tax After-Tax Savings Savings Eligible pay: $ 32,000 $ 32,000 Before-tax savings (at 10% of eligible pay): 3,200 0 Taxable income: $ 28,800 $ 32,000 Federal income tax* $ 3,470 $ 3,950 After-tax savings (at 10% of eligible pay): 0 3,200 Annual take-home pay: $ 25,330 $ 24,850 Difference in take-home pay: $ 480 * This example is based on 2011 withholding rates and does not include state or local taxes. 8

13 The Advantages of After-Tax Savings Making after-tax contributions offers several benefits: z Any gains or income you earn on your investment options accumulates on a tax-deferred basis. z You save through convenient payroll deductions. z You can take an in-service withdrawal of your after-tax contributions. (In contrast, withdrawals from your before-tax contribution source are restricted.) z You are always 100% vested in the market value of your after-tax contributions. * How To Take a Withdrawal While You Are Employed, page 15 Note, however, that after-tax contributions do not attract the company match. Changing Your Contribution Amount You may change your contribution amount in 1% increments or stop contributing at any time. Changes will be effective as soon as administrative procedures allow. If you reduce your contribution amount to less than 5% of eligible pay or stop contributing entirely, your company match contributions will be reduced accordingly. * What Is Included in Eligible Pay, page 8 To change your contribution amount or stop contributing, contact BP Retirement Services. * Accessing Additional Resources, page 37 Rollover Contributions If you qualify and elect a lump-sum distribution from another tax-qualified retirement arrangement or IRA, you may be able to contribute or roll over the taxable portion of your distribution directly into the. You are always 100% vested in the market value of your rollover contribution source. To make a rollover contribution, you need to follow specific procedures that are available from BP Retirement Services, including: z Taxable distributions can be rolled over from a tax-qualified retirement arrangement or IRA either directly or indirectly. z Non-taxable distributions can only be rolled over via a direct rollover from tax-qualified retirement arrangements (not from IRAs). Also, note that the plan will not track tax-basis for any non-taxable amounts rolled into the plan. This means, for example, that you will lose any tax advantage on pre-1987 after-tax contributions made to the prior plan. * Accessing Additional Resources, page 37 Company Match Contributions When you participate in the Capital Accumulation Plan, you receive a 160% company match contribution on the first 5% of eligible pay you contribute to the Capital Accumulation Plan on a before-tax or catch-up contribution basis. * What Is Included in Eligible Pay, page 8 9

14 c If you reach the IRS limits on annual before-tax contributions and your beforetax contributions stop for the remainder of the year, you will continue to receive the company match contribution based on your current before-tax contribution percentage, as long as you ve elected to contribute at least 5% of your regular earnings to the plan (i.e., 1.6% for each 1% before-tax contribution, up to 5%). * Maximum Contribution, page 7 You are always fully vested in the market value of your company match contributions and any investment income on those contributions. * Vesting, page 12 Here is an example of how company match contributions are calculated. In this example, a BP employee earns $32,000 in eligible pay and decides to save 10% of that amount on a before-tax basis. Company Match Contributions Capital Accumulation Plan before-tax contribution ($32,000 x 10%): $ 3,200 BP s company match contribution 160% of the before-tax employee contribution, up to 5% of eligible pay (160% x 5% x $32,000) + $ 2,560 Total annual contribution (excluding investment gains or losses) $ 5,760 Company match contributions are credited to your company match contribution source and invested initially in the same way as you elected to invest your employee contributions, but you may make exchanges to other investment options at any time. If you have not set an investment direction for your employee contributions, your company matching contributions will be automatically invested in the Target Date Fund nearest to your expected retirement date (assumed to be age 65), but you may change your investment election or exchange to other investment options at any time. Investment Options The Capital Accumulation Plan allows you to choose from a variety of investment options. You decide which options best suit your investment plan and set your investment direction. Remember, it is important to review your investments periodically, and to rebalance your allocation or adjust your investment strategy. You should also consider the benefits of maintaining a diversified investment portfolio. In general, spreading your assets across different types of asset classes (such as stocks, bonds and short-term investments) can lower your portfolio s overall risk. This is because market or other economic conditions that cause one asset class or particular security to perform well may cause another asset class or specific security to perform poorly. Although diversification is not a guarantee against loss, it can be an effective strategy to help you manage investment risk. 10

15 As part of understanding your investment options, it is also important to know the cost (fees and expenses) of your investments, since cost can impact your net return (investment results after fees and expenses are deducted). c Keep in mind that you have sole responsibility for choosing those investment options in which you invest initially and for exchanging your investment options over time. Neither the company nor any other plan fiduciary is liable for any loss in value of your investment holdings resulting from your exercise of your investment responsibility to the extent permitted under Section 404(c) of ERISA. c The plan has investment options operated by an entity that has claimed an exclusion from the definition of the term commodity pool operator under the Commodity Exchange Act ( CEA ), as amended, and that therefore is not subject to registration or regulation as a pool operator under the CEA. Setting Your Investment Direction You may set your investment direction for all contributions sources both employee and company as often as you would like by contacting BP Retirement Services at Fidelity either online or by phone. * Accessing Additional Resources, page 37 A complete list of all the investment options available under the Capital Accumulation Plan is contained in the Investment Options Guide, which is incorporated into this summary by reference. c Keep in mind that any of the plan s investment options may be changed, closed to new investments or eliminated at any time and without prior notice. Generally, you can set your investment direction for new contributions or exchange investment options for your account balance at any time. * Setting Your Investment Direction, below; Exchanging Investment Options, page 12 c Read the Investment Options Guide and any Updates for information about any restrictions or limitations on your investment direction, exchanges or other plan transaction requests. For example, a number of investment funds have imposed transfer restrictions. Contact BP Retirement Services if you would like a printed copy of the Investment Options Guide and any Updates, or you may print them online at BP LifeBenefits or Fidelity NetBenefits. * Accessing Additional Resources, page 37 11

16 If you do not set an investment direction when you enroll in the Capital Accumulation Plan, your employee contributions, company matching contributions, and any rollovers will be automatically invested in the Target Date Fund nearest to your expected retirement date (assumed to be age 65) at the time the contributions are made. You can change this election at any time. * Exchanging Investment Options, below c Exchanging Investment Options You may exchange the investment options of the funds currently in your account anytime as often as you would like by contacting BP Retirement Services either online or by phone. * Accessing Additional Resources, page 37 You may exchange all or a portion of your plan account among the Capital Accumulation Plan s investment options. * Investment Options, page 10 Read the entire text of the Investment Options Guide, the most recent Quarterly Investment Performance Statement (QIPS) and any Updates to the Guide for a more complete description of all the investment options described in this summary, for the performance history of the funds and for information about selecting your investment options. The information about investment options contained in the Investment Options Guide supersedes the investment option information included in this summary. Contact BP Retirement Services if you would like a printed copy of the Investment Options Guide. * Accessing Additional Resources, page 37 Vesting Your right to ownership of your Capital Accumulation Plan account is known as vesting. Because the plan was frozen effective December 31, 2001, you are always 100% vested in all contribution sources. That means you will be entitled to receive 100% of the market value of these contribution sources when you leave BP, regardless of your length of service. How To Access Your Account Information You have daily access to view your account information securely online via Fidelity s NetBenefits site or you may receive printed quarterly statements. If you elect the online feature, you will have access to your account balances and your personal rate of return for any month or calendar quarter within the last 24 months. No matter how you decide to review your account quarterly hardcopy statements or online you will receive a paper statement and Quarterly Investment Performance Statement annually following the fourth quarter of each year. In these statements both hardcopy and online you will see how your plan investment options are performing and how much you and the company have contributed during the relevant period. You will also get the status of any outstanding loans you have from the Capital Accumulation Plan, plus summaries of any transactions performed during the relevant period. Contact BP Retirement Services if you have any questions about the information on these statements. * Accessing Additional Resources, page 37 12

17 How To Take a Loan You may take out a loan from your Capital Accumulation Plan account for any reason before you leave BP. However, you may have no more than four loans outstanding at one time. c Special rules apply for participants on a military leave from BP. For information, contact BP Retirement Services. * Accessing Additional Resources, page 37 When you take out a plan loan, you make loan repayments to your Capital Accumulation Plan account with interest. Repayments are made through automatic payroll deductions in equal installments over a specific period of time. If you have an outstanding loan and you are not receiving a paycheck from a participating employer, BP Retirement Services at Fidelity will provide a coupon book for repayments. Contact BP Retirement Services for more details. * Accessing Additional Resources, page 37 Types of Loans Two types of loans are available: general purpose loans and residential loans. You may take a general purpose loan for any reason. Residential loans can be used only to purchase your principal place of residence. Applications for residential loans require submittal of a sales agreement. Special rules apply for participants on a military leave of absence from BP. For more information, contact BP Retirement Services at Fidelity. Minimum Loan Amount The minimum amount you may borrow from your Capital Accumulation Plan account is $1,000. Maximum Loan Amount The maximum amount you may borrow from your Capital Accumulation Plan account is 50% of your vested balance, or $50,000, whichever is less. Any outstanding loans you have taken over the previous 12 months under a BP plan will reduce the amount you have available to borrow. Interest Rate on Plan Loans The interest rate on any loan you take from your Capital Accumulation Plan account will be based on the prime rate as indicated in The Wall Street Journal on the last business day of each month. Once established, the rate is fixed and will not change for the term of your loan. So, if the prime rate as published in The Wall Street Journal is 4% on March 31 (a business day), your interest rate for a loan initiated on April 1 would be 4%. How To Apply for a Plan Loan You may apply for or model a loan from your Capital Accumulation Plan account through BP Retirement Services. * Accessing Additional Resources, page 37 In addition to the loan amount, a loan setup fee of $35 will be charged against your account each time you take out a loan. This setup fee may be changed from time to time. There is no charge for modeling a loan. 13

18 14 Unless you elect otherwise by speaking with a BP Retirement Services Participant Services Representative, your loan will be prorated across your plan investment options. Your loan and setup fee will be taken from the contribution sources in your Capital Accumulation Plan account in the following order: z former company match; z company match; z before-tax rollover; z before-tax; z before-tax catch-up; z transferable shares; z former company ESOP after-tax; z former company ESOP company match; z after-tax; and z after-tax rollover. If you apply for a loan and satisfy the conditions that apply to your application, you will be sent a check (or electronic funds transfer (EFT), if elected) for the amount of the loan, along with a hardcopy (or online if EFT is elected) loan agreement that contains a truth-in-lending disclosure. You should read your loan agreement carefully before endorsing your loan check (or endorsing online), as your endorsement will bind you to the terms of the loan agreement. Repayment of Plan Loans If you take out a loan from your Capital Accumulation Plan account, your loan repayments including principal and interest will be automatically deducted in equal amounts from each paycheck on an after-tax basis. Note that since any portion of the loan proceeds that came from before-tax sources is being paid back with after-tax dollars, that portion is effectively being taxed twice since that portion will be taxed again at distribution. Your loan repayments will be invested according to your current investment election and credited to the contribution sources in reverse order from the order used to fund the loan. * How To Apply for a Plan Loan, page 13 c If you do not make a loan payment when it is due, your entire loan balance will be considered in default. Loans in default will be treated as withdrawals and will be subject to regular income taxes, including if applicable a 10% earlywithdrawal penalty, unless you make your missing payment within a 90-day grace period. If you default on a loan, you must repay the defaulted loan (plus interest) before you take out a new loan. The minimum repayment period is six months. The maximum time period for repayment of general purpose loans is five years. However, if the loan is for the purchase of your principal place of residence, the maximum time period for loan repayment is 15 years. c If you change payroll frequencies (e.g., weekly to monthly), your loan will be automatically reamortized to match your new payroll frequency. Prepaying a Plan Loan You may prepay all or part of the unpaid balance of your loan at any time without penalty. To arrange for prepayment, contact BP Retirement Services to learn the process for making such payments. * Accessing Additional Resources, page 37 You can always make additional payments online by ACH or by mailing in a check. The amount will be applied to the principal.

19 How To Take a Withdrawal While You Are Employed While you are working at BP, you may be able to take an in-service withdrawal of all or a portion of your Capital Accumulation Plan account. In-Service Withdrawal Sources and Timing In-service withdrawals are subject to the following restrictions relating to contribution sources and timing: Contribution Source Amount Available Limitations Before-tax z The entire amount, if you are at least age 59 1 /2. z The amount required to meet your financial need, if you qualify for a hardship withdrawal. z None, if you are not yet age 59 1 /2 and do not qualify for a hardship withdrawal. z If you are under age 59 1 /2 and have an immediate financial need, you will have to access all other plan loans or withdrawals from all BP plans before you can request a hardship withdrawal. z Special rules apply to participants who are permanently and totally disabled. Contact BP Retirement Services for more information. * How To Take a Loan, page 13; Accessing Additional Resources, page 37 After-tax z The entire amount. z Pre-1987 contributions will be withdrawn first. Both after-tax contribution sources are combined for determining the taxability of withdrawals. Company match before July 1, 1988 Company match after June 30, 1988 Before-tax rollover z The entire vested portion of your account. z The entire amount, if you are at least age 59 1 /2. z The entire amount, if you are at least age 59 1 /2. z None. z If you are under age 59 1 /2, these funds are NOT available. z If you are under age 59 1 /2, these funds are NOT available. After-tax rollover z The entire amount. z None. Both after-tax contribution sources are combined for determining the taxability of withdrawals. c It is a good idea to consult a tax advisor to learn about the impact each Capital Accumulation Plan withdrawal option has on your personal situation before you request a withdrawal. * Tax Consequences of Withdrawals, page 16 Withdrawals are generally considered taxable and may also be subject to penalties and withholding. Of course, income tax laws are complex and subject to change. 15

20 Hardship Withdrawals If you are not yet age 59 1 /2 you may apply to take a hardship withdrawal of your beforetax contribution source only if you satisfy the following conditions: z you have taken: a plan loan from any of your company savings plan accounts in the maximum amount available; and any other in-service withdrawals available; and z you have an immediate financial need: for the purchase or construction of your principal residence (excluding mortgage payments); for the payment of tuition, related postsecondary education expenses, and room and board expenses for the next 12 months for yourself, your spouse, your child or any other person who is your dependent for federal income tax purposes; to prevent eviction from or foreclosure on your principal residence; to pay for certain uninsured medical expenses for yourself, your spouse, your child or any other person who is your dependent for federal income tax purposes (determined without regard as to whether the expenses exceed 7.5% of adjusted gross income); to pay funeral expenses for your spouse, your child or any other person who is your dependent for federal income tax purposes; or effective March 1, 2007, to pay for expenses for the repair of damage to your principal residence that would qualify for a deduction under Section 165 of the Code (determined without regard as to whether the loss exceeds 10% of adjusted gross income). * How To Take a Loan, page 13; In-Service Withdrawal Sources and Timing, page 15 In addition to the amount you need for any of these expenses, you may withdraw enough of your account to pay the taxes you will owe on your withdrawal. c When you apply for a hardship withdrawal, you will be required to provide proof of hardship. Once you have received the withdrawal, you will not be allowed to make contributions (including catch-up contributions) to your Capital Accumulation Plan account or receive company match contributions for the following 12 months. * Company Match Contributions, page 9 Hardship withdrawals are considered taxable and are subject to penalties. In addition, hardship withdrawals cannot be rolled over they must be used toward relief of your hardship. Of course, income tax laws are complex and subject to change. It is a good idea to consult a tax advisor before applying for a hardship withdrawal from the Capital Accumulation Plan. Tax Consequences of Withdrawals Taxable withdrawals from your Capital Accumulation Plan account are taxed as ordinary income in the year withdrawn. If you have not left BP and are not yet age 59 1 /2, you also may be subject to a 10% tax penalty for early withdrawal, unless you elect a rollover of your non-hardship withdrawal to an Individual Retirement Account (IRA) or another qualified retirement plan. (Hardship withdrawals cannot be rolled over.) * Rollover Distributions, page 21 16

21 A federal income tax withholding of 20% applies to the taxable portion of withdrawals that are eligible for rollover but are not directly rolled over to another tax-qualified retirement arrangement or IRA. You also may be responsible for state and local taxes. While You Are Employed at BP Special rules apply to your participation in the Capital Accumulation Plan if certain life events occur. How To Request a Withdrawal To determine how much you may have available for an in-service withdrawal or to request a withdrawal, contact BP Retirement Services. * Accessing Additional Resources, page 37 You will receive a single cash payment of your withdrawal amount, unless you elect an in-kind distribution of any amount invested in the BP Stock Fund by speaking with a BP Retirement Services Participant Services Representative. Your withdrawal will be taken from your contribution sources according to your request. Unless you elect otherwise, your withdrawal will be prorated across your investment options. What Happens If You Take a Leave of Absence In general, your Capital Accumulation Plan employee and company match contributions will continue as long as you are receiving a regular paycheck from the company. Specifically: z If you are on a paid leave of absence, your contributions will continue during your leave. You may change or stop your contributions at any time by contacting BP Retirement Services. z If you are on an unpaid leave of absence (including a medical/long-term disability leave), your contributions will stop until you return. z If you are on a military leave, you may make up any missed contributions upon your return. You will receive the full match you would have received while you were on qualified military leave, reduced by any match you may have received during this time. The company match resumes automatically for current contributions. From the date of re-employment, you have the lesser of five years or three times the period of military service to repay the missed contributions. Contact BP Retirement Services for more information. * Accessing Additional Resources, page 37 If you have an outstanding plan loan and you take an unpaid leave of absence, you will receive a coupon book to use for loan repayments. 17

22 What Happens If You Die If you die while employed by BP, your designated beneficiary gains the right to your total Capital Accumulation Plan account balance, including company match contributions. * Beneficiary Designations, page 4 To change your beneficiary designation, contact BP Retirement Services. * Accessing Additional Resources, page 37 Payments To Your Beneficiary If you die, BP Retirement Services should be notified as soon as possible. * Accessing Additional Resources, page 37 As long as your account balance exceeds $5,000, your beneficiary can: z leave the account balance in the plan until the end of the fifth calendar year following your date of death; or z take an immediate lump-sum distribution. Other than the elections above, your beneficiary has no other rights or options under the Capital Accumulation Plan. For example, he/she may not initiate a new loan or choose to delay payment of benefits beyond the fifth calendar year following the date of your death. If no distribution election is received by the end of the 5-year period, a lump-sum payment will automatically be made to your beneficiary. What Happens If You Are Rehired If you are a participant in the Capital Accumulation Plan, leave the company and are later rehired by BP, you will no longer be eligible for the Capital Accumulation Plan. However, if eligible, you may participate in the savings plan offered by your employing BP company. To enroll online or by phone contact BP Retirement Services. * Who Is Eligible, page 4; Accessing Additional Resources, page 37 Installments or partial distributions are not permitted. * Beneficiary Designations, page 4 Your beneficiary may elect to: z make exchanges between investment options; z continue to make loan payments on any outstanding loan or pay it off in full to avoid having it treated as a defaulted loan; z have all or part of any portion of your account that is invested in the BP Stock Fund distributed in-kind as BP ADSs rather than in cash; or z directly roll over your account balance to a tax-qualified retirement arrangement or IRA. A surviving spouse beneficiary may directly roll over your account balance to a tax-qualified plan or an IRA. A non-spouse beneficiary may elect a direct trustee-to-trustee rollover to an IRA. Special rules apply; consult your tax advisor. 18

23 What Happens If You Are No Longer Eligible To Participate Due To a Transfer If you are no longer eligible to participate in the Capital Accumulation Plan due to a transfer to another BP company, you will no longer be eligible to contribute to the Capital Accumulation Plan. * Who Is Eligible, page 4 If you are currently a participant in the Capital Accumulation Plan and become eligible for a different BP savings plan administered by BP Retirement Services at Fidelity, you will need to make new contribution percentage, investment and beneficiary elections. Your current account balance will remain in the Capital Accumulation Plan, unless you choose to transfer it to your new plan. If you wish, you may arrange to have your Capital Accumulation Plan account balance transferred to your new plan by contacting BP Retirement Services. * Accessing Additional Resources, page 37 If you elect a transfer, you may transfer your account to the same investment options and contribution sources in your new plan, if available. If your investment elections cannot be transferred to your new plan, your new employee contributions will be invested in the Target Date Fund nearest to your expected retirement date (assumed to be age 65) in your new plan, until you make subsequent investment elections. When You Leave BP When your employment with BP ends, you have several options to consider. You may request a distribution of your vested benefit in the Capital Accumulation Plan, or, in certain circumstances, you may defer receipt of your account balance. Automatic Distribution of Benefits Valued at or Below $5,000 If your vested account balance is valued at $5,000 or less at any time after you leave (as determined during a quarterly review of your account value), you will receive an automatic lump-sum distribution or rollover of your vested Capital Accumulation Plan account as described in this section. This could happen even if your account had been previously valued at greater than $5,000 and you had chosen to defer your distribution. This one-time payment is eligible for a direct rollover into an Individual Retirement Account (IRA) or another tax-qualified retirement arrangement of an eligible employer plan. If you have received a minimum required distribution or have begun receiving installment payments, you should not automatically receive a lump-sum distribution and should notify BP Retirement Services immediately. If you do not initiate a rollover or distribution, your lump sum benefit will be paid out as follows: 19

24 Benefits Valued Between $1,000 and $5,000 If the present value of your benefit is $5,000 or less, but greater than $1,000, the Internal Revenue Code requires that your lump sum payment be rolled over into a qualified IRA, which will defer taxation, unless you choose to withdraw your distribution. Unless you direct otherwise, your lump sum will be automatically rolled over into a Fidelity Rollover IRA in your name. Your rollover will be invested in funds intended to preserve your rollover amount and provide you with a reasonable rate of return and liquidity. Distributions which are automatically rolled over to a Fidelity IRA will be invested in the Fidelity Cash Reserves Fund (FDRXX), a money market vehicle designed to preserve principal and provide a reasonable rate of return and liquidity. The Cash Reserves Fund investment management fees will be charged to your IRA and will not be paid by BP or the Capital Accumulation Plan. The expenses and fees of the Fidelity IRA will not be any higher than the expenses and fees charged by Fidelity for other similar Fidelity IRAs. If one of these IRAs is established for you, Fidelity will provide you information about your account. No further benefits will be payable from the Capital Accumulation Plan. Benefits Valued at $1,000 or Less If the present value of your benefit is $1,000 or less and you do not initiate a rollover to an IRA or another qualified plan, a check for the entire amount of the lump sum will be automatically sent to you with the required 20% federal income tax withheld. Additional state taxes will also be withheld, if applicable. No further benefits will be payable from the Capital Accumulation Plan. Requesting a Distribution After your employment with BP ends, you will receive a Capital Accumulation Plan distribution kit. You will need to decide how your distribution will be made and when distribution will begin. The distribution options you have will depend on the amount of your vested benefit: z If your vested benefit is $5,000 or less, your distribution will be made as described in Automatic Distribution of Benefits Valued At or Below $5,000 on page 19. If you want to take advantage of another option, such as a direct rollover of your vested benefit without taxes being withheld into another tax-qualified retirement arrangement or IRA that accepts rollovers, you will need to complete and return the appropriate paperwork included in your distribution kit. You may also request an in-kind distribution of all or a portion of your account invested in the BP Stock Fund by contacting a BP Retirement Services Participant Services Representative. To learn more about this IRA, call BP Retirement Services at Fidelity at on any business day (except New York Stock Exchange holidays) between 7:30 a.m. and 11 p.m. Central time. 20

25 z If your vested benefit is over $5,000, you have several options for your account: deferring your distribution (however, the law requires that you begin receiving distributions by a certain date); an immediate lump-sum distribution; installment payments; or a partial withdrawal. * Lump-Sum Distributions, at right; Rollover Distributions, at right; Installment Payments, page 22; Deferring Your Distribution, page 24; Partial Withdrawals, page 24; Accessing Additional Resources, page 37 Minimum Required Distributions By law, after you leave BP you must start receiving your vested Capital Accumulation Plan account no later than April 1 of the year following the calendar year in which you reach age 70 1 /2. Additional required distributions must be made by December 31 of each year thereafter. Your minimum required distribution amount for each year is generally calculated by dividing your account balance (as of December 31 of the preceding calendar year) by your life expectancy or the joint life expectancies of you and your beneficiary. (If you do not specify that this calculation be based on the joint life expectancy, your calculation will be based on your life expectancy only.) Lump-Sum Distributions If your Capital Accumulation Plan vested account balance is $5,000 or less and you do not initiate a full distribution or rollover within 90 days of your separation date, your account balance will be automatically distributed to you in a lump sum (amounts below $1,000) or rolled over to an IRA as previously described (amounts between $1,000 and $5,000). If your vested account balance is over $5,000, you may also request a lump-sum distribution at any time. A lump-sum distribution will be made in cash, unless you elect to have some or all of your BP Stock Fund account paid in-kind as BP ADSs, as permitted by the plan rules. Your lump-sum benefit will be paid to you as soon as administrative procedures allow. Rollover Distributions Distributions from the Capital Accumulation Plan are eligible for rollover into another taxqualified retirement arrangement or IRA that accepts rollovers. You may roll over your: z before-tax contribution source; z rollover contribution sources; z vested company match contribution source; and z after-tax contribution source. When you roll over all or part of a distribution, you postpone income taxes on the amounts rolled over until you subsequently withdraw them. * Tax Considerations, page 24 c A Special Tax Notice Regarding Plan Payments that contains more information on rollovers from the Capital Accumulation Plan is available from BP Retirement Services. 21

26 There are two ways to roll over your Capital Accumulation Plan distribution to another tax-qualified retirement arrangement or IRA: z With a direct rollover, you instruct the plan administrator to pay all or part of your eligible distribution directly to the trustee or administrator of the other plan. No taxes are withheld from a direct rollover. Any nontaxable distributions (after-tax sources) you want to roll over must be made via a direct rollover. z With an indirect rollover, you receive a check for the distribution payable to you and you choose to roll part or all of the eligible distribution into another plan or IRA within 60 days of the date of receipt. Mandatory federal (and, in some cases, state) tax withholding applies to all indirect rollovers. Because taxes have been withheld, you may want to replace the amount withheld with money from another source, so you will not incur income taxes on the amount withheld. You are responsible for following all the guidelines and deadlines that apply to the rollover in order to ensure that your distribution is not ultimately taxable. You may not make an indirect rollover of non-taxable distributions (after-tax sources). The distribution kit you will receive when you leave the company has instructions for requesting a rollover distribution. Installment Payments When your employment with BP ends, you may receive your Capital Accumulation Plan vested benefit as installment payments a series of payments made over time but only if your vested benefit is more than $5,000. Installments may be paid monthly, quarterly or annually. You may change the frequency of these payments for example, from monthly to annual, or vice versa one time per year after you have made your initial election. Each installment must be at least $50, and payments will be made only in cash. If you want to receive a portion of your distribution in-kind from the BP Stock Fund in BP ADSs, you will need to request a lump-sum distribution. You may also request partial withdrawals while your installments continue. * Partial Withdrawals, page 24 If you choose this payment option, contact a BP Retirement Services Participant Services Representative. * Accessing Additional Resources, page 37 How Installment Payments Are Calculated If you elect to receive your Capital Accumulation Plan vested benefit as installment payments, payments may be paid on a monthly, quarterly or annual basis. You may request any amount or percentage. However, if your intent is to avoid the 10% penalty for early withdrawal, your payments must be completed over a period not to exceed the combined life expectancies of you and your designated beneficiary. 22

27 You may choose from three different installment payment approaches: z payments over a fixed period of time (for example, annual payments over 10 years) with this approach, the dollar amount of the payment will change based on the thenremaining balance in your account and the remaining number of payments; z equal payments over your life expectancy or over the combined life expectancies of you and your designated beneficiary with this approach, you can have the amount of your payment recalculated once per year; or z equal payments in a fixed amount (subject to adjustment once per calendar year) until your account is completely paid out. How Installment Payments Are Withdrawn From Your Account If you elect to receive your Capital Accumulation Plan vested benefit as installment payments, payments will be made by withdrawing money from your Capital Accumulation Plan contribution sources in the following order, until all payments are made: z after-tax; z after-tax rollover; z before-tax rollover; z company match (to the extent vested); and z before-tax. Your plan loans (if any) will not be used to fund installment payments. Within each contribution source above, your payments will be withdrawn from your investment options in direct proportion to their market value in your account at the time the withdrawal is made, unless you specify the investment options from which your withdrawals are to be taken. * Accessing Additional Resources, page 37 Changing the Distribution of Installment Payments If you elect to receive your Capital Accumulation Plan vested benefit as installment payments, you may choose to: z accelerate payments, so they are paid over a shorter time frame or in larger amounts; z have the remaining portion of your distribution paid as a single lump sum; or z make a withdrawal. You may not stop an installment distribution once it has started, although you may change the frequency of payments or make other changes as listed above. If you want to change the form of distribution, contact BP Retirement Services. * Accessing Additional Resources, page 37 If You Die While Receiving Installment Payments If you elect to receive your Capital Accumulation Plan vested benefit as installment payments, and you die after payments have started but before the vested portion of your Capital Accumulation Plan account has been totally distributed to you, the remainder of your account will be paid as a lump-sum distribution to your designated beneficiary. * What Happens If You Die, page 18 Your beneficiary should contact BP Retirement Services for assistance with a survivor claim. 23

28 Deferring Your Distribution When you leave BP, you may choose to keep your account in the Capital Accumulation Plan and receive a distribution at a later date, but only while your account value is greater than $5,000. You do not need to make a special election; by default, if you do not elect a distribution and your account value is greater than $5,000, your account will remain in the plan. While your account remains in the plan, it will continue to be subject to investment gains and losses, and you will be able to make exchanges among your investment options. * Exchanging Investment Options, page 12 In addition, you will continue to have access to your quarterly statements via online or hardcopy. However, you will not be able to make additional contributions or take a loan. In any event, by law, you must begin receiving minimum required distributions by no later than April 1 of the year following the calendar year in which you reach age 70 1 /2 or terminate employment, if later. * Minimum Required Distributions, page 21 Partial Withdrawals At any time after you leave BP, you may elect to receive a partial withdrawal of your account if your account value is greater than $5,000. If your account value falls below $5,000, it will be automatically distributed (amounts below $1,000) or rolled over to an IRA as previously described (amounts between $1,000 and $5,000). * Requesting a Distribution, page 20 Tax Considerations Federal income tax laws are complicated and subject to change. Because the company cannot give you tax advice, you should discuss your situation with a financial consultant or tax advisor before you receive a withdrawal or distribution of your Capital Accumulation Plan account. However, here is some general information. c For important information on the federal income tax implications of your distribution options, you should review the Special Tax Notice Regarding Plan Payments, available from BP Retirement Services. This notice contains pertinent tax disclosures specifically prescribed by the Internal Revenue Service in connection with any distribution from a savings plan. Any tax considerations mentioned in this summary should be regarded only as highlights and not as comprehensive discussions of the tax rules involved. The application of income tax laws may be subject to individual circumstances and other conditions or restrictions. Income tax laws are also subject to change from time to time. 24

29 When your Capital Accumulation Plan account is paid to you, generally you will be responsible for regular income tax on the value of your before-tax, company match and taxable portion of your rollover contribution sources. This includes any investment gains or losses that have been credited to these sources. You may also be responsible for income tax on any investment income earned on your after-tax contribution source. Depending on applicable law and your personal circumstances, you may be responsible for additional state and local taxes. As of the date of this summary, BP Corporation North America Inc. or other U.S. subsidiaries of BP p.l.c. that employ plan participants is entitled to deduct the company match contributions and before-tax contributions made on behalf of participants. Required Tax Withholding Federal income tax withholding at 20% is required on most taxable lump-sum cash distributions and other distributions over $200 that are eligible for rollover to an IRA or another tax-qualified retirement arrangement. State and/or local income tax withholding may also be required. * Lump-Sum Distributions, page 21 Withholding does not change your tax liability it just means you are paying estimated taxes at the time the distribution is made. Withholding is not required on the following distributions: z installment payments made at least once each year over your single life expectancy or the joint life expectancy of you and your spouse or other beneficiary; z distributions made entirely in-kind in BP ADSs; or z minimum required distributions made after you reach age 70 1 /2. * Minimum Required Distributions, page 21, Rollover Distributions, page 21; Installment Payments, page 22 However, in some instances, it may be necessary for you to complete and submit the appropriate IRS withholding certificate if you choose not to have federal income tax withheld from the taxable portion of a distribution that is not eligible for rollover. Postponing Taxes and Tax Withholding If you roll over the taxable portion of a distribution either through a direct rollover or otherwise to another taxqualified retirement arrangement or IRA, any taxes on the rollover amount will be postponed. Mandatory tax withholding can be avoided if you make a direct rollover. Note that rolling over the taxable portion of your distribution into a tax-qualified retirement arrangement or IRA simply defers or postpones the taxes due it does not eliminate the taxes. You will still owe income and/or other taxes at some time in the future when the rollover is actually distributed to you. z hardship withdrawal; z direct rollover distributions; z installment payments made at least once each year for 10 years or more; 25

30 Additional Taxes Federal income tax rules discourage withdrawing money from the Capital Accumulation Plan before you reach age 59 1 /2. As a result, the tax consequences of taking an early distribution and not rolling it over may be significant. If you receive a taxable payment before you reach age 59 1 /2 and you do not roll it over, in addition to income taxes, you may have to pay an extra tax equal to 10% of the taxable portion of the payment. The additional 10% tax does not apply to your payment if it is: z paid to you because you leave the company during or after the year you reach age 55; z paid to you after you are permanently and totally disabled; z paid to you as equal (or almost equal) payments over your life or life expectancy (or your and your beneficiary s lives or life expectancies); z used to pay certain medical expenses; or z a qualified reservist distribution. Taxes on BP ADSs If you receive BP ADSs as part of your Capital Accumulation Plan distribution, you may be able to elect to defer taxes on any increase in value of that portion of your account invested in the BP Stock Fund over the trustee s cost basis until you dispose of the ADSs. Additionally, you may qualify for capital gains treatment on any increase in the value over the trustee s cost when you sell your ADSs. This special tax treatment is only available if, among other requirements, the ADSs are: You will need to report dividends on BP ADSs as income on your U.S. federal (and state, if applicable) income tax return. Dividends paid on BP ADSs will generally constitute so-called qualified dividend income that is subject to a maximum federal income tax rate of 15%, provided that you have a holding period in the ADSs of more than 60 days during the 121-day period beginning 60 days before the ex-dividend date and meet other holding period requirements. You should be aware that taxes are not withheld from complete in-kind distributions of BP ADSs. You may be required to file estimated taxes as a result of your in-kind distribution. If you plan to take an in-kind distribution of BP ADSs, you should consult your tax advisor about the tax impact. Reduction for Overpayment If the Plan Administrator determines you have received more than you are entitled to under the terms of the plan, the Plan Administrator has the authority to collect such overpayment, including off-setting any further amounts you may be entitled to under the plan. What Happens If Benefits Are Denied You have certain rights if your BP Capital Accumulation Plan benefits are denied. * What Your Rights Are Under ERISA, page 31 z part of a distribution of your entire plan account within a year and either after you reach age 59 1 /2 or on account of your separation from BP; or z attributable to your after-tax contributions. 26

31 When the Plan Changes or Ends BP expects and intends to continue the Capital Accumulation Plan indefinitely, but reserves the right to amend or terminate it at any time and without prior notice. If any material changes are made, the company will notify you. No plan amendment or termination will adversely affect any benefits you may have accrued under the plan immediately before its amendment or termination. * The Future of the Plan, page 30 If the plan is terminated, you will be fully vested in all plan contribution sources, to the extent you were not previously vested. Administrative Information Because the Capital Accumulation Plan is subject to many laws governing its operation, it is important for you to know about certain aspects of the plan, including: z information about the plan trustee; z information about the plan sponsor and administrator; and z information about the plan recordkeeper. Plan Trustee The plan assets are held in a trust. State Street Bank and Trust Company is the plan trustee. As trustee, State Street Bank and Trust Company is responsible for duties specifically assigned to it by the trust agreement, including: z having custody of the trust assets; z making all purchases, sales and redemptions of securities held by it (at the direction of the appropriate investment manager); and z voting stock held by the plan (at the direction of the appropriate investment manager). However, the BP ADSs associated with your investment in the BP Stock Fund are voted according to the instructions you provide (if these instructions are provided according to the guidelines established by the plan and ERISA). * What Your Rights Are Under ERISA, page 31 The Appointing Officer, as defined in the plan document, designates the named fiduciaries (defined under ERISA) for the plan and trust. The trustee is selected by a named fiduciary. Under the terms of the trust agreement, the named fiduciary may remove the trustee at any time with appropriate notice. The named fiduciary may also appoint successor or additional trustees. The plan is not insured by the Pension Benefit Guaranty Corporation. Plan Sponsor and Identification Number BP Corporation North America Inc. Director of Retirement Plans MC WL1 501 Westlake Park Blvd. Houston, TX Employer ID#:

32 Plan Administrator The plan administrator for the BP Capital Accumulation Plan is the Vice President Total Reward, Western Hemisphere. The plan administrator has the authority to control and manage the operation and administration of the plan. In this capacity, the plan administrator (or his authorized delegates) generally has several rights, powers and duties, including: z selecting and contracting with a claims administrator and other service providers; z determining expenses that can be paid from plan assets; z determining, in his/her discretion, whether an individual is eligible for or entitled to benefits; z interpreting plan provisions; and z establishing rules and procedures for plan administration. The plan administrator has designated a claims administrator to manage the day-to-day operations of the plan, including processing and paying all claims for benefits. The plan administrator s address is: Vice President Total Reward, Western Hemisphere BP Corporation North America Inc. MC WL1 501 Westlake Park Blvd. Houston, TX Plan Recordkeeper The plan administrator has contracted with Fidelity Investments Institutional Operations Company (FIIOC, also known as BP Retirement Services) to be responsible for duties specifically assigned to it in the Recordkeeping Services Agreement, including: z maintaining plan records and participant accounts; z producing participant statements and confirmations; z processing plan withdrawals and distributions according to plan rules; and z providing telephone and online services for the plan. The plan recordkeeper is selected by the plan administrator. Under the terms of the Recordkeeping Services Agreement, the plan administrator may remove FIIOC with advance notice. The plan administrator may also appoint successor or additional recordkeepers. The plan recordkeeper s address is: Fidelity Investment Institutional Operations Company P.O. Box Cincinnati, OH

33 Agent for Service of Legal Process For disputes arising from the plans, legal process may be served on: BP Legal BP Corporation North America Inc. MC WL1 501 Westlake Park Blvd. Houston, TX Legal process may also be made upon a plan trustee or the plan administrator. No Right to Employment Your eligibility for or your right to benefits under BP s benefit plans is not a guarantee of continued employment. BP s employment practices are determined without regard to the benefits offered as part of your total compensation package. In addition, and subject to legal and contractual considerations, BP reserves the right to terminate your employment at any time or for any reason. Governing Plan Documents In the preparation of this plan summary, much effort was made to provide a clear, concise description of your benefits and to avoid contract and legal terms wherever possible. The aim has been to present a simplified overview of essential information about your benefits in words that are not obscure or likely to be misunderstood. However, the formal terms of the plan are set forth in legal plan documents. This means that should any questions arise about the nature and extent of your benefits, the formal language of the plan documents (and not the informal wording of this plan summary) will govern. Employees covered by collective bargaining agreements will be subject to these benefit plan descriptions to the extent consistent with the terms of BP s policy and benefit programs, the applicable collective bargaining agreement and any applicable legal guidelines. Assignment of Interest/ Liens on Funds or Property Your rights to your plan account cannot be transferred or assigned to anyone else, nor can you use your account as security or collateral for a loan, except for a loan taken from the plan. In addition, no charges or deductions are made upon the withdrawal or termination of your account, except for: z expenses in connection with the sales of securities or taxes, if any; z the processing of loans; and z certain trust and administration fees upon termination of the plan. However, the Capital Accumulation Plan is required to comply with a judgment, decree or order issued that constitutes a qualified domestic relations order (QDRO) under a state s domestic relations law, or a federal personal income tax lien. * Qualified Domestic Relations Orders (QDROs), page 30 If the plan receives a QDRO relating to marital property rights, alimony payment or child support, all or a portion of your plan account may be paid to someone else. 29

34 Your retirement benefits may also be offset as provided by a judicial order if you commit a crime involving the plan or breach certain fiduciary duties that you have with respect to the plan. Qualified Domestic Relations Orders (QDROs) A domestic relations order (DRO) is an order or judgment issued by a state court directing the plan administrator to pay all or a portion of your benefit under a qualified benefit plan, such as the BP Capital Accumulation Plan, to your spouse, former spouse or other eligible dependent. If a DRO has been issued relating to your benefits, you must forward all relevant documentation to QDRO Administration Services at BP Retirement Services at Fidelity. Based on the applicable qualified domestic relation order (QDRO) guidelines, QDRO Administration Services will oversee the process that determines whether the DRO is a QDRO. If the DRO is determined to be qualified, all or a portion of your plan benefits will be subject to the terms of the QDRO. If you have questions concerning a QDRO or if you would like a copy of the applicable plan QDRO procedures free of charge, contact: By regular mail BP Retirement Services at Fidelity Attention: QDRO Administration P.O. Box Cincinnati, OH By overnight express Fidelity Employer Services Company LLC QDRO Administration Group Attn: BP Corporation North America Inc. 100 Crosby Parkway Covington, KY By phone The Future of the Plan BP expects to continue the Capital Accumulation Plan indefinitely; nonetheless, the company reserves the right to change or end the plan at any time without advance notice. The decision to do so may be the result of changes in federal or state laws governing benefits, or any other factor. You can find more information about QDROs at 30

35 What Your Rights Are Under ERISA As a participant in the BP Capital Accumulation Plan, you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that all plan participants have the right to: z examine, without charge, at the plan administrator s office, all documents governing the plan, including insurance contracts and collective bargaining agreements, and a copy of the latest annual report (Form 5500 Series) filed by the plan with the U.S. Department of Labor; z obtain, upon written request to BP Legal, copies of governing plan documents (a reasonable fee for copying may be assessed); and z receive a summary of the plan s annual financial report at no charge. Each participant is automatically provided with a copy of this summary annual report. * Accessing Additional Resources, page 37 In addition to creating rights for plan participants, ERISA imposes duties upon the people who are responsible for the operation of the plan. The people who operate your plan are called fiduciaries and have a duty to operate the plan prudently and in the interest of you and other plan participants and beneficiaries. No one, including your employer or any other person, may fire you or discriminate against you in any way to prevent you from obtaining benefits under the plan or exercising your rights under ERISA. If your claim for a benefit is denied or ignored, in whole or in part, you have a right 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 limits. Under ERISA, there are steps you can take to enforce these rights. For instance, if you request materials from the plan and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the plan administrator to provide the materials and pay you up to $110 a day until you receive the materials, unless they were not sent because of reasons beyond the plan administrator s control. If you have a claim for benefits which is denied or ignored, in whole or in part, or if you disagree with the plan s decision or lack thereof concerning the qualified status of a DRO, you may file suit in a state or federal court. (You can file suit only after you have exhausted the plan s claims and appeals procedures.) If the plan fiduciaries misuse the plan s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose for example, if the court finds your claim is frivolous the court may order you to pay these costs and fees. If you have any questions about your savings and retirement plans, contact BP Retirement Services. * Accessing Additional Resources, page 37 31

36 If you have any questions about this statement or about your rights under ERISA, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory, or contact: Division of Technical Assistance and Inquiries Employee Benefits Security Administration U.S. Department of Labor 200 Constitution Avenue N.W. Washington, DC If You Have Questions About Your Benefits If you have questions about your benefits from the plan, you should contact BP Retirement Services at Fidelity. You can contact them either by telephone at , or in writing at: BP Retirement Services at Fidelity P.O. Box Cincinnati, OH In many cases, the inquiry will resolve your issue. If you believe that the response to your inquiry was based on inaccurate information or that additional information may clarify the issue, you may submit a written request for further research. Please mail such a request to: Please include with your request a copy of any initial written response you received, along with any documentation or other information that supports your inquiry. You will receive a written response to your inquiry. How to File a Formal Claim Under ERISA Formal Claims and Appeals Process If you are not satisfied with the results of your inquiry to BP Retirement Services at Fidelity, you may file a formal claim. If you are still not satisfied with this decision regarding your formal claim, you may then file a formal appeal of this decision. Your formal claim for benefits is reviewed by the Claims Administrator and if you file an appeal of that decision it is reviewed by the Appeals Administrator. The BP ERISA Claims and Appeals Analyst is an individual who assists the Claims Administrator and the Appeals Administrator in processing your claim and appeal. A more detailed description of this claims and appeals process is provided below. BP Retirement Services at Fidelity P.O. Box Cincinnati, OH

37 Claims Process You have the right to file a formal claim for benefits if you disagree with the response you received on your benefits inquiry from BP Retirement Services at Fidelity. This would include decisions you disagree with regarding your eligibility for benefits, the amount of your benefits, or other issues impacting your benefits. Your formal claim must be submitted in writing and must be filed with the plan s Claims Administrator, care of the BP ERISA Claims and Appeals Analyst, at the following address: BP ERISA Claims and Appeals Analyst BP America Inc. P.O. Box Houston, TX Please include a copy of any written response you received from Fidelity and the information you submitted in support of your inquiry. To expedite receipt of your claim, please do not send your claim by certified mail. Receipt of your claim will be acknowledged as soon as administratively feasible, typically within 5 10 business days. The Claims Administrator will consider the applicable benefit plan provisions, all of the information and evidence you present, and any other relevant information, including any information that the Claims Administrator may request from you to perfect your claim (i.e., establish your right to the benefit) and complete the review. The Claims Administrator may require you or the Company to submit, within 30 days of written notice, additional facts, documents or other evidence as the Claims Administrator, in his sole discretion, deems necessary or advisable in making such a review. The timeframe to make a determination will be tolled (suspended) during this period. If you do not respond, a decision will be made based on the information on file. On the basis of the review, the Claims Administrator will make an independent determination of your claim. If your formal claim for benefits is denied, you will be provided with a notice of denial that contains: z The specific reason(s) for the denial. z A specific reference to the plan provision(s) on which the denial is based. z Descriptions of any additional information that is necessary to perfect your claim and an explanation of why this information is necessary. z An explanation of the plan s appeal review procedure. If your claim is denied in whole or in part, you will receive an adverse benefit determination within 90 days of the date your formal claim is received by the plan, unless special circumstances require an additional 90 days to process your claim. If an extension of time is required, you will be given written notice prior to the beginning of the extension period. The notice will indicate the special circumstances that require an extension of time and the date by which the plan expects the final decision to be rendered. 33

38 Appeals Process If your claim is denied in whole or in part, you may appeal this adverse benefit determination by submitting an appeal to the Appeals Administrator, care of the BP ERISA Claims and Appeals Analyst, at the following address: BP ERISA Claims and Appeals Analyst BP America Inc. P.O. Box Houston, TX To expedite receipt of your appeal, please do not send it via certified mail. Receipt of your appeal will be acknowledged as soon as administratively feasible, typically within 5 10 business days. Your appeal must be submitted within 60 days of your receipt of the claim denial and should include a written statement: z Requesting a review of the Claims Administrator s decision; z Setting forth any new or different information upon which the appeal of the denial is based, and all facts in support thereof; and z Including all issues or comments which you feel are relevant to the appeal. If you do not submit a written letter appealing the claim denial within 60 days, you will be unable to file an appeal thereafter. The Appeals Administrator may require you or the Company to submit, within 30 days of written notice, additional facts, documents or other evidence as the Appeals Administrator, in his sole discretion, deems necessary or advisable in making such a review. The timeframe to make a determination will be tolled (suspended) during this period. If you don t respond, a decision will be made based on the information on file. On the basis of the review, the Appeals Administrator will make an independent determination of your appeal. You will receive a written decision on your appeal within 60 days of the plan s receipt of your appeal, unless special circumstances require an extension of time for processing. In that event, a decision will be rendered as soon as possible, but not later than 120 days after receipt of your appeal. The decision on your appeal will be provided to you in writing. It will include the reasons for the decision, a reference to the specific plan provision(s), as applicable, and other relevant information related to the decision. Generally, if you do not receive notice of the appeal decision within 120 days after receipt of your appeal, your appeal is deemed denied. You may review pertinent documents to prepare your appeal at no charge to you. Upon your request, you may receive, free of charge, reasonable access to and copies of all documents, records, and other information relevant to the decision on your claim. In addition, the Appeals Administrator may request additional information from you to perfect your appeal and complete the review. 34

39 Effect of the Appeals Administrator s Decision The decision of the Appeals Administrator on your appeal is final, conclusive, and not subject to further review. The Appeals Administrator (who is also the Plan Administrator) has complete discretionary authority to interpret and administer the plan and make factual decisions regarding eligibility, payment of benefits, and other plan-related issues. After the Claims and Appeals Process Has Concluded If following exhaustion of the plan s claims and appeals procedures you still believe that you are entitled to a benefit under the plan, you may file a civil action under Section 502(a) of the Employee Retirement Income Security Act of 1974, as amended ( ERISA ). Time Limits and Venue for Bringing Suit However, any civil action for benefits must be brought no later than two years following: (i) in the case of any lump-sum payment, the date on which the payment was made, (ii) in the case of a periodic payment, the date of the first in the series of payments, or (iii) for all other claims, the date on which the action complained of occurred. Any civil action for benefits under the plan must be brought in the United States District Court for the Southern District of Texas, Houston Division. Importance of Exhausting the Administrative Review Process If you do not file a claim, follow the claims process, or appeal on time, you will give up legal rights, including the right to file a civil action in federal court because you will not have exhausted your internal administrative appeal rights. Generally, you must exhaust your internal administrative appeal rights before you can bring a civil action in federal court. 35

40 BP Benefit Plans ERISA Plan Information Type of Plan Plan Number 059 Plan Year January 1 December 31 Plan Sponsor and Identification Number Plan Administrator Sources of Contributions Plan Trustee Recordkeeper Agent for Service of Legal Process Defined contribution plan that is intended to be qualified under Internal Revenue Code Section 401(a) Director of Retirement Plans BP Corporation North America Inc. MC WL1 501 Westlake Park Boulevard Houston, TX Employer ID#: Vice President, Total Reward, Western Hemisphere BP Corporation North American Inc. MC WL1 501 Westlake Park Boulevard Houston, TX Employees make contributions to the plan pursuant to IRC Section 401(k). BP provides additional contributions through company match contributions. Contributions are held in the plan s trust. State Street Bank and Trust Company One International Place 25th Floor Boston, MA Fidelity Investment Institutional Operations Company P.O. Box Cincinnati, OH For disputes arising from the plans, legal process may be served on: BP Legal BP Corporation North America Inc. MC WL1 501 Westlake Park Boulevard Houston, TX Legal process may also be made upon a plan trustee or the plan administrator. 36

41 Accessing Additional Resources Here you can find out where to go to get answers to any benefit questions you may have. You will find online addresses and phone numbers for BP Retirement Services at Fidelity and highlights of what you can do when you contact them. BP Retirement Services at Fidelity Online NetBenefits through the LifeBenefits Network at or You can: z create or change your personal identification number (PIN); z access savings plan information, including: online statements; details about your account balance, exchanges, contributions, loans and withdrawals; investment information, such as quotes, fund performance and market indices; tools for asset allocation; and literature about the BP Capital Accumulation Plan; and z designate your beneficiary. For information about Qualified Domestic Relations Orders (QDROs), go to By Phone Through the LifeBenefits Network (voice-activated): z within the U.S., Say Savings and Retirement. z outside the U.S., (847) Call BP Retirement Services at Fidelity directly: z within the U.S., z outside the U.S., dial the AT&T access number of the country you are in. When prompted, dial Or, call collect at (508) z hearing or speech impaired, You can choose: z interactive voice response (IVR) system (available virtually 24 hours a day, 7 days a week); or z Participant Services Representatives (available Monday Friday, 7:30 a.m. 11:00 p.m., Central time), excluding New York Stock Exchange holidays. 37

42 Glossary Adverse benefit determination A denial, reduction or termination of, or a failure to provide or make payment (in whole or in part) of, a benefit. After-Tax basis Included in your W-2 income. After-tax contribution source The portion of your account that consists of your after-tax contributions and reflects any investment gains and/or losses on those contributions. After-tax contributions Your BP Capital Accumulation Plan contributions that are included in your W-2 income. Alternate payee A spouse, former spouse or dependent who is eligible to receive benefits from the as the result of a qualified domestic relations order (QDRO). Appeal A written document you submit to the appeals administrator (care of the ERISA claims and appeals analyst) if you are not satisfied with the decision on your formal claim. Authorized representative For purposes of filing a claim, an authorized representative is any individual expressly authorized under a written consent executed by a claimant to act on the claimant s behalf, or an individual authorized by law to act on the claimant s behalf. Base pay Your BP salary or straight-time pay, not including overtime, bonuses or incentives. Before-tax basis Not included in your W-2 income. Before-tax contribution source The portion of your BP Capital Accumulation Plan account that consists of your before-tax contributions and reflects any investment gains and/or losses on those contributions. Before-tax contributions Your BP Capital Accumulation Plan contributions that are not included in your W-2 income. Beneficiary A person or persons, or entity, named to receive a benefit in the event of your death. You can designate both primary beneficiaries and contingent beneficiaries by following the appropriate procedures. BP American Depositary Shares (ADSs) Securities that hold ordinary shares of BP p.l.c. and are issued by the depository, JPMorgan Chase Bank. ADSs are used to facilitate holding and trading foreign securities in the United States. ERISA claims and appeals analyst The individual who receives formal claims and appeals for the plan administrator, coordinates the review process and communicates decisions about formal claims and appeals. Claimant For purposes of filing claims and appeals regarding a benefits determination or benefits eligibility issue, a claimant may be a BP employee or former employee, a dependent or domestic partner of a BP employee or former employee, a designated beneficiary or a default beneficiary of a BP employee or former employee, or an authorized representative of any such individual or entity. Company match contribution source The portion of your account that consists of your company match contributions and reflects any investment gains and/or losses on those contributions. Contingent beneficiary The person or persons, or entity, named to receive benefits if no primary beneficiary survives you. Formal claim A written claim you submit to the ERISA claims and appeals analyst if you are not satisfied with a benefits determination. Hardship withdrawal A withdrawal from your before-tax contribution source under the to satisfy an immediate financial need and the taxes owed on such a withdrawal in accordance with the plan requirements. 38

43 Heritage savings plan The ARCO Capital Accumulation Plan or a similar savings plan of a predecessor employer. In-kind distribution For the BP Capital Accumulation Plan, a distribution that is in BP ADSs. Individual Retirement Account (IRA) A tax-advantaged retirement account. In-service withdrawal A withdrawal of all or part of your after-tax, before-tax, rollover and/or company match contribution sources in accordance with BP Capital Accumulation Plan rules. Installment payments Distributions from the in the form of periodic payments in accordance with plan rules. Joint life expectancy The total number of years, based on statistical averages, that two people of specified ages are expected to continue living until both have died. Lump-sum distribution A distribution of the full value of your plan benefit in a single payment. Non-qualified savings plan A savings plan for which you may be eligible if your contributions or benefits are limited by legal requirements imposed on the BP Capital Accumulation Plan. Participating employer An employer whose employees are eligible to participate in the. BP Pipelines North America Inc. and BP West Coast Products LLC are the currently participating employers for this plan. Personal identification number (PIN) A number you set up which is used to access your personal benefits information. Plan administrator The individual who has the overall authority to control and manage the operations of the benefits plan. Plan recordkeeper Fidelity Investments Institutional Operations Company (FIIOC, also known as BP Retirement Services at Fidelity), which maintains your savings plan accounts. Primary beneficiary The person or persons, or entity, named to receive benefits in the event of your death. Qualified retirement plan See tax-qualified retirement arrangement. Rollover contribution source The portion of your account that consists of any amounts you have transferred or rolled over from another qualified retirement plan and that reflects any investment gains and/or losses on those amounts. Service The total amount of time you have worked for BP, including service with predecessor employers such as ARCO. Single life expectancy The number of years an individual of a given age is expected to continue living, based on statistical averages. Tax-deferred For the BP Capital Accumulation Plan, earnings in a tax-deferred account are tax-free as long as they remain in the account. Tax-qualified retirement arrangement A retirement plan or other arrangement that meets certain legal requirements in order to receive favorable tax treatment such as a qualified pension, retirement or savings plan or a 403(b) annuity or governmental 457 plan. Some of these rules limit the amount and types of your compensation that can be considered for retirement plan purposes, and others limit the total amount of benefits that can be paid to you or accrued by the plan. Vested A benefit not subject to forfeiture. Vesting Under the BP Capital Accumulation Plan, your right to ownership of your plan benefit. If a portion of your benefit is not vested when you leave BP, you will not receive any payments from that portion of the plan. Vesting service The time you have worked for BP or a predecessor company that counts toward vesting in a BP retirement or savings program. 39

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