DENVER HUB SUPPLEMENTAL AGREEMENT

MERGER SUPPLEMENTAL

AGREEMENT

(DENVER)

Between the

UNION PACIFIC RAILROAD COMPANY

and the

UNITED TRANSPORTATION UNION

This agreement is entered into a.s an amendment to the Arbitration Award dated

April 14, 1997. The parties recognize that certain adjustments would benefit both

parties to amend that award.

Therefore it is agreed:

I. Article IV (A) (1) of the Denver Hub proposal shall read as follows:

"All Grand Junction-Denver/Bond and Grand Junction-Minturn pool

operations may be combined into one pool with Grand Junction as the home

terminal. Denver-Phippsburg/Bond, Denver-Cheyenne and Denver-Sharon

Springs will be run as separate pools, however if a pool drops to 5 or fewer turns

the Carrier may combine the pool with one of the other pools.'

II. All employees currently in the Hub and who were working an assignment in the

Hub on July 1, 1997 shall be given automatic certification of New York Dock wage

protection. This protection is wage only and hours will not be taken into account. This

protection will start with the first of the month following the implementation date of this

supplemental agreement. the employees must comply with the requirements

associated with New York Dock conditions or their protection will be reduced for such

items as layoffs, bidding/displacing to lower paying assignments when they could hold

higher paying assignments, etc. The questions and answers attached hereto shall

describe the method of deduction when laying off or not available. This provision does

not apply to employees borrowed out into the Hub nor those forced int9 the Hub and

leaving the Hub when their services are no longer needed.

III. Trainmen required to relocate under this agreement will be governed by the

relocation provisions of New York dock. In lieu of the New York dock provisions, an

2utusupd

employee required to relocate may elect one of the following options:

1. Non-homeowners may elect to receive an "in lieu of' allowance in the

amount of $10,000 upon providing proof of actual relocation.

2. Homeowners may elect to receive an "in lieu of' allowance in the amount

of $20,000 upon providing proof of actual relocation.

3. Homeowners in Item 2 above, who provide proof of a bona fide sale

of their home at fair value at the location from which relocated, shall be eligible

to receive an additional allowance of $10,000.

(a) This option ~ hall expire five (5) years from date of application for the

allowance under Item 2 above.

(b) Proof of sale must be in the form of sale documents, deeds, and

filings of these documents with the appropriate agency.

4. With the exception of Item 3 above, no claim for an "in lieu of' relocation

allowance will be accepted after two (2) years from date of implementation of this

agreement.

5. Under no circumstances shall an employee be permitted to receive more

than one (1) "in lieu of' relocation allowance under this implementing agreement.

6. Trainmen receiving an "in lieu of' relocation allowance pursuant to this

implementing agreement will be required to remain at the new location, seniority

permitting, for a period of two (2) years.

7. There will be no pyramiding of benefits.

IV. National rate progression provisions shall be waived for all trainmen on the

roster on July 1, 1997 and still working in the Hub, who hold prior rights in the Denver

Hub. All others shall be governed by the National rate progression provisions.

V. Article VIII Section D of the award which covered forcing trainmen outside the

hub for a one year period is deleted.

VI. If new pool operations are implemented that run over two prior right existing runs

then those holding prior rights to the old runs shall hold prior rights to the new runs in

the ratio of miles run. For example, if Pueblo-Cheyenne operations are implemented

then employees with prior rights in the two Zones involved will hold prior rights to the

new run based on the ratio of miles run.

2utusupd 2

VII. In an effort to keep employees from having to relocate to locations away from

home when there are other employees with seniority dates prior to the implementation

date of this agreement available at the other locations it is agreed that the following

shall govern: ."

1. Denver Hub: When permanent vacancies occur on a regular position or

guaranteed extra board in any of the three zones, employees with prior rights to

the assignment may elect by application to fill the vacancy in seniority order. If

the vacancy is not filled in the above manner it will be filled as follows:

A. If no prior right applications are received, then the junior employee

on the zone reserve board in that zone shall be recalled to the

assignment or may displace a junior working employee.

B. If no employee is on a reserve board in the zone then the senior

applicant with prior rights in an9ther zone will be assigned.

C. If there are no applications from employees who hold prior rights in

other zones and there are employees on reserve boards in the other

zones then the junior employee on the other reserve boards shall be

recalled to the assignment or may displace a junior working employee

with the end result a junior employee forced to the vacancy.

D. If there are no employees on any reserve boards, then the senior

furloughed trainman shall be recalled.

VIII. As a point of clarification, all pool freight operations in the Denver Hub shall be

governed by the same provisions with regards to ITD/FTD, HAHT, meal payments for

time spent at the far terminal, runarounds, overtime and $1.50 in lieu of eating en route

based on the employees seniority date and eligibility for those provisions.

IX. Premium payments 'required by former SPIDRGW Agreements covering Life

Insurance and/or Disability Insurance will continue for those SP/DRGW

trainmen/yardmen/hostlers who are covered by this supplemental agreement and who

were covered under those plans on June 30, 1997. These payments will be maintained

for such employees for six years from the implementation date of this agreement. . .

X. Article IV (B) (1) Twenty-Five Mile Zone of the Denver arbitration proposal

concerning the twenty-five mile zone is reinstated as part of the amended award except

for Cheyenne. Bond will be included as a location where the provisions will be used.

The provision will not be implemented at Dalhart unless a similar provision is entered

2utusupd 3

into for employees based at that location.

XI. Article IX (E) of the Denver Hub proposal shall read as follows:

"50% of the regularly assigned yard assignments within zones;' 2 & 3 of

the Denver Hub may be run as foreman only without any work or other

restrictions. Extra yard assignments shall not be operated foreman only. All pool

freight service (assigned and unassigned, through and non-through) in zones 2

and 3 and the former DRGW road territory of Zone 1 may work conductor only

without any work or other restrictions in the switching limits of any initial or final

terminal. These assignments shall be limited to three work events en route as

defined in the UPED agreement. Assignments with additional crew members

shall have no restrictions of any kind, either in the initial and final terminal or en

route. Yard Foreman who work without a helper/switchmen will be entitled to an

additional $10.00 special allowance. This allowance shall apply to all

employees who are on the roster July 1, 1997."

Note: The references to "without restrictions" and "no restrictions' in

Article XI above refers to restrictions that are associated with crew consist

and not with road/yard rules that would apply whether the crew was a

short crew or a standard crew.

XII. All questions and answers to the Carrier's proposals that were deleted by the

arbitration award are reinstated. If, however, any of those Q&A' s conflict with this

supplemental agreement then this supplemental agreement shall govern.

XIII. Trainmen/switchmen, not currently eligible to hold a reserve board position, who

are working in the Denver Hub and with a trainman seniority date prior to July 1, 1997

shall be eligible to hold a reserve board position, seniority permitting, in accordance

with the provisions of the UPED reserve board agreement. The reserve board rate

shall be 70% of the yard foreman rate of pay for these employees. This provision does

not apply to employees borrowed out into the Hub nor those forced into the Hub and

leaving the Hub when their, services are no longer needed.

XIV. This agreement is entered into without precedent or prejudice to either party and

the provisions of this supplemental agreement shall not be cited or referred to by either

party in any proceeding other than a dispute involving the interpretation of this

agreement.

2utusupd 4

~

This agreement is signed this 9- day of September 1997 and is effective the

1 st day of October, 1997.

FOR THE ORGANIZATION: FOR THE CARRIER:

lations

2utusupd 5

;':

QUESTIONS AND ANSWERS TO THE SUPPLEMENTAL AGREEMENT

01. What is automatic certification?

A 1. An understanding reached by the parties that an employee will be provided the

benefits of the applicable labor protective conditions without having to prove he

was adversely affected as a result of implementation of this Agreement.

02. How will the test period average be determined?

A2. The twelve month period of the 1996 calendar year will be used.

03. How does the Carrier calculate test period earnings if, for example, an employee

missed two (2) months, compensated service in the prior twelve months?

A3. If an employee had no 'compensated service in the two (2) months, the Carrier will

go back fourteen (14) months to calculate the test period earnings based on twelve

(12) months compensated service.

04. How will an employee be advised of their test period earnings?

A4. Test period averages will be furnished to each individual and the General

Chairman in writing.

os.

AS.

06.

A6.

07.

A?

How is length of service calculated?

It is the length of continuous service an employee has in the service of the Carrier

with a month of credit for each month of compensated service.

How will the employees know which jobs are higher rated?

The Carrier will periodically post job groupings identifying the highest to lowest paid

jobs.

Will specific jobs be identified in each grouping?

Pools, locals and extra boards may be identified separately but yard jobs and road

switchers will not be.

os. What rights does an employee have if he/she is already covered under labor

protection provisions resulting from another transaction?

AS. Section 3 of New York Dock permits employees to elect which labor protection

they wish to be protected under. By agreement between the parties, if an employee

has three years remaining due to the previous implementation of Interdivisional

Service the employee may elect to remain under that protection for three years and

then switch to the number of years remaining under New York Dock. If an

employee elects New York Dock then he/she cannot later go back to the original

protection even if additional years remain. It is important to remember that an

employee may not receive duplicate benefits, extend their protection period or

count protection payments under another protection provision toward their test

period average for this transaction.

2utusupd 6

,." .!

Q9. Is the ten (10) dollar Foreman only allowance in addition to the regular special

allowance?

A9. Yes, all employees on the roster on July 1,1997 will receive this payment in

addition to any other payments provided under the crew consist agreement. If not

entitled to a special allowance under the crew consist agreement or because they

previously sold their special allowance this payment will still be applicable to them.

Q 1 O. How will reductions from protection be calculated?

A 10. In an effort to minimize uncertainty concerning the amount of reductions and

simplify this process, the parties have agreed to handle reductions from New York

Dock protection as follows:

1. Pool freight assignments - 1/15 of the monthly test period average will be

reduced for each unpaid absence of up to 48 hours or part thereof.

Absences beyond 48 hours will result in another 1/15 reduction for each

additional 48 hour period or part thereof.

2. Five day assignments - 1/22 of the monthly test period average will be

reduced for each unpaid absence of up to 24 hours or part thereof.

Absences beyond 24 hours will result in another 1/22 reduction for each

additional 24 hour period or part thereof.

3. Six & seven day assignments - The same process as above except 1/26 for

a six day assignment and 1/30 for a seven day assignment.

4. Extra board assignments - 1/30 of the monthly test period average will be

reduced for each unpaid absence of up to 24 hours or part thereof.

Absences beyond 24 hours will result in another 1/30 reduction for each

additional 24 hour period or part thereof.

Note 1: Absences on the extra board are calculated from the time of

unavailability (layoff, missed call. etc.) until the next time called for service.

For Example: If an employee lays off on Monday at noon, marks up the next

day, Tuesday and does not work until 2AM on Wednesday then they shall

be off for protection purposes for thirty-eight hours and shall be deducted

2/30th of their protection.

Note 2: Local Chairmen, on the extra board, who layoff Union

Business, will only be docked 1/30 for each 24 hours.or part thereof and

note 1 will not apply to them in such circumstances.

Q 11. Why are there different dollar amounts for non-home owners and homeowners?

A 11. New York Dock has two provisions covering relocating. One is Article I Section 9

2utusupd 7

Moving Expenses and the other is Section 12 Losses from Home Removal. The

$10,000 is in lieu of New York Dock moving expenses and the remaining $20,000

is in lieu of loss on sale of home.

Q12. Why is there one price on loss of on sale of home?

A 12. It is an in lieu of amount. Employees have an option of electing the in lieu of

amount or claiming New York Dock benefits. Some people may not experience a

loss on sale of home or may not want to go through the procedures to claim the

loss under New York Dock.

Q13. What are the basic 10 provisions for. the Eastern District?

A13. While many agreements have been entered into under the 1972 and 1985 10

provisions, most of the operations in the Denver Hub are associated with. the

1972 provisions, therefore for the purposes of this supplemental agreement the

agreements entered into between the UPED and the UTU pursuant to Article 12

of the January 27, 1972 National Agreement as amended by subsequent

National Agreements contain the basic 10 provisions. For further explanation

see Attachment "A".

Q14. Is this supplemental agreement retroactive to July 1, 1997?

A 14. Employees required to relocate after July 1, 1997 but prior to ratification will be

covered under the relocation provisions if they meet those criteria, and will be

paid after ratification. Job assignments and recall provisions made after July 1,

1997 but before the implementation of this agreement are proper and will not be

"undone". Those issues will be governed under this agreement only after

implementation of this supplemental agreement.

Q15. Are coal pool operations to mines and power plants subject to conductor only

operations?

A 15. For the purposes of this agreement only and not as precedent or prejudice to

any operation outside these Hubs they are subject to conductor only operations

as long as they do not exceed the three work events en route limitations. The

loading and unloading of trains when cars are not uncoupled are not work

events under this supplemental agreement, however once uncoupling occurs

then the work event restrictions will come into play. This does not affect whether

an employee converts to the local rate of pay when spotting coal cars.

Q16. What about employees who are on leaves of absence due to several reasons

including medical, Union Officer, Carrier Officer and legislative representative,

as these employees were not working in the Hubs on November 1, 1996?

A 16. These employees will be treated as if they were working in the Hub for the

purposes of roster slotting on the dovetailed rosters and for prior right purposes.

2utusupd 8

As such they will be included on the new rosters and when they return to service

they will be covered under the Hub agreements in accordance with their

seniority.

Q17. Since Zone 1 yard assignments and former UPED road territory are not

mentioned in Article XI of this agreement how shall they be governed for crew

consist principles?

A17. They shall be governed by the UPED crew consist agreement.

Q 18. How will Union Officers test period average be calculated?

A18. See the March 26, 1996 letter to UTU Vice President B.A.Boyd providing for the

average of two above:and two below. When using the employees above and

below for an average, employees working in the same class of service will be

used.

Q19. How will an employee be paid who is used in the twenty-five mile zone to obtain

a train, brings the train into the original on-duty terminal (now an intermediate

point) and then deadheaded on to the far terminal because of insufficient time to

continue on with the train?

A19. The employee will be paid under the twenty-five mile provisions for the work in

that zone and deadheaded in combination deadhead/service.

Q20. If an employee works ten hours in the twenty-five mile zone how shall they be

paid?

A20. Eight hours straight time and two hours overtime.

r

2utusupd 9

Attachment" AU

THE FOLLOWING IDENTIFIES TERMS AND CONDITIONS REFERRED TO IN THE DENVER

AND SALT LAKE HUBS MERGER SUPPLEMENTAL AGREEMENT THAT WILL BE

APPLICABLE TO THE POOL FREIGHT OPERATIONS IN THOSE HUBS.

1. Miles Paid - Each pool shall be paid the actual miles between the points of the run for all

service and combination deadhead/service with a minimum of a basic day.

2. Basic Day/Rate of pay - The provisions of the 1991, Implementing Agreement (UTU)

and the 1996, National Agreement (UTU) will apply.

3. Transportation - Transportation will be provided in accordance with Section (2)(c) of

Article IX of the October 31, 1985, National Agreement Award (UTU).

4. Meal Allowances and Eating En Route - Meal allowances and eating en route will be

governed by Sections 2(d) and 2(e) of Article IX of the October 31, 1985, National Agreement

(UTU) as amended by the 1991, Implementing Agreement.

5. Overtime - Employees who have an engineer/train service seniority date prior to October

31, 1985, shall begin overtime at the expiration of eight (8) hours for those through freight runs

that are two hundred miles or less and on runs in excess of two hundred miles overtime will

begin when the time on duty exceeds the miles run divided by 25, or in any case, when on duty in

excess of 10 hours. When overtime, initial terminal delay and final terminal delay accrue on the

same trip, allowance will be the combined initial and final terminal delay time, or overtime,

whichever is the greater. Employees hired after October 31, 1985, shall be paid overtime in

accordance with the National Rules governing same and in the same manner previously paid on

the UPED prior to the merger.

6. Held Away from Home Time - Employees in pool freight service held at other than home

terminal will be paid continuous time for all time so held after the expiration of sixteen hours from

the time relieved from previous tour of duty, at the regular rate per hour paid them for the last

service performed.

7. Runarounds - Employees not called in their turn will be allowed one-half basic day and

stand first out, if not called within eight hours, one basic day will be allowed and employee will

stand first out. Employees are not run around when they take the train for which called; however,

it will be permissible to run an ,employee out on other that the train for which called, if practicable.

Employees cannot be runaround by employees going to a different destination (far terminal).

Note: The provisions listed above are terms and conditions that currently apply to

employees in some Interdivisional Service on the UPED. They are listed here as

information and are not meant to be all inclusive but to provide a ready reference for

employees previously not· familiar with them. The provisions will apply to pool freight

service identified in the award and/or supplemental agreement as the award and lor

supplemental agreement provides for the combining of pools and it is the intent of this

agreement to standardize the rules so that employees are governed by the same terms

and conditions whether operating in single pools or combined pools.

10

September 8, 1997

Side Letter # I

Mr. G.A. Eickmann

General Chairman UTU

2933 SW Woodside Drive Suite F

Topeka KS 66614

Dear Sir:

This refers to the merger arbitration award supplemental agreement. In addition to the items

listed in that agreement four related issues have been raised that should be handled concurrently with

that agreement. With the passing of that agreement the parties also agree to the following:

Agreed:

I. The parties will meet to establish yard vacancy procedures.

2. The parties will meet to review local agreements that were eliminated by the merger

award and jointly agree on which ones will be reactivated.

3. Meetings will be established involving CMS, Timekeeping, Labor Relations and Local

Chairmen, either in the Hubs or in Omaha to review problems associated with

implementation of the merger.

4. The issues involving personal leave days shall be settled by paying all

trainmen/yardmen who converted to the Eastern District CBA on July I, 1997 an

amount equal to 100% of the unused personal leave days remaining from their previous

agreement on that date, including carryover days, at the rate of the last service

performed. Effective August I, 1997 all such employees shall have converted to the

UPED personal leave agreement.

;' Yours truly,

~~~

2utusl#!

September 8, 1997

Side Letter #2

Mr. G.A. Eickmann

General Chairman UTU

2933 SW Woodside Drive Suite F

Topeka KS 66614

Dear Sir:

This refers to the merger supplemental agreement that is to be effective October I, 1997.

During our discussions several questions were raised. concerning the crew consist portions of the

agreement. Upon reviewing these questions the Carrier proposed that they would be handled as follows:

Agreed:

I. The Organization was concerned that the Carrier would abolish existing road switcher and

local assignments and convert them to a pool in an effort to expand the conductor only

operations. The Carrier agreed that the references to pool freight operations was intended

to apply to those pool operations that existed prior to the July I, 1997 implementation

date, such as but not limited to, the IPP pool, the Salt Lake-Ogden Pool, various DRGW

coal operations (mines and power plants) that ran as pools, etc. It is not the intent to

abolish other non pool assignments such as the Fort Collins and LaSalle road switchers

and then run them as a pool. This does not prohibit the creation of new pools to handle

new operations or the combining of pools were permitted.

2. The question was raised how a crew when called off the extra board would be

governed with respect to crew consist. If the extra board is used in place of pool

service such as Salt Lake-Ogden or Denver-Colorado Springs power plants then the

pool provisions would apply, and if used as a local or road switcher then those

provisions would apply. If used in work train or hours of service relief then the regular

UPED crew consist rules would govern those classes of service.

Yours truly,

£?'~!~

2utusl#2