13.	Benefit Plans

We have a non-contributory defined benefit pension plan covering substantially all domestic employees, as well as a supplemental executive retirement plan. We also offer both medical and dental benefits for retired domestic employees and their spouses under a postretirement benefit plan. The following tables provide the components of aggregate annual net periodic benefit cost, changes in the benefit obligation and the funded status of the pension, supplemental executive retirement and other postretirement benefit plans as recognized in the consolidated balance sheet:

	Pension and Supplemental									Other Postretirement
	Executive Retirement Plans									Benefits
Components of Net Periodic Benefit Cost for fiscal year ending
	12/31/2012			12/31/2011			12/31/2010			12/31/2012			12/31/2011			12/31/2010
	(In thousands)
1.Company Service Cost	$	9,662		$	8,917		$	8,531		$	1,226		$	1,090		$	1,126
2.Interest Cost		16,481			16,098			15,535			1,144			1,350			1,183
3.Expected Return on Assets		(18,211	)		(17,373	)		(14,502	)		(3,162	)		(3,299	)		(2,891	)
4.Other Adjustments		-			-			-			-			-			-
Subtotal		7,932			7,642			9,564			(792	)		(859	)		(582	)
5.Amortization of :
a. Net Transition Obligation/(Asset)		-			-			-			-			-			-
b. Net Prior Service Cost/(Credit)		665			661			650			(6,217	)		(6,217	)		(6,138	)
c. Net Losses/(Gains)		5,829			4,010			5,924			797			632			764
Total Amortization		6,494			4,671			6,574			(5,420	)		(5,585	)		(5,374	)
6.Net Periodic Benefit Cost		14,426			12,313			16,138			(6,212	)		(6,445	)		(5,956	)
7.Cost of settlements or curtailments		-			-			-			-			-			-
8.Total Expense for Year	$	14,426		$	12,313		$	16,138		$	(6,212	)	$	(6,445	)	$	(5,956	)

Development of Funded Status
	Pension and Supplemental						Other Postretirement
	Executive Retirement Plans						Benefits
	12/31/2012			12/31/2011			12/31/2012			12/31/2011
	(In thousands)

Actuarial Value of Benefit Obligations
1.Measurement Date	12/31/2012			12/31/2011			12/31/2012			12/31/2011
2.Accumulated Benefit Obligation	$	331,985		$	297,145		$	16,284		$	25,007

Funded Status/Asset (Liability) on the Consolidated Balance Sheet

1.Projected Benefit Obligation	$	(362,657	)	$	(318,048	)	$	(16,284	)	$	(25,007	)
2.Plan Assets at Fair Value		340,335			305,748			49,391			42,578
3.Funded Status - Overfunded/Asset		N/A			N/A		$	33,107		$	17,571
4.Funded Status - Underfunded/Liability	$	(22,322	)	$	(12,300	)		N/A			N/A

Accumulated Other Comprehensive Income
	12/31/2012		12/31/2011		12/31/2012			12/31/2011
	(In thousands)
1.Net Actuarial (Gain)/Loss	$	106,661	$	95,298	$	1,985		$	14,109
2.Net Prior Service Cost/(Credit)		1,775		2,278		(38,587	)		(41,072	)
3.Net Transition Obligation/(Asset)		-		-		-			-
4.Total at Year End	$	108,436	$	97,576	$	(36,602	)	$	(26,964	)

Under Statement of Statutory Accounting Principles ("SSAP") No. 92 and No. 102, which became effective January 1, 2013, the measurement of pension and other postretirement benefit liabilities will begin to include non-vested employees. This measurement, referred to as the projected benefit obligation, is the measurement currently used under GAAP, as disclosed in the tables above. The new SSAPs will increase our statutory benefit obligations. We have evaluated the provisions of this guidance, and we do not expect the new guidance to have a material impact on our statutory benefit obligations.

The changes in the projected benefit obligation are as follows:

	Pension and Supplemental						Other Postretirement
	Executive Retirement Plans						Benefits
Change in Projected Benefit Obligation
	12/31/2012			12/31/2011			12/31/2012			12/31/2011
	(In thousands)
1.Benefit Obligation at Beginning of Year	$	318,048		$	291,456		$	25,007		$	26,200
2.Company Service Cost		9,662			8,917			1,226			1,090
3.Interest Cost		16,481			16,098			1,144			1,350
4.Plan Participants' Contributions		-			-			356			261
5.Net Actuarial (Gain)/Loss due to Assumption Changes		37,418			23,037			(6,517	)		397
6.Net Actuarial (Gain)/Loss due to Plan Experience		634			(6,544	)		(497	)		(3,643	)
7.Benefit Payments from Fund (1)		(19,483	)		(14,692	)		(661	)		(560	)
8.Benefit Payments Directly by Company		(265	)		(316	)		(42	)		(87	)
9.Plan Amendments		162			92			(3,732	)		-
10.Other Adjustment		-			-			-			-
11.Benefit Obligation at End of Year	$	362,657		$	318,048		$	16,284		$	25,007

(1) In 2012, includes lump sum payments of $12.0 million from our pension plan to eligible participants, which were former employees with vested benefits of $100 thousand or less. Additional former employees may elect this option in 2013. In 2011, includes lump sum payments of $8.2 million from our pension plan to eligible participants, which were former employees with vested benefits of $50 thousand or less.

The changes in the fair value of the net assets available for plan benefits are as follows:

Change in Plan Assets
	12/31/2012			12/31/2011			12/31/2012			12/31/2011
	(In thousands)
1.Fair Value of Plan Assets at Beginning of Year	$	305,748		$	284,080		$	42,578		$	44,362
2.Company Contributions		15,265			20,316			-			-
3.Plan Participants' Contributions		-			-			356			261
4.Benefit Payments from Fund		(19,483	)		(14,692	)		(661	)		(560	)
5.Benefit Payments paid directly by Company		(265	)		(316	)		(42	)		(87	)
6.Actual Return on Assets		39,070			16,360			7,474			(1,224	)
7.Other Adjustment		-			-			(314	)		(173	)
8.Fair Value of Plan Assets at End of Year	$	340,335		$	305,748		$	49,391		$	42,578

	Pension and Supplemental						Other Postretirement
	Executive Retirement Plans						Benefits
Change in Accumulated Other Comprehensive Income (AOCI)
	12/31/2012			12/31/2011			12/31/2012			12/31/2011
	(In thousands)
1.AOCI in Prior Year	$	97,576		$	84,649		$	(26,964	)	$	(33,827	)
2.Increase/(Decrease) in AOCI
a. Recognized during year - Prior Service (Cost)/Credit		(665	)		(661	)		6,217			6,217
b. Recognized during year - Net Actuarial (Losses)/Gains		(5,829	)		(4,010	)		(797	)		(632	)
c. Occurring during year - Prior Service Cost		162			92			(3,732	)		-
d. Occurring during year - Net Actuarial Losses/(Gains)		17,192			17,507			(11,326	)		1,278
3.AOCI in Current Year	$	108,436		$	97,576		$	(36,602	)	$	(26,964	)

Amortizations Expected to be Recognized During Next Fiscal Year Ending
	12/31/2013		12/31/2013
		(In thousands)
1.Amortization of Net Transition Obligation/(Asset)	$	-	$	-
2.Amortization of Prior Service Cost/(Credit)		500		(6,649)
3.Amortization of Net Losses/(Gains)		6,063		-

The projected benefit obligations, net periodic benefit costs and accumulated postretirement benefit obligation for the plans were determined using the following weighted average assumptions.

	Pension and Supplemental						Other Postretirement
	Executive Retirement Plans						Benefits
Actuarial Assumptions
	12/31/2012			12/31/2011			12/31/2012			12/31/2011
Weighted-Average Assumptions Used to Determine
Benefit Obligations at year end
1.Discount Rate		4.25	%		5.25	%		3.85	%		4.75	%
2.Rate of Compensation Increase		3.00	%		3.00	%		N/A			N/A

Weighted-Average Assumptions Used to Determine
Net Periodic Benefit Cost for Year
1.Discount Rate		5.25	%		5.75	%		4.75	%		5.50	%
2.Expected Long-term Return on Plan Assets		6.00	%		6.00	%		7.50	%		7.50	%
3.Rate of Compensation Increase		3.00	%		3.00	%		N/A			N/A

Assumed Health Care Cost Trend Rates at year end
1.Health Care Cost Trend Rate Assumed for Next Year		N/A			N/A			7.50	%		8.00	%
2.Rate to Which the Cost Trend Rate is Assumed to Decline (Ultimate Trend Rate)		N/A			N/A			5.00	%		5.00	%
3.Year That the Rate Reaches the Ultimate Trend Rate		N/A			N/A			2018			2018

In selecting a discount rate, we performed a hypothetical cash flow bond matching exercise, matching our expected pension plan and postretirement medical plan cash flows, respectively, against a selected portfolio of high quality corporate bonds. The modeling was performed using a bond portfolio of noncallable bonds with at least $50 million outstanding. The average yield of these hypothetical bond portfolios was used as the benchmark for determining the discount rate. In selecting the expected long-term rate of return on assets, we considered the average rate of earnings expected on the classes of funds invested or to be invested to provide for the benefits of these plans. This included considering the trusts' targeted asset allocation for the year and the expected returns likely to be earned over the next 20 years.

The weighted-average asset allocations of the plans are as follows:

							Other Postretirement
	Pension Plan						Benefits
Plan Assets
	12/31/2012			12/31/2011			12/31/2012			12/31/2011
Allocation of Assets at year end
1.Equity Securities		40	%		38	%		100	%		100	%
2.Debt Securities		60	%		62	%		0	%		0	%
3.Other		0	%		0	%		0	%		0	%
4.Total		100	%		100	%		100	%		100	%

In accordance with fair value guidance, we applied the following fair value hierarchy in order to measure fair value of our benefit plan assets:

Level 1 – Quoted prices for identical instruments in active markets that we have the ability to access. Financial assets utilizing Level 1 inputs include equity securities, mutual funds, money market funds and certain U.S. Treasury securities and obligations of U.S. government corporations and agencies.

Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and inputs, other than quoted prices, that are observable in the marketplace for the financial instrument. The observable inputs are used in valuation models to calculate the fair value of the financial instruments. Financial assets utilizing Level 2 inputs include certain municipal, corporate and foreign bonds.

Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or value drivers are unobservable. Level 3 inputs reflect our own assumptions about the assumptions a market participant would use in pricing an asset or liability. There are no securities that utilize Level 3 inputs.

To determine the fair value of securities in Level 1 and Level 2 of the fair value hierarchy, independent pricing sources have been utilized. One price is provided per security based on observable market data. To ensure securities are appropriately classified in the fair value hierarchy, we review the pricing techniques and methodologies of the independent pricing sources and believe that their policies adequately consider market activity, either based on specific transactions for the issue valued or based on modeling of securities with similar credit quality, duration, yield and structure that were recently traded. A variety of inputs are utilized by the independent pricing sources including benchmark yields, reported trades, non-binding broker/dealer quotes, issuer spreads, two sided markets, benchmark securities, bids, offers and reference data including market research publications. Inputs may be weighted differently for any security, and not all inputs are used for each security evaluation. Market indicators, industry and economic events are also considered. This information is evaluated using a multidimensional pricing model. In addition, on a quarterly basis, we perform quality controls over values received from the pricing source (the "Trustee") which include comparing values to other independent pricing sources. In addition, we review annually the Trustee's auditor's report on internal controls in order to determine that their controls around valuing securities are operating effectively. We have not made any adjustments to the prices obtained from the independent sources.

The following table sets forth by level, within the fair value hierarchy, the pension plan assets at fair value as of December 31, 2012.

Assets at Fair Value as of December 31, 2012

Pension Plan	Level 1		Level 2		Level 3		Total
	(In thousands)
Domestic Mutual Funds	$	45,071	$	-	$	-	$	45,071
International Mutual Funds		39,479		-		-		39,479
Common Stocks		54,210		-		-		54,210
Corporate Bonds		-		130,643		-		130,643
U.S. Government Securities		25,859		-		-		25,859
Municipals		-		26,595		-		26,595
Foreign Bonds		-		17,710		-		17,710
Foreign Stocks		768		-		-		768
Total Assets at fair value	$	165,387	$	174,948	$	-	$	340,335

Our pension plan portfolio is designed to achieve the following objectives over each market cycle and for at least 5 years:

Fixed income allocation

•

Protect actuarial benefit payment stream through asset liability matching

•

Reduce volatility of investment returns compared to actuarial benefit liability

Equity allocation

•

Protect long tailed liabilities through the use of equity portfolio

•

Achieve competitive investment results

The primary focus in developing asset allocation ranges for the portfolio is the assessment of the portfolio's investment objectives and the level of risk that is acceptable to obtain those objectives. To achieve these goals the minimum and maximum allocation ranges for fixed income securities and equity securities are:

	Minimum			Maximum
Fixed income		40	%		100	%
Equity		0	%		60	%
Cash equivalents		0	%		10	%

The following table sets forth by level, within the fair value hierarchy, the postretirement plan assets at fair value as of December 31, 2012.

Assets at Fair Value as of December 31, 2012

Postretirement Plan	Level 1		Level 2		Level 3		Total
	(In thousands)
Domestic Mutual Funds	$	34,720	$	-	$	-	$	34,720
International Mutual Funds		14,671		-		-		14,671
Total Assets at fair value	$	49,391	$	-	$	-	$	49,391

Our postretirement plan portfolio is designed to achieve the following objectives over each market cycle and for at least 5 years:

•

Total return should exceed growth in the Consumer Price Index

•

Achieve competitive investment results

	Minimum			Maximum
Fixed income		0	%		10	%
Equity		90	%		100	%

Given the long term nature of this portfolio and the lack of any immediate need for significant cash flow, it is anticipated that the equity investments will consist of growth stocks and will typically be at the higher end of the allocation ranges above.

Investment in international oriented funds is limited to a maximum of 30% of the equity range. The current international allocation is invested in two mutual funds with 5% of the equity allocation in a fund which has the objective of investments primarily in equity securities of emerging markets countries, and 25% of the equity allocation in a fund investing in securities of companies based outside the United States. It invests in companies primarily based in Europe and the Pacific Basin, and includes common and preferred stocks, convertibles, ADRs, EDRs, bonds and cash. In addition to the foreign mutual funds, separately managed accounts have investments in equity securities of foreign corporations, and fixed income securities issued by foreign entities.

The following tables show the estimated future contributions and estimated future benefit payments.

	Pension and Supplemental		Other Postretirement
	Executive Retirement Plans		Benefits
Company Contributions
	12/31/2012		12/31/2012
	(In thousands)
Company Contributions for the Year Ending:
1.Current	$	15,265	$	-
2.Current + 1		1,278		-

Benefit Payments (Total)
	12/31/2012		12/31/2012
	(In thousands)
Actual Benefit Payments for the Year Ending:
1.Current	$	19,748	$	347
Expected Benefit Payments for the Year Ending:
2.Current + 1		10,253		670
3.Current + 2		12,333		764
4.Current + 3		13,258		782
5.Current + 4		14,011		831
6.Current + 5		15,357		932
7.Current + 6 - 10		97,759		6,880

Health care sensitivities

For measurement purposes, an 8.0% health care trend rate was used for benefits for retirees before they reach age 65 for 2012. In 2013, the rate is assumed to be 7.5%, decreasing to 5.0% by 2018 and remaining at this level beyond.

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plan. A 1% change in the health care trend rate assumption would have the following effects on other postretirement benefits:

	1-Percentage		1-Percentage
	Point Increase		Point Decrease
	(In thousands)

Effect on total service and interest cost components	$	506		$	(401	)
Effect on postretirement benefit obligation		2,772			(2,121	)

We have a profit sharing and 401(k) savings plan for employees. At the discretion of the Board of Directors, we may make a contribution of up to 5% of each participant's eligible compensation. We provide a matching 401(k) savings contribution on employees' before-tax contributions at a rate of 80% of the first $1,000 contributed and 40% of the next $2,000 contributed. We recognized expenses related to these plans of $3.1 million, $3.6 million and $3.7 million in 2012, 2011 and 2010, respectively.