Marathon Oil (MRO)

ARTICLE II. Eligibility

The following individuals are eligible to accrue Excess Benefit Plan benefits:

Every individual who qualifies for a benefit under the terms of the Retirement Plan and (1) whose benefit under the Retirement Plan is reduced due to salary deferrals under the Speedway SuperAmerica LLC Deferred Compensation Plan or any similar plan maintained by the Employer or by either Code section 415 or the annual compensation limit as set forth under Code section 401(a)(17) (collectively, the “Defined Benefit Limits”), (2) would accrue a Special Excess Bonus Recognition benefit as set forth in section 3.1(b) hereof and is designated by the Plan Administrator, or (3) who is eligible to receive compensation updates under the Retirement Plan (relating to the Petroleum Marketing Retirement Plan which was merged into the Retirement Plan) which are unavailable under the Retirement Plan due to certain Code limitations.

Every individual who is eligible to receive benefits under this Excess Benefit Plan by reason of his or her active employment with an Employer shall be known as a Participant. Every individual who becomes eligible to receive benefits under this Excess Benefit Plan in the event of the death of a Participant shall be known as a Beneficiary.

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The Beneficiary of a Participant under this Excess Benefit Plan shall be such Beneficiary as may be provided under Section 3.3(b).

ARTICLE II. Eligibility

The following individuals are eligible to accrue Excess Benefit Plan benefits:

(a) Every individual who qualifies for a benefit under the terms of the Retirement Plan and (1) whose benefit as determined under Article V, Section A, or B and C, of the Retirement Plan is reduced due to salary deferrals under the Marathon Oil Company Deferred Compensation Plan or any similar plan maintained by the Employer or by either Code section 415 or the annual compensation limit as set forth under Code section 401(a)(17) (collectively, the “Defined Benefit Limits”), or (2) would accrue a Special Excess Bonus Recognition benefit as set forth in section 3.1(b) hereof and is designated by the Plan Administrator.

(b) Every individual who participates in the Thrift Plan and who (i) has potential contributions to the Thrift Plan limited by Code Requirements (as defined below) to a point which precludes the individual’s receipt of the maximum matching Company Contributions provided under Article VI of the Thrift Plan; (ii) is limited by IRC Requirements to making contributions to the Thrift Plan at a percentage that is less than their elected contribution percentage; and (iii) continues to make After-Tax and MSP Contributions to the Thrift Plan at the maximum rate as limited by Code requirements. As used in this Excess Benefit Plan, the term “IRC Requirements” includes, and is limited to, the following requirements:

Every individual who is eligible to receive benefits under this Excess Benefit Plan by reason of his or her active employment with an Employer shall be known as a Participant. Every individual who becomes eligible to receive benefits under this Excess Benefit Plan in the event of the death of a Participant shall be known as a Beneficiary. The Beneficiary of a Participant under this Excess Benefit Plan shall be such Beneficiary as may be provided under Section 3.3(b).

Any individual who is eligible under the terms of the Marathon Oil Company Deferred Compensation Plan or any similar plan maintained by the Employer shall receive excess Thrift accruals under that plan. No participant shall receive duplicate benefits under the Thrift Plan, Excess Benefit Plan, or a Deferred Compensation Plan.

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ARTICLE II. Eligibility

The following individuals are eligible to accrue Excess Benefit Plan benefits:

(a) Every individual who qualifies for a benefit under the terms of the Retirement Plan and (1) whose benefit as determined under Article V, Section A, or B and C, of the Retirement Plan is reduced due to salary deferrals under the Marathon Oil Company Deferred Compensation Plan or any similar plan maintained by the Employer or by either Code section 415 or the annual compensation limit as set forth under Code section 401(a)(17) (collectively, the “Defined Benefit Limits”), or (2) would accrue a Special Excess Bonus Recognition benefit as set forth in section 3.1(b) hereof and is designated by the Plan Administrator.

(b) Every individual who participates in the Thrift Plan and who (i) has potential contributions to the Thrift Plan limited by Code Requirements (as defined below) to a point which precludes the individual’s receipt of the maximum matching Company Contributions provided under Article VI of the Thrift Plan; (ii) is limited by IRC Requirements to making contributions to the Thrift Plan at a percentage that is less than their elected contribution percentage; and (iii) continues to make After-Tax and MSP Contributions to the Thrift Plan at the maximum rate as limited by Code requirements. As used in this Excess Benefit Plan, the term “IRC Requirements” includes, and is limited to, the following requirements:

Every individual who is eligible to receive benefits under this Excess Benefit Plan by reason of his or her active employment with an Employer shall be known as a Participant. Every individual who becomes eligible to receive benefits under this Excess Benefit Plan in the event of the death of a Participant shall be known as a Beneficiary. The Beneficiary of a Participant under this Excess Benefit Plan shall be such Beneficiary as may be provided under Section 3.3(b).

Any individual who is eligible under the terms of the Marathon Oil Company Deferred Compensation Plan or any similar plan maintained by the Employer shall receive excess Thrift accruals under that plan. No participant shall receive duplicate benefits under the Thrift Plan, Excess Benefit Plan, or a Deferred Compensation Plan.

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ARTICLE II. Eligibility

The following individuals are eligible to accrue Excess Benefit Plan benefits:

(a) Every individual who qualifies for a benefit under the terms of the Retirement Plan and (1) whose benefit as determined under Article V, Section A, or B and C, of the Retirement Plan is reduced due to salary deferrals under the Marathon Petroleum Company LLC Deferred Compensation Plan or any similar plan maintained by the Employer or by either Code section 415 or the annual compensation limit as set forth under Code section 401(a)(17) (collectively, the “Defined Benefit Limits”), or (2) would accrue a Special Excess Bonus Recognition benefit as set forth in section 3.1(b) hereof and is designated by the Plan Administrator.

(b) Every individual who participates in the Thrift Plan and who (i) has potential contributions to the Thrift Plan limited by Code Requirements (as defined below) to a point which precludes the individual’s receipt of the maximum matching Company Contributions provided under Article VI of the Thrift Plan; (ii) is limited by Code Requirements to making contributions to the Thrift Plan at a percentage that is less than their elected contribution percentage; and (iii) continues to make After-Tax and MSP Contributions to the Thrift Plan at the maximum rate as limited by Code requirements. As used in this Excess Benefit Plan, the term “Code Requirements” includes, and is limited to, the following requirements:

Every individual who is eligible to receive benefits under this Excess Benefit Plan by reason of his or her active employment with an Employer shall be known as a Participant. Every individual who becomes eligible to receive benefits under this Excess Benefit Plan in the event of the death of a Participant shall be known as a Beneficiary. The Beneficiary of a Participant under this Excess Benefit Plan shall be such Beneficiary as may be provided under Section 3.3(b).

Any individual who is eligible under the terms of the Marathon Petroleum Company LLC Deferred Compensation Plan or any similar plan maintained by the Employer shall receive excess Thrift accruals under that plan. No participant shall receive duplicate benefits under the Thrift Plan, Excess Benefit Plan, or a Deferred Compensation Plan.

ARTICLE II. Eligibility

An Eligible Employee is eligible to participate in the Plan upon receipt of a written offer of participation and in accordance with the rules established for such purpose by the Plan Administrator, consistent with Code section 409A. Eligible Employees are selected annually by the Board.

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In the event that a Participant ceases to be an Eligible Employee, the Participant’s current Salary Deferral election shall remain in effect, and thereafter, the Participant shall make no further deferrals unless and until the Participant again becomes eligible under Section 2.1.

ARTICLE II. Eligibility

An Eligible Employee is eligible to participate in the Plan upon receipt of a written offer of participation and in accordance with the rules established for such purpose by the Plan Administrator, consistent with Code section 409A. Eligible Employees are selected annually by the Board.

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In the event that a Participant ceases to be an Eligible Employee, the Participant’s current Salary Deferral election shall remain in effect, and thereafter, the Participant shall make no further deferrals unless and until the Participant again becomes eligible under Section 2.1.

ARTICLE II. Eligibility

A newly hired Eligible Employee is eligible to participate in the Plan as of the date and in accordance with the rules established for such purpose by the Plan Administrator, consistent with Code section 409A. Any other Eligible Employee is eligible to participate in the Plan on the January 1 coinciding with or next following the date he or she becomes an Eligible Employee. Any individual who was an Eligible Employee as of December 31, 2008 shall remain eligible to participate as of January 1, 2009.

In the event that a Participant ceases to be an Eligible Employee, the Participant’s current Salary Deferral election shall remain in effect, and thereafter, the Participant shall make no further deferrals unless and until the Participant again becomes eligible under Section 2.1.

ARTICLE II. Eligibility

A newly hired Eligible Employee is eligible to participate in the Plan as of the date and in accordance with the rules established for such purpose by the Plan Administrator, consistent with Code section 409A. Any other Eligible Employee is eligible to participate in the Plan on the January 1 coinciding with or next following the date he or she becomes an Eligible Employee. Any individual who was an Eligible Employee or an Eligible Grandfather Employee as of December 31, 2008 shall remain eligible to participate as of January 1, 2009.

In the event that a Participant ceases to be an Eligible Employee (or an Eligible Grandfather Employee), the Participant’s current Salary Deferral election shall remain in effect, and thereafter, the Participant shall make no further deferrals unless and until the Participant again becomes eligible under Section 2.1.

ARTICLE II. Eligibility

The following individuals are eligible to
accrue Excess Benefit Plan benefits:

(a) Every individual who qualifies for a benefit under the terms of the Retirement Plan and (1) whose benefit as
determined under Article V, Section A, or B and C, of the Retirement Plan is reduced due to salary deferrals under the Marathon Oil Company Deferred Compensation Plan or any similar plan maintained by the Employer or by either Code section 415 or
the annual compensation limit as set forth under Code section 401(a)(17) (collectively, the “Defined Benefit Limits”), or (2) would accrue a Special Excess Bonus Recognition benefit as set forth in section 3.1(b) hereof and is
designated by the Plan Administrator.

(b) Every individual who participates in the Thrift Plan and who (i) has potential contributions to the Thrift
Plan limited by Code Requirements (as defined below) to a point which precludes the individual’s receipt of the maximum matching Company Contributions provided under Article VI of the Thrift Plan; (ii) is limited by IRC Requirements to
making contributions to the Thrift Plan at a percentage that is less than their elected contribution percentage; and (iii) continues to make After-Tax and MSP Contributions to the Thrift Plan at the maximum rate as limited by Code requirements.
As used in this Excess Benefit Plan, the term “IRC Requirements” includes, and is limited to, the following requirements:

ARTICLE II. Eligibility

ARTICLE II. Eligibility

ARTICLE II. Eligibility

Eligibility

Employees eligible for awards under the Plan are employees of our Company and subsidiaries who are selected by the committee appointed by our Board to administer the Plan.  All of our non-employee directors are also eligible for awards under the Plan.