For your convenience, you can enroll in the Plan in one of the following ways:

Log on to the Plan’s enrollment website at https://www.401kaccess.com/kvaernerhttps://www.401kaccess.com/kvaerner. All you need is your social security number.

Call the 24-hour Voice Response Unit at 1-800-777-401k and complete and return a Benefi ciary Designation Form via mail (a self-addressed envelope was included in your enrollment kit). All you need is your social security number and enrollment PIN, which is the month and date of your birth.

Complete a Contribution and Investment Selection Agreementand return it to Participant Services via mail (a self-addressed envelope was included in your enrollment kit) or fax it to 1-512-397-6605.

You can obtain an enrollment kit from your Human Resources Department or by calling Participant Services at 1-800-777-401k (English) or 1-800-680-401k (español). Representatives are available to assist you Monday through Friday, 8 a.m. to 9 p.m. Eastern time on any day the New York Stock Exchange is open for trading. If you have any questions about the Plan, please contact Participant Services.

Securities provided through 401(k) Investment Services, Inc., Member NASD/SIPC, an affi liate of The 401(k) Company.

Copyright © 2004 by The 401(k) CompanyEligible not Enrolled Brochure/Kvaerner/67/PM 7/29/2004 AQ2

RETIREMENTtools

401(k) Savings Plan

navigate your way to retirement

Check out this 401(k) guideto learn why you should enroll in the

Aker Kvaerner 401(k) Savings Plan today!

landscape your future today

Enroll Today!

Be sure to take advantage of this opportunity to help provide for your financial security! It’s simple. Be smart. Invest now. And most of all, enjoy the journey!

You are eligible to participate in the Aker Kvaerner 401(k) Savings Plan (the Plan); however, you’ve made the decision not to enroll. Perhaps you think you can’t afford it or feel you have plenty of time to save for retirement later. Or maybe you fi nd investing a bit intimidating.

Whatever your reason(s) may be, you are missing out on one of the most attractive and convenient ways to save for your future. You’re also missing out on precious valuable time — after all, the earlier you begin saving, the longer your money can grow and compound. Read on to see why you should enroll today!

You may contribute from 1% to 100% of your eligible pay to the Plan on a pre-tax basis, up to $13,000 in 2004. To help you reach your retirement goals, Aker Kvaerner may match a portion of your eligible contributions. Additionally, every dollar you save in the Plan today reduces the taxes you pay the IRS now! Contributions to the Plan are made pre-tax, before federal income taxes are withheld from your pay. Your taxable income is reduced by the amount of your contributions, so you owe fewer taxes.

Assume you currently earn an annual base salary of $30,000, your company match is 25¢ for every $1.00 you contribute, up to 5% of your compensation and you wish to contribute 5% to take advantage of the company match. Below is an illustration outlining the impact on your paycheck and your Plan account at this contribution rate (assuming the 15% tax bracket).

In this hypothetical example, your pre-tax contributions reduced your take-home pay by $1,275 but your Plan account grew by $1,875. That’s great savings growth...without counting potential investment earnings! Your actual savings will vary depending on your current salary, tax bracket and contribution rate. *This information is presented for illustrative purposes only and is intended to portray the power of saving through the Plan.

You may think it would be a challenge for you to save part of your paycheck for retirement. But, with a little effort, you’d be surprised by what you can save. Consider the following:

Item Approximate Cost (per week)A cup of coffee every day $5One bagel with cream cheese every day $8Lunch out every day $50Movie theater tickets for two $18Dinner for two $25Total $106

You could save $106 a week; that’s $5,512 a year!

You should contribute the company matching limit to take full advantage of this free money. See the Summary Plan Description for your specifi c match. The table below illustrates the potential savings you could accumulate at different contribution rates. For this example, we assumed a current base salary of $30,000 and hypothetical contribution rates of 1%, 3%, 5%, and 10%. The savings projections include both pre-tax contributions and company matching of 25¢ for every $1.00 contributed, up to 5% of your compensation.

As you can see, even in fi ve years a potentially substantial amount can accumulate through the systematic savings provided through Plan participation. Obviously, the higher your contribution rate, the quicker your savings will accumulate.

The chart above is a hypothetical illustration. The fi gures represent the future value of a hypothetical investment based on periodic, constant payments and a consistent 7% interest rate, compounded annually.

sow your retirement savings

cultivate your future now

Your 401(k) Plan Account Your Paycheck

Your pre-tax deposit $1,500 Pre-tax deduction $1,500($30,000 x 5%) ($30,000 x 5%)

Company match $375 Tax Savings ($225)($1,500 x 25%) ($1,500 x 15%)

Total contribution Decrease in annual to your account $1,875 take-home pay $1,275

Your 401(k) Plan Account Your Paycheck

Your pre-tax deposit $1,500 Pre-tax deduction $1,500($30,000 x 5%) ($30,000 x 5%)

Company match $375 Tax Savings ($225)($1,500 x 25%) ($1,500 x 15%)

Total contribution Decrease in annual to your account $1,875 take-home pay $1,275

weed out your spending

the seeds of saving

5 10 15 20

$2,157 $5,181 $9,423 $15,373

$6,470 $15,544 $28,270 $46,120

$10,783 $25,906 $47,117 $76,867

$19,409 $46,631 $84,810 $138,360Co

ntri

but

ion

(%)

Years

1

3 $6,470 $15,544 $28,270 $46,1203 $6,470 $15,544 $28,270 $46,120

5 $10,783 $25,906 $47,117 $76,8675 $10,783 $25,906 $47,117 $76,867

10 $19,409 $46,631 $84,810 $138,36010 $19,409 $46,631 $84,810 $138,360

$2,157 $5,181 $9,423 $15,373

$6,470 $15,544 $28,270 $46,120

$10,783 $25,906 $47,117 $76,867

$19,409 $46,631 $84,810 $138,360