Table of Contents

Introduction ........................................................................................... 1

Your Savings Plan At-A-Glance.......................................................... 2

Eligibility .................................................................................................. 3

Enrolling in the Plan ................................................................................................................................................................... 3

The First Time You Call T. Rowe Price… ........................................................................................................................... 3

Automatic Enrollment (Effective Mid-Year 2000 for Nonrepresented Employees)  ............................................................. 4

Designating a Beneficiary .................................................................................................................................................... 4

Contributions to the Plan ................................................................. 5

Your Contributions .................................................................................................................................................................... 5

The Advantages of Before-Tax Contributions ..................................................................................................................... 5

Defining Your “Eligible Pay” .............................................................................................................................................. 6

Company Contributions ............................................................................................................................................................ 6

Company Matching Contributions  ..................................................................................................................................... 6

Incentive Contributions ....................................................................................................................................................... 7

Rollover Contributions .............................................................................................................................................................. 7

Savings Limits ............................................................................................................................................................................ 8

Vesting ....................................................................................................... 9

Years of Service .......................................................................................................................................................................... 9

Your Investment Options .................................................................. 10

T. Rowe Price TradeLink® ....................................................................................................................................................... 14

How TradeLink® Works ................................................................................................................................................... 14

Transactions....................................................................................................................................................................... 14

TradeLink® Information and Research.............................................................................................................................. 14

Contributions...................................................................................................................................................................... 15

Fees.................................................................................................................................................................................... 15

Taking Advantage of TradeLink®...................................................................................................................................... 15

Changing Your Investments ..................................................................................................................................................... 15

Fund Transfers .................................................................................................................................................................. 15

Investment Mix Changes ................................................................................................................................................... 17

Investment Considerations ................................................................................................................................................ 17

ERISA Section 404(c) Protection ....................................................................................................................................... 17

Fees ................................................................................................................................................................................... 17

Accessing Your Plan Balance .......................................................... 18

Loans ........................................................................................................................................................................................ 18

Pass-Through Dividends .......................................................................................................................................................... 20

Withdrawals ............................................................................................................................................................................. 21

Company Stock .................................................................................................................................................................. 22

Requesting a Withdrawal ................................................................................................................................................... 22

Receiving Your Benefit from the Plan ......................................... 23

When Benefits Are Available ................................................................................................................................................... 23

Your Final Payment Options ................................................................................................................................................... 24

Keeping In Touch with Your Account ........................................... 25

Your Quarterly Statement ........................................................................................................................................................ 25

The Plan Account Line ............................................................................................................................................................ 25

On-Line Access ........................................................................................................................................................................ 26

Effective Dates ......................................................................................................................................................................... 27

Confirmation ............................................................................................................................................................................ 27

Naming a Beneficiary .......................................................................... 28

If Your Beneficiary Is a Minor ................................................................................................................................................ 28

Taxes and The Plan .............................................................................. 29

Rollovers to Another Plan .............................................................. 31

Other Important Plan Information ............................................... 32

Applying for Benefits .............................................................................................................................................................. 32

Non-Assignable Benefits ......................................................................................................................................................... 32

Loss of Benefits ....................................................................................................................................................................... 32

Limitations on IRA Contributions ........................................................................................................................................... 32

Top-Heavy Rules .................................................................................................................................................................... 33

PBGC Information ................................................................................................................................................................... 33

Terms You Should Know...................................................................... 34


Text Box: Quick Tip!
Important words and 
terms are defined at the 
end of this section, under “Terms You Should Know.” These terms are italicized throughout the binder.

Introduction

Saving for the future isn’t always the easiest thing to do. Sometimes just keeping up with your day-to-day expenses can be an effort. But, the best time to start planning for the future is right now. That’s why the Company offers the Savings Plan to help make saving for retirement convenient and easy.

Take a look at the “At-A-Glance” chart on the next page that highlights the features of your Savings Plan. You’ll find more detailed information throughout the rest of this summary plan description (SPD).


Your Savings Plan At-A-Glance

Plan Provision

Highlights

Details on Page...

Eligibility

Nonrepresented employees are eligible to participate immediately. Represented employees are eligible upon completion of one year of service.

3

Your Contributions

When you participate in the plan, you can contribute from 1% to 14% of your eligible pay (in whole percentages) up to the maximum allowed by law. Your contributions are taken automatically each pay period through convenient payroll deductions.

5

Tax Advantages

When you save through the plan, you can make contributions on a before-tax basis, an after-tax basis or a combination of both. When you contribute on a before-tax basis, deductions are made from your eligible pay directly to the plan before any federal, state or local income taxes are taken. You defer paying taxes on those contributions until you receive that money in the future.

5

Company Matching Contributions

The Company matches your contributions with 50¢ for every dollar you save, up to the first 6% of your eligible pay after you complete 12 months of service with 1,000 or more hours of service.

6

Company Incentive Contributions

Depending on the Company's financial results for the year, the Company may make an additional incentive contribution to the plan.

7

Investment Options

The plan allows you to decide how you want to invest your contributions. You can choose from seven individual investment funds and three pre-diversified funds (life style funds). If you are a nonrepresented employee, you can also choose from hundreds of mutual funds through the T. Rowe Price TradeLink® brokerage window option.

10

Changing Your Investments

You can change the amount of your contributions or how your money is invested as often as you like. In addition, you may even be able to access a portion of your account balance while you are still actively employed through a loan, dividend pass through or, in certain situations, a hardship withdrawal.

15

Vesting

Your account is vested immediately.

9

We encourage you to read this entire summary plan description (SPD). By becoming familiar with how the plan works, you will be able to make the best decisions to prepare for your financial future.


Eligibility

Text Box: Quick Tip!
To enroll in the 
Savings Plan, call a 
T. Rowe Price representative at 1-800-922-9945.

Nonrepresented employees are eligible to participate in the Savings Plan immediately upon being hired. Represented employees are eligible to participate upon completion of a year of service in which they worked 1,000 hours. When you are eligible to participate you may contribute on either a before-tax or after-tax basis. For more details about who is considered an eligible employee, please refer to the term “employee” at the end of this section, under “Terms You Should Know.” All employees are eligible for the Company match after completing one year of service, with at least 1,000 hours worked.

Enrolling in the Plan

You will receive a Savings Plan enrollment kit shortly before your eligibility date. This kit is distributed by T. Rowe Price Retirement Plan Services, Inc., the Savings Plan’s record keeper.

What You Need To Do…

Description

To Enroll

To enroll in the plan, you must call a T. Rowe Price representative at 1-800-922-9945 between 5:30 a.m. and 7:00 p.m. Pacific Time, Monday through Friday. Following your enrollment you will be sent a personal identification number (PIN) so that you can use the automated service for future transactions. Each time you call, you will be asked to input your Social Security number followed by your PIN, then simply follow the prompts.

Choose Your
Contribution Rate

This is the amount that will be deducted from each of your paychecks. You can save anywhere from 1% to 14% of your pay, in whole percentages. You can contribute on a before-tax basis, an after-tax basis, or a combination of both, but the total you save cannot exceed 14% and no more than 9% can be contributed on a before-tax basis. Remember, the Company matches half of your contributions up to the first 6% of pay you save after you complete 12 months of service with 1,000 or more hours of service.

Choose Your
Investment Mix

This is how your new contributions will be invested. You may choose to direct your contributions into one or more of the options available through the Savings Plan, in 10% increments. The total of your investment mix must always equal 100%.

The First Time You Call T. Rowe Price…

For more information about the automated system and how to request changes to your Savings Plan account through T. Rowe Price, please see “Keeping In Touch with Your Account” on page 25.


Automatic Enrollment (Effective Mid-Year 2000 for  Nonrepresented Employees)

If you are a nonrepresented employee and you do not call T. Rowe Price to open your account during your first 30 days of employment, you will be automatically enrolled in the plan. A 3% before-tax contribution, directed to the Retirement Strategy—Balanced Fund, will be established for you and a deduction taken from your next paycheck.

If you do not want to participate, or if you would like to elect a different contribution level or investment fund(s), contact T. Rowe Price during your first 30 days of employment.

Designating a Beneficiary

You must complete a beneficiary election form to indicate who will receive your money if you die while you’re participating in the plan. Your election form should be sent to T. Rowe Price in the envelope provided with the enrollment kit.  See page 28 for details about naming a beneficiary.


Contributions to the Plan

Text Box: Quick Tip!
Before you decide how
much you want to contribute to the Savings Plan, you 
may want to consider:
ü	How much you’re 
saving through other sources, such as your bank or credit union
ü	Your current and long-term financial needs
ü	The tax benefits of 
your decision.


Your Contributions

You can contribute from 1% to 14% of your eligible biweekly and incentive pay on a before-tax basis, an after-tax basis or a combination of both. Your contribution must be in whole percentages, with a combined total of no more than 14%, and no more than 9% can be on a before-tax basis.

The Advantages of Before-Tax Contributions

When you save with before-tax dollars, you get an income tax break. Your contributions do not count as current income on your tax return, which means you do not pay current income taxes on what is set aside in the plan. As a result, you defer paying federal and, in some cases, state and local income taxes on your Savings Plan contributions until you withdraw them or receive a distribution from the plan. Your account earnings are also free from taxation until distribution. Please note that you do pay Social Security taxes on before-tax contributions, so your earnings for Social Security purposes are not affected.

Example
Let’s assume Mark lives in California, has annual eligible pay of $60,000, and saves 6% of his earnings into the plan. Take a look at the difference in his take-home pay when he saves on a before-tax basis compared to when he saves on an after-tax basis.

 

Before-Tax

After-Tax

Mark’s Eligible Pay

$60,000

$60,000

Social Security (FICA)

-$4,590

-$4,590

6% Before-Tax Contribution

-$3,600

      -$0

Taxable Income

$51,810

$55,410

Federal and State Income Tax

-$5,699

-$6,095

Mark’s Income After Taxes

$46,111

$49,315

6% After-Tax Contribution

     -$0

-$3,600

Take-Home Pay

$46,111

$45,715

Tax Deferral

$396

$0

Please note: This is only an example. It does not include local income tax. Your actual savings will vary, based on your marital status, income tax filing status, exemptions and deductions.


Defining Your “Eligible Pay”

For purposes of the plan, your eligible pay refers to the earnings you receive from the Company during the Plan Year (January 1 to December 31). Eligible pay includes biweekly base pay, lump sum salary planning award and, if you are a nonrepresented employee, annual incentive compensation. For more details, please refer to the definition of “eligible pay” in the “Terms You Should Know” section at the end of this document. In addition, the IRS imposes a limit on the amount of your compensation that may be used in determining your contributions to the plan. This amount, which is adjusted from time to time to reflect inflation, is $170,000 in 2000.

Company Contributions

The Company contributes to your account through both fixed matching contributions and incentive contributions, as described below:

Company Matching Contributions

As an incentive for you to save through the plan, the Company contributes on a biweekly basis
50 cents for every dollar you save during that period, up to the first 6% of your contributions if you’ve completed a year of service. Contributions over 6% receive no Company match.

The Company match is deposited to your account each pay period and is automatically invested in the Sempra Energy Stock Fund.

Example
Let’s assume Jill earns $1,500 biweekly and contributes 9% of her pay on a before-tax basis to the plan. The plan calculates the match like this:

 

Jill’s Contributions

Matching Contributions

The first 6% of Jill’s contribution equals $90.
The Company matches 50 cents for every dollar.

$90

$45

The next 3% of Jill’s contribution equals $45.
There is no Company match on contributions over 6%.

$45

$0

Total contributions

$135

$45

With the Company match, Jill’s $135 biweekly contribution becomes $180 ($135 + $45) before it’s even invested! If Jill makes no change in her biweekly savings election, over the 26 pay periods during the year, she will save $3,510 and the Company will add another $1,170 to her account, for a total savings of $4,680 for just her regular biweekly earnings. She may also make contributions from her incentive award and will receive the regular Company match on the first 6% contributed. Of course, if Jill varies her biweekly elections, or her pay rate changes, both the Company contribution and her total savings before investing will also change.


Incentive Contributions

In addition to the Company fixed matching contribution, the Company also shares its financial success with eligible plan participants. Depending on the Company’s financial performance during the year, you may receive an incentive contribution to your plan account of up to 1% of your eligible pay. You must be employed on the last day of the Plan Year and in an eligible category of employees to be eligible to receive an incentive contribution.

If you are not participating in the Savings Plan by making regular biweekly contributions, you will still be eligible to receive the incentive contribution. An account will be established for you and the incentive contribution will be deposited into your Company stock account.

Please note that the incentive contribution is discretionary. That means the Company will decide, year to year, whether or not to make an incentive contribution, depending on its financial performance that year. Additional contributions will be made as soon as practically possible following the decision of the Board of Directors that goals have been met and a contribution should be made.

Text Box: Did You Know?
You can roll over funds into your Savings Plan account from a former employer’s 
tax-qualified plan or from an IRA consisting only of funds from a former employer’s 
tax-qualified plan.

Rollover Contributions

The Savings Plan allows you to roll over any taxable cash distribution you receive from another qualified plan (except rollovers from a 403(b) plan) sponsored by a previous employer or from a conduit Individual Retirement Account (IRA). A conduit IRA is one that exclusively contains money you received from a qualified plan and which has not been combined with money from other sources.

You are not required to make regular payroll-deducted contributions to the plan in order to make a rollover contribution. However, your rollover contribution will not receive any Company matching contributions. You are always 100% vested in your rollover contributions and the corresponding investment earnings.

To make a rollover into the plan, or for more information, call T. Rowe Price at 1-800-922-9945 and speak to a representative. You will need to complete a “Rollover Contribution Transmittal Form,” which will ask you to direct your incoming rollover investment among the plan’s investment funds.


Savings Limits

The IRS places the following restrictions on contributions to the Savings Plan:

n       The amount of before-tax contributions you can make each calendar year is limited to a specific dollar amount. This amount, which the IRS adjusts from time to time to reflect inflation, is $10,500 in 2000.  If your before-tax contributions reach the annual limit, and you have not yet reached the annual compensation limit of $170,000 in 2000, your payroll deductions may continue on an after-tax basis. If you’ve completed a year of service, you will continue to receive Company matching contributions on your after-tax contributions for the remainder of the year. Your contributions and the associated Company matching contributions stop completely when you reach the annual compensation limit. Contributions automatically resume the following January 1st

n       The maximum annual additions to your Savings Plan account—including your before-tax contributions, Company matching contributions and incentive contributions—is 25% of your annual compensation or $30,000, whichever is less. The $30,000 limit is also adjusted from time to time by the IRS to reflect inflation

n       There is also a limit on the amount of your compensation used in determining your contributions to the plan. This amount, which is also adjusted from time to time by the IRS to reflect inflation, is $170,000 in 2000

n       To ensure that the plan is used by a balanced proportion of employees at lower and higher pay levels, the IRS could place further restrictions on the amount higher paid employees may contribute to the plan. You will be notified if this applies to you.


Vesting

Text Box: Did You Know?
You are automatically 
100% vested in the entire value of your Savings Plan account, including any Company contributions.

Vesting means “ownership.” You are always vested in your contributions and the investment earnings on them (including rollover contributions), meaning that you can take them with you no matter when or why you leave the Company. You are also immediately vested in all Company contributions to your Savings Plan account.

Years of Service

A year of service means a consecutive, 12-month period in which you work at least 1,000 hours measured from your employment-date and subsequent anniversaries. You become eligible to receive Company contributions to your account after completing one year of service.


Your Investment Options

Text Box: Did You Know?
You’re able to invest in 
many investment options through the Savings Plan.

Although saving on a regular basis is the first step to a healthy financial future, investing your contributions wisely can make a world of difference.

You may build your own portfolio by investing in any one or more of the investment options offered through the Savings Plan. You may invest in the funds in 10% increments.

The individual investment funds can be categorized into three groups:  Stability, Income and Growth. In general, the greater the risk, the greater the potential return. Each investment fund represents different kinds of investments and has a different objective. Therefore, each fund offers a distinct level of risk and reward potential. If you need help choosing the investment funds that best meet your financial goals, you should consult a professional financial advisor.

In addition to the individual investment options, the Savings Plan also offers three pre-diversified Retirement Strategy Fund options and if you are eligible, the opportunity to invest in hundreds of mutual funds through the T. Rowe Price TradeLink® brokerage window option.  Following are descriptions for each of the funds offered through the plan.

Investment Fund/ Description

Objective

Invests in

Risk/
Other Information

Stability (Individual Investment Funds)

T. Rowe Price Summit Cash Reserves Fund
For those who seek principal stability and can accept lower income than longer-term investments typically provide.

Preservation of capital, liquidity and income.

High-quality money market securities.

The fund seeks to maintain a stable share price of $1, although it cannot guarantee this. The fund is neither insured nor guaranteed by the FDIC or the U.S. government.

T. Rowe Price
Stable Value Fund*

For those who seek principal stability and can accept lower income than longer-term investments typically provide.

Stability of principal value and competitive income.

Investment contracts issued by high-quality insurance companies and banks (as rated by T. Rowe Price).

The fund seeks to maintain a stable unit value of $1, although it cannot guarantee this. The fund is neither insured nor guaranteed by the FDIC or the U.S. government.

*  The Stable Value Fund is not a mutual fund. It is a common trust fund under Maryland banking law, and its securities are exempt from registration under the Securities Act of 1933.

Investment Fund/ Description

Objective

Invests in

Risk/
Other Information

Income (Individual Investment Funds)

Fidelity U.S. Bond
Index Fund

For those who are willing to accept moderate risk to achieve a higher level of income than is offered by money market or short-term bond funds.

The highest level of income over the long term consistent with preservation of capital.

At least 80% of its total assets in income producing securities included in the Lehman Brothers Aggregate Bond Index.

Because the fund has the ability to invest in longer-term securities which are more vulnerable to changes in interest rates, its share price may be more volatile than that of a fund investing solely in short-term securities.

Growth (Individual Investment Funds)

T. Rowe Price Equity
Index Trust1

For those who seek long-term capital appreciation and dividend income.

To match the total return performance of the U.S. equity market.

All 500 stocks that compose the S&P 500® Index2.

This fund will be subject to the same degree of fluctuation as the broad U.S. stock market, and it may be more volatile than a fund that can shift assets into stocks based on market conditions or in response to trends in market sectors.

Fidelity Select International Fund
For those who seek long-term capital appreciation.

To provide consistent superior returns above the Morgan Stanley Capital International Europe, Asia, Far East benchmark while maintaining similar fundamental characteristics.

This fund's strategy, developed in 1989, is a risk-controlled strategy designed to deliver stock-pricing capabilities to the Institutional marketplace.

The approach combines active stock selection with quantitative risk control in all major equity markets.

1   Formerly known as the Equity Index Fund.

2   S&P 500 is a trademark of McGraw-Hill, Inc., and has been licensed for use by T. Rowe Price Trust Company. This fund is not sponsored, endorsed, sold or promoted by S&P, and S&P makes no representation regarding the advisability of investing in the Equity Index Trust.

 

Investment Fund/ Description

Objective

Invests in

Risk/
Other Information

Growth (Individual Investment Funds)

T. Rowe Price Small-Cap Stock Fund
For those who seek substantial long-term rewards and can accept more share price volatility than is associated with larger companies or the market in general.

Long-term capital growth.

A diversified group of small and medium companies.

This fund involves more risk than a fund investing primarily in large, established companies. In addition, since this fund employs a growth approach to small-cap investing, it involves more price volatility than is associated with larger companies or the broad market averages.

Sempra Energy
Stock Fund

For those who want to make additional investments in Sempra Energy stock, beyond the shares provided by Company matching contributions, this fund will provide the opportunity to participate in stock price growth and dividend income. However, because this fund represents only one company's stock, its share price may fluctuate more than funds that invest in a diversified mix of many types of stocks.