"Parties") entered into a trust agreement dated August 12, 1988 (the "Trust

 

                                                                    Exhibit 10.4

            AMENDMENT II TO TRUST AGREEMENT DATED AUGUST 12, 1988
              BY AND AMONG AAR CORP., THE NORTHERN TRUST COMPANY
                        AND IRA A. EICHNER
            -----------------------------------------------------

      WHEREAS, AAR CORP., The Northern Trust Company and Ira A. Eichner (the
"Parties") entered into a trust agreement dated August 12, 1988 (the "Trust
Agreement"); and

      WHEREAS, the Trust Agreement was amended by Amendment I thereto dated
May 25, 1990; and

      WHEREAS, the Parties reserved the right to amend the Trust Agreement and
now deem it appropriate to further amend the Trust Agreement in certain
respects;

      NOW, THEREFORE, the last sentence of Section 10.2 of the Trust Agreement
is amended, effective as of the date hereof, to read as follows:

            Upon termination of the Trust, all assets remaining in the Trust
      Fund shall be distributed to the Beneficiary designated by Eichner in his
      last will and testament, or in accordance with a written instrument last
      delivered to the Trustee prior to the date of his death.  If no such
      designation is made, or if all designated Beneficiaries predecease
      Eichner, upon termination of the Trust all assets remaining in the Trust
      fund shall be distributed as follows:

                  (a)   to Eichner's widow, if living; or if not,

                  (b)   to Eichner's lawful descendants PER STIRPES, then
            living, or if none,

                  (c)   to the duly appointed legal representatives of Eichner's
                        estate; or

                  (d)   if there shall be no such legal representative

            duly appointed and qualified within six months of the date of death
            of Eichner, then to such persons, as at the date of his death, would
            be entitled to share in the distribution of his personal estate
            under the provisions of the Illinois statute then in force governing
            the descent of intestate property, in the proportions specified in
            such statute.

      IN WITNESS WHEREOF, the Parties have caused this Amendment II to the
Trust Agreement to be executed as of the      day of        , 1994.

ATTEST:                                   AAR CORP.

- - ----------------------------              ---------------------------------

ATTEST:                                   THE NORTHERN TRUST COMPANY

- - ----------------------------              ---------------------------------

                                          ---------------------------------
                                          Ira A. Eichner

 

Basic Info X:

Name: "Parties") entered into a trust agreement dated August 12, 1988 (the "Trust
Type: Trust Agreement
Date: Aug. 24, 1994
Company: AAR CORP
State: Delaware

Other info:

Date:

  • August 12 , 1988
  • May 25 , 1990

Organization:

  • The Northern Trust Company

Location:

  • Illinois

Person:

  • Ira A. Eichner