DEFERRED COMPENSATION AGREEMENT
THIS DEFERRED COMPENSATION AGREEMENT, (the "Agreement") is made and entered into on January
10, 2000 by and between LEUCADIA NATIONAL CORPORATION, a New York corporation (the
"Company"), and Thomas E. Mara, (the "Executive"), collectively the parties ("Parties").
WHEREAS, Executive is employed by the Company as Executive
Vice President; and
WHEREAS, in connection with the provision of services to the Company in his capacity as Executive Vice
President the Executive desires to defer the receipt of certain compensation from the Company to which in the
future he may become entitled, and the Company agrees to do so, in accordance with the terms and provisions
NOW, THEREFORE, in consideration of the premises and the mutual convenants and agreements herein
contained, the Parties hereby agree as follows:
1. Deferral of Payments.
The Company shall defer the payment of all bonus compensation that may be awarded to the Executive by the
Company for the year 2000. The Executive acknowledges that the Company is under no obligation to award any
bonus to the Executive and that the award of any bonus, as well as the amount of any bonus that may be
awarded, remains fully discretionary with the Company.
Each deferred payment shall accrue interest (on the basis of a 360-day year), compounded annually, from the
first day of the month immediately following the date on which payment otherwise would have been made if no
deferral had existed (the "First New Month Date") until the date of actual payment, at a rate of interest equal to
the 1-year Treasury bill rate in effect at each First New Month Date, and the rate of interest shall be reset on the
first day of each subsequent quarter. For purposes hereof, the quarters shall begin January 1, April 1, July 1, and
All amounts deferred pursuant to this Agreement, including interest, shall be paid to the Executive on January 2,
2003. Notwithstanding the preceding sen