SARA LEE CORPORATION
FISCAL YEARS 1996 - 1998
This booklet explains the plan provisions of the Sara Lee Corporation Long-Term Performance Incentive Plan
covering fiscal years 1996 through 1998. The following pages provide detailed information relating to the grant of
restricted performance shares that you have received under the Plan.
The key features of this plan are summarized below. In some countries outside the United States, variations may
occur to comply with local tax provisions.
RESTRICTED PERFORMANCE SHARES
- - Shares of Sara Lee stock are issued in your name, and held at Corporate Office.
- - You have voting rights on all Shares throughout the Performance Cycle.
- - The number of Shares which will be released to you will depend on the attainment of pre-established
performance goals during the Performance Cycle.
- - An opportunity to earn additional Shares if performance exceeds target is also provided.
- - Dividends are accrued on your behalf through the Performance Cycle.
- - Interest on accrued dividends is credited at the same rate as provided for under the SLC non-qualified
deferred compensation plans.
- - Dividends and interest on Shares originally granted are distributed to you to the extent Shares are earned at
the end of the Performance Cycle.
- - Both Operating Group and Division Operating performance are key measures during this Performance Cycle.
- - One or more of the following performance measures will apply to each Participant:
- SLC Earnings Per Share
- SLC Return on Capital
- SLC Return on Average Common Equity
- Group Operating Profit
- Group Return on Investment
- Division Operating Profit
Sara Lee Corporation ("SLC") has adopted the Fiscal Years 1996 - 1998 Long-Term Performance Incentive
Plan (the "LTPIP") for A-level executives employed in one of the Groups listed in Appendix I as periodically
updated to reflect organizational changes