CUMMINS ENGINE COMPANY, INC.
RETIREMENT PLAN FOR NON-EMPLOYEE DIRECTORS
Effective September 12, 1989
The Retirement Plan for Non-Employee Directors (the "Plan") has been established to provide term-certain
pension payments, as set forth more fully herein, to eligible non-employee Directors of Cummins Engine
Company, Inc. (the "Company"). The Plan is intended to enhance the Company's ability to attract and retain as
Directors individuals with the highest caliber of experience, ability and judgment.
Each Director of the Company who is not an employee or former employee of the Company with vested rights
under a pension plan sponsored by the Company, its subsidiaries or affiliates is eligible to participate in the Plan
as set forth below.
An eligible Director shall become a Participant in the Plan commencing with the sixth (6th) year of service as a
Director of the Company.
Each eligible Director shall be fully vested in benefits accrued under the Plan immediately upon becoming a
5. Benefit Amount.
Each Participant shall be entitled to receive an annual benefit, payable annually, equal to the fees (excluding
Committee fees) paid or payable to such Participant for services rendered as a Director of the Company during
the one-year period immediately preceding the Participant's ceasing to be a Director.
6. Commencement of Benefits.
The annual benefit shall be payable on the first business day in the month of May each year, commencing with the
May next following the later of (i) the date the Participant ceases to be a Director or (ii) the Participant's 65th
7. Duration of Benefits.
Once begun, the annual benefit shall be payable for the lesser of
(i) the number of completed full years the Participant served as a Director or (ii) twenty (20) years.
8. Payments Upon Death of Participant.
In the event of death, a Participant's surviving spouse, if any, shall continue to receive an