PRUDENTIAL INSURANCE SUPPLEMENTAL
EXECUTIVE RETIREMENT PLAN
Effective as of March 12, 2002
The Prudential Executive Supplemental Retirement Plan (the "Plan") was established by The Prudential Insurance
Company of America (the "Company"), effective as of April 14, 1998, for the purpose of providing reasonable
supplemental retirement benefits for certain eligible employees (and their beneficiaries) whose retirement benefits
under The Prudential Merged Retirement Plan, the Supplemental Plan and such other plans or arrangements
sponsored by the Company are, in the opinion of the Board of Directors of the Company, inadequate. Effective
as of March 12, 2002, subject to regulatory approval, the Plan was renamed to the Prudential Insurance
Supplemental Executive Retirement Plan and restated with amendments. The Plan provides "Participants" (and
their beneficiaries) with one or more of the following categories of benefits: (1) Mid-career Hire Benefits (as set
forth in Article II); and (2) Early Retirement Benefits (as set forth in Article III).
The Plan is intended to be, and shall be administered as, an unfunded plan maintained for the purpose of
providing deferred compensation for a select group of management or highly compensated employees within the
meaning of Title I of ERISA (as defined below). The Plan is also intended to comply with the provisions of New
Jersey Statutes Annotated (S) 17B:18-52. A separate, similar plan is being adopted by Prudential Financial, Inc.
to cover employees not
The following terms shall have the meanings hereinafter set forth. Other terms that are capitalized in the Plan shall
be defined in the same manner as they are defined in the Retirement Plan.
1.1 "Account Based Plan" means a career average pension plan where benefits are recorded and updated each
plan year as an account or lump sum equivalent, such as a cash balance pension plan or retirement equity pension
1.2 "Board of Directors" means the Board of Dir