RETIREMENT AGREEMENT, dated as of May 22, 2000 (the "Agreement"), between FactSet Research
Systems Inc., a Delaware corporation (the "Company"), and Howard E. Wille (the "Executive").
WHEREAS, the Executive is employed by the Company on the terms and conditions set forth in an employment
agreement dated June 27, 1996 by and between the Executive and the Company (the "Employment
WHEREAS, the Executive currently serves as Chairman of the Board of Directors of the Company ("Chairman")
and as Chief Executive Officer of the Company ("Chief Executive Officer"); and
WHEREAS, the Executive desires to retire from active employment with the Company effective May 22, 2000
(the "Retirement Date"); and
WHEREAS, the Company desires to reward the Executive for his 22 years of service with the Company as
Chairman and Chief Executive Officer;
NOW, THEREFORE, in consideration of the premises set forth herein, the Executive and the Company,
intending to be legally bound hereby, do hereby agree as follows:
1. Retirement by the Executive.
(1) The Executive has elected to retire as an employee and officer of the Company and any of its subsidiaries or
affiliates as of the Retirement Date.
(2) The Executive shall continue as the non-executive Chairman of the Board of Directors (the "Board") until
August 31, 2000, or such earlier date on which the Executive may resign as Chairman of the Board.
2. Termination of the Employment Agreement. By mutual agreement, the Employment Agreement shall be
terminated, effective as of the Retirement Date, and from such date the Employment Agreement shall be void and
of no force and effect.
3. Compensation and Benefits. During the period that the Executive serves as Chairman of the Board (the date
such service terminates for any reason, the "Chairman Termination Date"), the Company shall provide the
Executive with periodic cash compensation at the rate of $350,000 per year and the Company shall continue to
provide the Executive (and