NATIONAL CITY CORPORATION
SHORT-TERM INCENTIVE COMPENSATION PLAN
FOR SENIOR OFFICERS
As Amended and Restated Effective January 1, 1995
ARTICLE 1. THE PLAN AND ITS PURPOSE
1.1 Amendment and Restatement of the Predecessor Plan. This National City Corporation Short-Term Incentive
Compensation Plan for Senior Officers, effective January 1, 1995 (herein referred as the "Plan") is an
amendment, restatement and continuation of the "National City Corporation Short-Term Incentive Compensation
Plan for Senior Officers" in effect January 1, 1994 (herein referred to as the "Predecessor Plan"); the
Predecessor Plan was, in turn, an amendment, restatement and continuation of prior plans entitled the "National
City Corporation Incentive Compensation Plan for Senior Executive Officers" in effect prior to January 1, 1994
1.2 Effectiveness. This Plan is effective on and after January 1, 1995, to provide for the operation of the Plan on
and after such date and to govern the treatment, on and after such date, of all deferrals made under this Plan, the
Predecessor Plan, and the Prior Plan.
1.3 Purpose. The purpose of the Plan is to maximize the Corporation's profitability and operating success by
providing an incentive to Senior Officers to achieve superior results. The Plan is designed to promote teamwork
to achieve overall corporate success and to motivate individual excellence.
1.4 Operation of the Plan. The Plan shall be administered by the Compensation and Organization Committee of
the Board of Directors of the Corporation. The Plan operates on a calendar year basis and is subject to the
review, interpretation, and alteration by such Committee.
The Plan is intended to serve only as a guide to the Corporation in determining eligibility for and amounts of
incentive compensation to be awarded under the Plan. With respect to any award made under the Plan, however,
the Plan shall serve as a non- qualified plan providing for and governing the treatment of deferred compens