Exhibit 10.21
FANNIE MAE
SUPPLEMENTAL PENSION PLAN OF 2003
Amendment
Pursuant to Section 5.5 of the Fannie Mae Supplemental Pension Plan of 2003 (the “Plan”), as authorized by
the Conservator of Fannie Mae (the Federal Housing Finance Agency) and in accordance with the authority
delegated to the Vice President & Deputy General Counsel for Tax & Benefits to approve amendments to
benefit plans to the extent necessary to comply with Internal Revenue Code Section 409A, the Plan is hereby
amended as follows, effective as of January 1, 2009 or, as to any provision hereof required under Section 409A
to be effective January 1, 2008, as of January 1, 2008:
1. Section 2.1A is hereby amended in its entirety to read as follows:
“2.1A. “Actuarial Equivalent” means, as of any determination date, a benefit which is of equal value to a
benefit otherwise payable in a different form or commencing at a different time under the Plan, based on the
applicable mortality tables and interest factors (or other reduction factors) set forth in the Retirement Plan and in
effect on such determination date.”
2. Section 2.14 is hereby amended by inserting, after the words “even if prior to the Effective Date” and the
comma that follows them, the words “and (for the avoidance of doubt) even if such bonus is paid after the
Participant’s Separation from Service, and (c) Earnings (determined without regard to the terms of the Retirement
Plan included solely to comply with Section 401(a)(17) of the Code) were increased by the amount of any
retention bonus awards paid under the program established in October 2008 and approved by the Conservator
of Fannie Mae (each, a “Retention Bonus Award”) while such Participant was an Executive” followed by a
comma.
3. Section 2.14(i) is hereby amended by inserting, after the words “The amount of the” the words “Retention
Bonus Awards and”.
4. Section 2.14 is hereby amended by adding at the end of 2.14(iii) the following paragraphs:
“(iv) The am