EATON VANCE CORP. SUPPLEMENTAL PROFIT SHARING PLAN
I. Name and Purpose
The name of this plan is the Eaton Vance Corp. Supplemental Profit Sharing Plan (the "Plan"). Its purpose is to
provide certain employees of Eaton Vance Corp. and its subsidiaries (collectively, the "Company") with the
opportunity to receive profit-sharing contributions in excess of the amounts allowed under the Eaton Vance
Prototype Defined Contribution Retirement Plan (the "Qualified Plan") as a result of Internal Revenue Code
II. Effective Date
The Plan shall be effective as of November 1, 1995. The Plan Year shall be November 1 to October 31.
Except as otherwise provided for under the Plan, each employee who is eligible under the Qualified Plan, whose
compensation exceeds the limitations imposed under Section 401(a)(17) of the Internal Revenue Code of 1986,
as amended, and who is within a select group of management or highly compensated employees as defined under
ERISA, shall be eligible to participate in the Plan (a "Participant"). The Company will establish for each
Participant an unfunded account (the "Plan Account"), as specified in Section IV.
IV. Supplemental Profit Sharing Plan Account
(A) A separate Plan Account shall be established and maintained for each Participant. The Plan Account shall
reflect the amounts credited pursuant to the Plan and all changes in investment value from time to time.
(B) The Company shall credit an amount to each Plan Account at the time it credits amounts to the Qualified
Plan, in an amount equal to each Participant's base salary multiplied by the Company profit sharing contribution
percentage less the amount actually contributed to the Qualified Plan, including forfeitures, on behalf of such
Participant. Such Participant's allocation under this Plan and under the Qualified Plan shall not exceed $30,000 in
any given Plan Year.
(C) Each Participant's Plan Account shall be credited or debited to reflect changes in value