NEWELL RUBBERMAID INC.
2002 DEFERRED COMPENSATION PLAN
Newell Rubbermaid Inc. hereby establishes, effective as of January 1, 2002, the Newell Rubbermaid Inc. 2002
Deferred Compensation Plan on the terms and conditions hereinafter set forth. Such Plan provides certain eligible
employees and directors with the opportunity to defer portions of their base salary, bonus payments and director
fees in accordance with the provisions of the Plan.
SECTION I DEFINITIONS
For the purposes hereof, the following words and phrases shall have the meanings set forth below, unless their
context clearly requires a different meaning:
1.1 "Account" means the bookkeeping account maintained by the Committee on behalf of each Participant
pursuant to Section 2.4. The sum of each Participant's Sub-Accounts, in the aggregate, shall constitute his
1.2 "Affiliate" means any corporation, joint venture, partnership, unincorporated association or other entity that is
affiliated, directly or indirectly, with the Company and which is designated by the Committee from time to time.
1.3 "Base Salary" means the annual base rate of cash compensation (which, in the case of a Participant who is a
Director, shall include his annual director's fees or other similar amounts payable in cash) payable by the
Company and/or by any Affiliate to a Participant.
1.4 "Beneficiary" or "Beneficiaries" means the person or persons, including one or more trusts, designated by a
Participant in accordance with the Plan to receive payment of the remaining balance of the Participant's Account
in the event of the death of the Participant prior to the Participant's receipt of the entire amount credited to his
1.5 "Board" means the Board of Directors of the Company.
1.6 "Bonus" means cash incentive compensation payable pursuant to a bonus or other incentive compensation
plan, whether such plan is now in effect or hereafter established by the Company, which the Committee may
designate from time to time.