MUELLER INDUSTRIES, INC.
1998 STOCK OPTION PLAN
The Mueller Industries, Inc. 1998 Stock Option Plan (the "Plan") is intended to attract and retain the best
available personnel for positions of substantial responsibility with Mueller Industries, Inc., a Delaware corporation
(the "Company"), and its subsidiary corporations, and to provide additional incentive to such persons to exert
their maximum efforts toward the success of the Company and its subsidiary corporations. The above aims will
be effectuated through the granting of certain options ("Options") to purchase shares of the Company's common
stock, par value $.01 per share (the "Common Stock"). Under the Plan, the Company may grant "incentive stock
options" ("ISOs") within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the
"Code"), or Options which are not intended to be ISOs ("Non-Qualified Options").
2. ADMINISTRATION OF THE PLAN.
The Plan shall be administered by the Board of Directors of the Company (the "Board of Directors"), or a
committee consisting of at least two persons, appointed by the Board of Directors, each of whom shall be both a
"non- employee director" within the meaning of Rule 16b-3 under the Securities Exchange Act of 1934 (the
"Exchange Act") and an "outside director" within the meaning of Section 162(m) of the Code (the entity
administering the Plan hereinafter called the "Committee"). The Committee may exercise the power and authority
vested in the Board of Directors under the Plan. Within the limits of the express provisions of the Plan, the
Committee shall have the authority, in its discretion, to take the following actions under the Plan:
(a) to determine the individuals to whom, and the time or times at which, Options shall be granted, the number of
shares of Common Stock to be subject to each Option and whether such Options shall be ISOs or Non-
(b) to interpret the Plan;
(c) to prescribe, amend and rescind rules and regula