ROBBINS & MYERS, INC.
SENIOR EXECUTIVE ANNUAL CASH BONUS PLAN
This document sets forth the annual incentive plan applicable to those employees of Robbins & Myers, Inc. (the
"Company") and its subsidiaries who are executive officers of the Company and whose annual incentive
compensation for any taxable year of the Company commencing on or after September 1, 1996 the Committee
(as hereafter defined) anticipates would not be deductible by the Company due to Section 162 of the Internal
Revenue Code of 1986, as amended ("Covered Employees"), including members of the Board of Directors who
are such employees. This plan is hereafter referred to as the "Plan" or "Annual Incentive Plan."
The Plan is designed to reward, through additional cash compensation, Covered Employees for their significant
contribution toward improved profitability and growth of the Company.
All Covered Employees shall be eligible to be selected to participate in this Annual Incentive Plan. The
Committee shall select the Covered Employees who shall participate in this Plan in any year no later than 90 days
after the commencement of the fiscal year of the Company (or no later than such earlier or later date as may be
the applicable deadline for the compensation payable to such Covered Employee for such year hereunder to
qualify as "performance based" under Section 162(m)(4)(C) of the Internal Revenue Code of 1986, as amended
A Covered Employee participating in this Plan shall not participate in an Annual Incentive Plan established by the
Company for all key employees.
The Plan shall be administered by the Compensation Committee of the Board of Directors (the "Board"), or by
another committee appointed by the Board (the "Committee"). The Committee shall be comprised exclusively of
Directors who are not employees and who are "outside directors" within the meaning of Section 162(m)(4)(C) of
the Code. The Committee shall have authority, subject t