DST SYSTEMS, INC.
OFFICERS INCENTIVE PLAN
(AMENDED AND RESTATED AS OF FEBRUARY 28, 2001)
SECTION 1. PURPOSE
The purpose of the Officers Incentive Plan is to reward plan participants for achieving defined earnings per share
objectives that support increasing profitability of DST Systems, Inc. The Plan provides both annual and long-term
incentives, contingent upon meeting annual and cumulative Earnings Per Share goals. The Company intends that
the Plan will facilitate in securing, retaining, and motivating employees of superior capability; in providing
competitive management compensation; and in linking incentive awards to objectives that should enhance
SECTION 2. DEFINITIONS
When used in the Plan, the following words and phrases shall have the following meanings:
(a) "Affiliate" means Boston EquiServe Limited Partnership, a Delaware limited partnership, and any successor
thereto and any other entity (other than the Company or a Subsidiary) of which the Company or a Subsidiary
directly or indirectly owns 50% or more of the combined voting power of all classes of stocks of such entity or
50% or more of the ownership interests in such entity.
(b) "Beneficiary" means the person, persons, trust, or trusts which have been designated by a Participant in his or
her most recent written beneficiary designation filed with the Company to receive the benefits specified under this
Plan, if any, upon the Participant's death, or, if there is no designated Beneficiary or surviving designated
Beneficiary, then the person, persons, trust, or trusts entitled by will or the laws of descent and distribution to
receive such benefits.
(c) "Board" means the Board of Directors of the Company.
(d) "Committee" means the Compensation Committee of the Board or such other Board Committee as may be
designated by the Board to administer the Plan; provided, however, that the Committee shall consist of two or
more directors of the Company each of whom is a "disinterested person" w