LINDSAY MANUFACTURING CO.
AMENDED AND RESTATED
2001 LONG-TERM INCENTIVE PLAN
The Lindsay Manufacturing Co. 2001 Long-Term Incentive Plan (the "Plan"), as originally adopted by the Board
of Directors of Lindsay Manufacturing Co. as of the 18th day of December, 2000, and approved by the
shareholders of the Company on January 30, 2001 (the "Original Plan"), is hereby amended and restated in its
entirety as provided herein by this Amended and Restated 2001 Long-Term Incentive Plan (the "Plan") as of the
27th day of July, 2001.
SECTION 1.01. OFFICERS AND KEY EMPLOYEES. The Plan is intended to advance the interests of
Lindsay Manufacturing Co., its shareholders and its subsidiaries by attracting, retaining and stimulating the
performance of officers and other key employees upon whose judgment, initiative and effort Lindsay
Manufacturing Co. is largely dependent for the successful conduct of its business, and to encourage and enable
such officers and other key employees ("Employee Participants") to acquire and retain a proprietary interest in
Lindsay Manufacturing Co. by ownership of its stock. Options granted may, if so intended by the Committee, be
Incentive Stock Options designed to meet the requirements of Section 422 of the Internal Revenue Code of
SECTION 1.02. NONEMPLOYEE DIRECTORS. The Plan is also intended to promote the interests of
Lindsay Manufacturing Co. by offering nonemployee members of the Board of Directors ("Director Participants")
of the Company the opportunity to receive Nonqualified Stock Options to provide them with significant incentives
to remain in the service of the Company. Only Nonqualified Stock Options will be granted to Director
Participants under this Plan.
"Automatic Grant Date" shall be September 3 of each year, beginning with September 3, 2001, provided, that in
the event the Common Stock is not sold in the regular way on the New York Stock Exchange or other national