ANHEUSER-BUSCH COMPANIES, INC. NON-EMPLOYEE DIRECTOR ELECTIVE STOCK
(AMENDED AND RESTATED AS OF MARCH 1, 2000)
(a) "Advisory Director" - any person designated as an advisory member of the Board who is not an employee of
the Company or of any Subsidiary.
(b) "Annual Meeting" - the Company's annual meeting of Stockholders in any year.
(c) "Board" - the Board of Directors of the Company.
(d) "Change of Control Date" - The date, if any, when an "Acceleration Date" occurs as defined in the
Company's 1998 Incentive Stock Plan or an analogous change of control event occurs as defined in any
successor to such plan.
(e) "Company" - Anheuser-Busch Companies, Inc.
(f) "Director Shares" - Shares granted pursuant to Section 6.
(g) "Issue Date" - (i) with respect to each person who continues to be a Non-Employee Director as of December
31 in any year, the "Issue Date" shall be the first business day of the following calendar year, and (ii) with respect
to each person who is newly elected or appointed as a Non-Employee Director, the "Issue Date" in the calendar
year of appointment shall be the first business day following the date of such election or appointment.
(h) "Non-Employee Director" - any duly elected or appointed member of the Board who is not an employee of
the Company or of any Subsidiary and any Advisory Director.
(i) "Plan" - the Anheuser-Busch Companies, Inc. Non-Employee Director Elective Stock Acquisition Plan.
(j) "Retainer" - the annual retainer fee (exclusive of fees for attending meetings of the Board or committees
thereof, fees for meetings dispensed with, committee chairmanship fees and any other fees as in effect from time
to time) which becomes payable to a Non-Employee Director for the following calendar year.
(k) "Secretary" - the duly elected Secretary of the Company.
(l) "Share" - a share of the Company's Common Stock which was reacquired by the Company and is held in
(m) "Subsidiary" - an entity of which the Compa