OLIN SUPPLEMENTAL CONTRIBUTING EMPLOYEE OWNERSHIP PLAN
EFFECTIVE JANUARY 1, 1990, AS AMENDED MAY 6, 1994 AND JANUARY 30, 1998
AND RESTATED AS OF SEPTEMBER 24, 1998
Olin Corporation ("Olin") hereby restates the Olin Supplemental Contributing Employee Ownership Plan (the
"Plan" or "SCEOP"), effective September 24, 1998. The Plan was originally effective as of January 1, 1990 and
was amended as of May 6, 1994 and January 30, 1998. The Plan is intended to be an unfunded, nonqualified
deferred compensation plan for certain management and highly compensated employees, as described in Section
201(2) and 301(a)(3) of the Employee Retirement Income Security Act ("ERISA").
The purpose of this Plan is to provide certain eligible executive employees, whose contributions to the Olin
Corporation Contributing Employee Ownership Plan (as from time to time amended, the "CEOP") are limited
under Sections 401(a)(17) of the Internal Revenue Code of 1986 and the regulations promulgated thereunder
(the "Code"), with certain supplemental benefits to make up for such Code-imposed limitations.
DEFINITIONS AND GENERAL PROVISIONS
1.1 Except as otherwise provided herein, the terms defined in the CEOP are used herein with the meanings
ascribed to them in the CEOP. In addition, when used herein, the following definitions shall apply:
(a) "CEOP Percentage" means with respect to a SCEOP Participant the annual percentage by which such
Participant reduces his Maximum Eligible Compensation on either a before-tax or after-tax basis in calculating
Contributions made to the CEOP; provided, however, that, if a Participant's CEOP percentage exceeds six
percent (6%), the Participant may elect, for purposes of this Plan, to limit the CEOP percentage used under this
Plan to six percent (6%).
(b) "Company" means Olin Corporation.
(c) "Compensation" shall have the same meaning as under the CEOP, except that it shall not be subject to the
maximum dollar limitation on compensation taken into account f