ARCH CHEMICALS, INC.
EMPLOYEE DEFERRAL PLAN
The purpose of this Arch Chemicals, Inc. Employee Deferral Plan (the "Plan") is to provide eligible employees of
Arch Chemicals, Inc. and its subsidiaries and affiliates with an opportunity to defer compensation earned or to be
earned by them as a means of saving for retirement or other future purposes.
The following definitions shall be applicable throughout the Plan:
(a) "Accounting Date" means each December 31, March 31, June 30 and September 30.
(b) "Administrator" means the Vice President, Human Resources or his delegate.
(c) "Arch Stock Account" means the Stock Account to which Arch Stock Units are credited.
(d) "Arch Stock Unit(s)" means the share equivalents credited to the Arch Stock Account of a Participant's
Compensation Account pursuant to Section 6, with one Arch Stock Unit equal to one share of Arch Common
(e) "Beneficiary" means the person(s) designated by the Participant in accordance with Section 10.
(f) "Board" means the Board of Directors of the Company.
(g) "Cash Account" means an account established under the Plan for a Participant to which compensation has
been or is to be credited in the form of cash and which is to earn interest at the Rate of Interest as provided
(h) "Change in Control" means that any of the following events shall have occurred:
(i) the Company ceases to be, directly or indirectly, owned by at least 1,000 shareholders;
(ii) a person, partnership, joint venture, corporation or other entity, or two or more of any of the foregoing acting
as a group (or a "person" within the meaning of Section 13(d)(3) of the Exchange Act), other than the Company,
a majority-owned subsidiary of the Company or an employee benefit plan of the Company or such subsidiary (or
such plan's related trust), become(s) the "beneficial owner" (as defined in Rule 13(d)(3) under the Exchange Act)
of 20% or more of the then outstanding voting stock of the Company;