DEL WEBB CORPORATION
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN NO. 2
AMENDMENT NO. 5
The Del Webb Corporation Supplemental Executive Retirement Plan No. 2 (the
"Plan") is hereby amended as follows, effective as of July 22, 1999:
Section 2.1 of the Plan is amended to read as follows:
2.1 ELIGIBILITY AND PARTICIPATION
(a) ELIGIBILITY. Eligibility to participate in the Plan shall be limited
to key management personnel approved by the CEO. Participants in the
Del Webb Corporation Supplemental Executive Retirement Plan No. 1 are
not eligible to participate in this Plan.
(b) PARTICIPATION. An employee's participation in the Plan shall be
effective upon notification of the employee of eligibility to
participate and completion by the employee of a Participation
Agreement.
(c) PARTICIPANT. "Participant" means any individual who has satisfied the
conditions of this Section and includes any individual whose
employment status has terminated or changed under Section 2.2 and who
continues to have vested benefit rights.
Except as otherwise provided above, the provisions of the Plan shall
continue in full force and effect.
DEL WEBB CORPORATION
By:
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Robertson C. Jones
Its: Senior Vice President
