EXHIBIT 10.2
SAUCONY, INC.
Amendment No. 4 to 1993 Equity Incentive Plan
Section 4 of the 1993 Equity Incentive Plan, as amended, be and hereby
is amended by replacing the first sentence thereof with the following:
"Subject to adjustment as provided in Section 16 below, the total
number of shares of Class A Common Stock, $0.33-1/3 par value per share
("Class A Common Stock"), and Class B Common Stock, $0.33-1/3 par value
per share ("Class B Common Stock"), which may be issued and sold under
the Plan is 1,900,000 shares in the aggregate."
Adopted by the Board of Directors
March 28, 2000. Approved by
the Company's stockholders
May 18, 2000.
