EXHIBIT 10
THE MARCUS CORPORATION
NONEMPLOYEE DIRECTOR ANNUAL RETAINER POLICY
Effective October 4, 1999
Each director of The Marcus Corporation (the "Company") who is not an
officer or employee of the Company or any of its subsidiaries (a "Nonemployee
Director") shall be paid an annual retainer fee of $5,000 in cash and 392 shares
(subject to equitable adjustment to prevent dilution in the event of stock
splits and other similar transactions) of Common Stock, $1 par value, of the
Company (the "Restricted Stock"). The Restricted Stock may not be sold,
transferred or otherwise alienated or hypothecated until the date two years
after the grant date of the Restricted Stock (the "Release Date"). Upon the
Release Date, the foregoing restrictions on the Restricted Stock shall terminate
and such Restricted Stock shall be free of such restrictions and freely
transferable, except as otherwise provided under the Securities Act of 1933, as
amended (the "Securities Act"), including subject to continued compliance with
Rule 144 of the Securities Act. If a Nonemployee Director's service as a
director of the Company is terminated because of death, disability or retirement
prior to the Release Date, the foregoing restrictions on the Restricted Stock
shall terminate on the date of death or the effective date of the disability or
retirement and such Restricted Stock shall be free of such restrictions and
freely transferable, except as otherwise provided under the Securities Act. The
Company may place such legends on certificates for Restricted Stock, and enter
into such Restricted Stock Agreements with a Nonemployee Director, as are
necessary to effect the intent of the foregoing.
