<PAGE> 1
EXHIBIT 10.2
AMENDMENT 2000-2
BECKMAN COULTER, INC.
EXECUTIVE DEFERRED COMPENSATION PLAN
(As Amended And Restated Effective As Of September 1, 1998)
WHEREAS, Beckman Coulter, Inc. (the "Company") maintains the
Beckman Coulter, Inc. Executive Deferred Compensation Plan (as amended and
restated effective as of September 1, 1998) (the "Plan"); and
WHEREAS, the Company has the right to amend the Plan;
NOW, THEREFORE, the Plan is hereby amended, effective as of
January 1, 2001, as follows:
ARTICLE IV
ACCOUNTS
1. Section 4.2(a) is amended by adding the following to the end
of the Section:
"Effective January 1, 2001, no additional credits under
Sections 4.2(d) and 4.2(e) shall be made."
2. Section 4.2(d) is amended by adding the following to the end
of the Section:
"Effective January 1, 2001, no additional credits under this
Section 4.2(d) shall be made."
3. Section 4.2(e) is amended by adding the following to the end
of the Section:
"Effective January 1, 2001, no additional credits under this
Section 4.2(e) shall be made."
IN WITNESS WHEREOF, the Company has caused its duly authorized
officer to execute this amendment to the Plan this 19th day of October, 2000.
BECKMAN COULTER, INC.
By /s/ Fidencio M. Mares
------------------------------------
Fidencio M. Mares
Vice President - Human Resources
and Corporate Communications
-1-
