Dell 2000 Annual Report Download - page 41

James M. Schneider 52
Table of Contents
INDEX TO EXHIBITS
Exhibit
No. Description of Exhibit
3.1 — Certificate of Incorporation, dated October 21, 1987 and filed October 22, 1987 (incorporated by reference to Exhibit 3.1 to the Company's
Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.2 — Certificate of Amendment to the Certificate of Incorporation, dated May 6, 1988 and filed May 9, 1988 (incorporated by reference to Exhibit 3.2
to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.3 — Certificate of Amendment to the Certificate of Incorporation, dated June 19, 1991 and filed June 21, 1991 (incorporated by reference to
Exhibit 3.3 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.4 — Certificate of Amendment to the Certificate of Incorporation, dated June 19, 1992 and filed July 10, 1992 (incorporated by reference to
Exhibit 3.4 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.5 — Certificate of Designation of Series A Convertible Preferred Stock dated August 24, 1993 and filed August 25, 1993 (incorporated by reference
to Exhibit 3.5 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.6 — Certificate of Correction Filed to Correct Certain Errors in the Certificate of Amendment of Certificate of Incorporation Filed in the Office of the
Secretary of State of Delaware on May 9, 1988, and in the Certificate of Amendment of Certificate of Incorporation Filed in the Office of the
Secretary of State of Delaware on July 10, 1992, dated April 27, 1994 and filed May 5, 1994 (incorporated by reference to Exhibit 3.6 to the
Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.7 — Certificate of Amendment to Certificate of Incorporation, dated July 31, 1995 and filed August 3, 1995 (incorporated by reference to Exhibit 3.7
to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1995, Commission File No. 0-17017)
3.8 — Certificate of Designations of Series A Junior Participating Preferred Stock, dated November 29, 1995 and filed December 4, 1995 (incorporated
by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended October 29, 1995, Commission File
No. 0-17017)
3.9 — Certificate of Amendment to Certificate of Incorporation, dated and filed July 18, 1997 (incorporated by reference to Exhibit 3 to the Company's
Quarterly Report on Form 10-Q for the fiscal quarter ended August 3, 1997, Commission File No. 0-17017)
3.10 — Certificate of Amendment to Certificate of Incorporation, dated and filed August 12, 1998 (incorporated by reference to Exhibit 4 to the
Company's Quarterly Report on Form 10-Q for the fiscal quarter ended August 12, 1998, Commission File No. 0-17017)
Table of Contents
Exhibit
No. Description of Exhibit
3.11 — Certificate of Amendment to Certificate of Incorporation, dated July 16, 1999 and filed July 22, 1999 (incorporated by reference to Exhibit 4 to
the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended July 30, 1999, Commission File No. 0-17017)
3.12 — Restated Bylaws, as adopted on November 29, 1995 (incorporated by reference to Exhibit 3.3 to the Company's Quarterly Report on Form 10-Q
for the fiscal quarter ended October 29, 1995, Commission File No. 0-17017)
4.1 — Rights Agreement, dated as of November 29, 1995 (incorporated by reference to Exhibit 4 to the Company's Quarterly Report on Form 8-K,
dated November 29, 1995, and filed with the Securities and Exchange Commission on November 30, 1995, Commission File No. 0-17017)
4.2 — Indenture, dated as of April 27, 1998, between Dell Computer Corporation and Chase Bank of Texas, National Association (incorporated by
reference to Exhibit 99.2 of the Company's Current Report on Form 8-K filed April 28, 1998, Commission File No. 0-17017)
4.3 — Officers' Certificate pursuant to Section 301 of the Indenture establishing the terms of the Company's 6.55% Senior Notes Due 2008
(incorporated by reference to Exhibit 99.3 of the Company's Current Report on Form 8-K filed April 28, 1998, Commission File No. 0-17017)
4.4 — Officers' Certificate pursuant to Section 301 of the Indenture establishing the terms of the Company's 7.10% Senior Debentures Due 2028
(incorporated by reference to Exhibit 99.3 of the Company's Current Report on Form 8-K filed April 28, 1998, Commission File No. 0-17017)
4.5 — Form of the Company's 6.55% Senior Notes Due 2008 (incorporated by reference to Exhibit 99.5 of the Company's Current Report on Form 8-K
filed April 28, 1998, Commission File No. 0-17017)
4.6 — Form of the Company's 7.10% Senior Debentures Due 2028 (incorporated by reference to Exhibit 99.6 of the Company's Current Report on
Form 8-K filed April 28, 1998, Commission File No. 0-17017)
10.1* — Dell Computer Corporation 1989 Stock Option Plan, as amended and restated (incorporated by reference to Exhibit 10.4 to the Company's
Annual Report on Form 10-K for the fiscal year ended January 31, 1993, Commission File No. 0-17017)
10.2* — Dell Computer Corporation 1993 Stock Option Plan (incorporated by reference to Exhibit 10.36 to the Company's Registration Statement on
Form S-4, Registration No. 33-69680)
10.3* — Amended and Restated Dell Computer Corporation Incentive Plan (incorporated by reference to Exhibit 99 to the Company's Registration
Statement on Form S-8, filed October 31, 2000, Registration No. 333-49014)
10.4*† — Amended and Restated Dell Computer Corporation Deferred Compensation Plan
10.5* — Executive Incentive Bonus Plan, adopted July 17, 1998 (incorporated by reference to Exhibit 10.14 to the Company's Annual Report on Form 10-
K for the fiscal year ended January 29, 1999, Commission File No. 0-17017)