Neiman Marcus 2003 Annual Report Download - page 185

THE NEIMAN MARCUS GROUP, INC.
DEFERRED COMPENSATION PLAN
FOR NON-EMPLOYEE DIRECTORS
ARTICLE I
Introduction
1.1. Adoption, amendment and restatement. The Company adopted the Plan effective January 17, 1997 to provide a means
by which members of the Board who are not employees of the Company may elect to defer receipt of designated amounts of
Compensation earned in that capacity. The Plan has been amended and restated effective June 8, 1998, to provide for non-elective
deferred compensation as set forth in Article 5.
1.2. Status of Plan. The Plan is intended neither to be a qualified plan within the meaning of 401(a) of the Internal Revenue
Code of 1986, as amended (the "Code"), nor to constitute a "pension benefit plan" or a "welfare benefit plan" subject to the
requirements of the Employee Retirement Income Security Act of 1974. The Plan shall be administered and interpreted to the extent
possible in a manner consistent with that intent.
ARTICLE 2
Definitions
Whenever used herein, the following terms have the meanings set forth below, unless a different meaning is clearly
required by the context:
2.1. "Account" means, for each Participant, the account maintained for his or her benefit under Section 4.2 or 5.1.
2.2. "Board" means the Board of Directors of the Company.
2.3. "Committee" means the Compensation Committee of the Board.
2.4. "Common Stock" means the Common Stock, $.01 par value, of the Company.
2.5. "Company" means The Neiman Marcus Group, Inc., a Delaware corporation, and any successor to all or
substantially all of the Company's assets or business which assumes the obligations of the Company.
2.6. "Compensation" means the amount of retainer payable for service on the Board, plus any fees payable for
attendance at or participation in a meeting, for service as Chair or Vice Chair of the Board, or for service on or as a chair of any
committee of the Board, determined without reduction for any elective deferrals under Article 4. Notwithstanding the foregoing,
Compensation does not include any Common Stock equivalent units which may be credited pursuant to Section 5.1, which amounts
are not subject to the elective deferral provisions of Section 4.1.
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