Amendment to The Macerich Company 2000 Incentive Plan (October 29, 2003)
The Macerich Company has amended its 2000 Incentive Plan, as approved by its Board of Directors. The amendment updates the definition of "Beneficiary" to clarify who is entitled to receive benefits under the plan in the event of a participant's death. The new definition includes persons, trusts, or entities designated by the participant, or, if none are designated, those entitled by will or law. This amendment was confirmed by the company's Executive Vice President on October 29, 2003.
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Exhibit 10.32.2
THE MACERICH COMPANY
2000 INCENTIVE PLAN, AS AMENDED
WHEREAS, The Macerich Company (the "Company") maintains The Macerich Company 2000 Incentive Plan, as amended (the "Plan");
WHEREAS, the Board of Directors has the authority to amend the Plan, and has determined that it is advisable and in the best interests of the stockholders of the Company to amend the Plan as set forth herein.
RESOLVED, that the Plan be and hereby is amended, as follows:
(1) Section 7.1(f) of the Plan is hereby amended in its entirety to read as follows:
"Beneficiary" shall mean the person, persons, trust, or trusts designated by a Participant or, in the absence of a designation, entitled by will or the laws of descent and distribution, to receive the benefits specified in the Award Agreement and under this Plan in the event of a Participant's death, and shall mean the Participant's executor or administrator if no other Beneficiary is designated and able to act under the circumstances."
IN WITNESS WHEREOF, the Company has caused its duly authorized officer to confirm the adoption of this Amendment by the Board as of the 29th day of October, 2003.
| /s/ RICHARD A. BAYER Richard A. Bayer Executive Vice President, General Counsel and Secretary |
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