IR-LIMITED
      DIRECTOR DEFERRED COMPENSATION

    AND
      STOCK AWARD PLAN

    


    [As
      Amended and Restated Effective August 1, 2007]

     

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

       

    

    TABLE
      OF CONTENTS

    

      
        	
                SECTION
                  1 -

              	
                STATEMENT
                  OF PURPOSE

              	 	
                1

              
	 	 	 	 
	
                SECTION
                  2 -

              	
                DEFINITIONS

              	 	 
	 	 	 	 
	
                2.1

              	
                Account
                  Balance

              	 	
                2

              
	
                2.2

              	
                Beneficiary

              	 	
                2

              
	
                2.3

              	
                Beneficiary
                  Designation Form

              	 	
                2

              
	
                2.4

              	
                Board

              	 	
                2

              
	
                2.5

              	
                Conversion
                  Account

              	 	
                2

              
	
                2.6

              	
                Deferral
                  Account

              	 	
                2

              
	
                2.7

              	
                Deferral
                  Amount

              	 	
                2

              
	
                2.8

              	
                Deferred
                  IR Stock Award Account

              	 	
                2

              
	
                2.9.

              	
                Effective
                  Time

              	 	
                2

              
	
                2.10

              	
                Election
                  Form

              	 	
                2

              
	
                2.11

              	
                Fees

              	 	
                3

              
	
                2.12

              	
                Investment
                  Option Subaccounts

              	 	
                3

              
	
                2.13

              	
                IR
                  Stock

              	 	
                3

              
	
                2.14

              	
                IR
                  Stock Account

              	 	
                3

              
	
                2.15

              	
                Merger
                  Agreement

              	 	
                3

              
	
                2.16

              	
                Participant

              	 	
                3

              
	
                2.17

              	
                Plan
                  Year

              	 	
                3

              
	
                2.18

              	
                Retirement

              	 	
                3

              
	
                2.19

              	
                Return

              	 	
                3

              
	
                2.20

              	
                Supplemental
                  Contribution

              	 	
                3

              
	
                2.21

              	
                Supplemental
                  Contribution Account

              	 	
                4

              
	
                2.22

              	
                Trust

              	 	
                4

              
	 	 	 	 
	
                SECTION
                  3 -

              	
                PARTICIPATION,
                  DEFERRAL ELECTION AND INVESTMENT ELECTION

              	 	 


      

      
        	 	 	 	 
	
                3.1

              	
                Participation
                  and Deferral Election

              	 	
                5

              
	
                3.2

              	
                Investment
                  Election

              	 	
                5

              
	 	 	 	 
	
                SECTION
                  4 - 

              	
                VESTING

              	 	 
	 	 	 	 
	
                4.1

              	
                Deferral
                  Amounts

              	 	
                7

              
	
                4.2

              	
                Supplemental
                  Contributions

              	 	
                7

              
	
                4.3

              	
                Conversion
                  Account

              	 	
                7

              
	
                4.4

              	
                Deferred
                  IR Stock Award Account

              	 	
                7

              


      

       

      
        
          
          

        

        
          (i)

          
            

          

        

        
          
          

        

         

        
          
            	
                    SECTION
                      5 - 

                  	
                    ACCOUNTS
                      AND VALUATIONS

                  	 	 
	 	 	 	 
	
                    5.1

                  	
                    Deferral
                      Accounts

                  	 	
                    8

                  
	
                    5.2

                  	
                    Supplemental
                      Contribution Accounts

                  	 	
                    8

                  
	
                    5.3

                  	
                    IR
                      Stock Accounts

                  	 	
                    9

                  
	
                    5.4

                  	
                    Deferred
                      IR Stock Award Amount

                  	 	
                    9

                  
	
                    5.5

                  	
                    Deferred
                      Amounts upon Termination of the Retirement Plan

                  	 	
                    10

                  
	
                    5.6

                  	
                    Conversion
                      of Deferred Compensation Account Balances

                  	 	
                    10

                  
	
                    5.7

                  	
                    Valuation
                      of Account Balance in Event of Change in Control

                  	 	
                    11

                  
	
                    5.8

                  	
                    Changes
                      in Capitalization

                  	 	
                    11

                  
	
                    5.9

                  	
                    Accounts
                      are Bookkeeping Entries

                  	 	
                    11

                  
	
                    5.10

                  	
                    Mandatory
                      Fee Deferral

                  	 	
                    12

                  
	 	 	 	 
	
                    SECTION
                      6 - 

                  	
                    DISTRIBUTION
                      OF ACCOUNTS

                  	 	 
	 	 	 	 
	
                    6.1

                  	
                    Termination,
                      Retirement and Death

                  	 	
                    13

                  
	
                    6.2

                  	
                    Scheduled
                      Distributions

                  	 	
                    14

                  
	
                    6.3

                  	
                    Form
                      of Payments

                  	 	
                    15

                  
	
                    6.4

                  	
                    Change
                      in Control

                  	 	
                    15

                  
	
                    6.5

                  	
                    Taxes;
                      Withholding

                  	 	
                    17

                  
	 	 	 	 
	
                    SECTION
                      7 - 

                  	
                    BENEFICIARY
                      DESIGNATION

                  	 	
                    18

                  
	 	 	 	 
	
                    SECTION
                      8 - 

                  	
                    AMENDMENT
                      AND TERMINATION OF PLAN

                  	 	 
	
                     

                  	 	 	 
	
                    8.1

                  	
                    Amendment

                  	 	
                    19

                  
	
                    8.2

                  	
                    Termination
                      of Plan

                  	 	
                    19

                  
	 	 	 	 
	
                    SECTION
                      9 - 

                  	
                    MISCELLANEOUS

                  	 	 
	 	 	 	 
	
                    9.1

                  	
                    Unsecured
                      General Creditor

                  	 	
                    20

                  
	
                    9.2

                  	
                    Entire
                      Agreement; Successors

                  	 	
                    20

                  
	
                    9.3

                  	
                    Non-Assignability

                  	 	
                    20

                  
	
                    9.4

                  	
                    Authorization
                      and Source of Shares

                  	 	
                    20

                  
	
                    9.5

                  	
                    Singular
                      and Plural

                  	 	
                    20

                  
	
                    9.6

                  	
                    Captions

                  	 	
                    21

                  
	
                    9.7

                  	
                    Applicable
                      Law

                  	 	
                    21

                  
	
                    9.8

                  	
                    Severability

                  	 	
                    21

                  


          

        

      

    

     

    
      
        
        

      

      
        (ii)

        
          

        

      

      
        
        

      

    


    IR-Limited
      Director Deferred Compensation and Stock Award Plan

    As
      Amended and Restated Effective August 1, 2007

    


    SECTION
      1

    


    STATEMENT
      OF PURPOSE

    


    The
      purpose of the IR-Limited Director Deferred Compensation and Stock Award Plan
      (the “Plan”) is to further increase the mutuality of interest between
      Ingersoll-Rand Company Limited, a Bermuda company (the “Company”), its
      non-employee members of the Board (“Non-employee Directors”) and members by
      providing its Non-employee Directors the opportunity to elect to defer receipt
      of cash compensation. The Plan, originally known as the Ingersoll-Rand Company
      Directors Deferred Compensation and Stock Award Plan, became effective on
      January 1, 1997, was amended and restated effective January 1, 2001, was
      subsequently amended as of December 21, 2001, and was again amended and restated
      effective August 1, 2007.

    


    Notwithstanding
      any other provision of the Plan to the contrary (including any election made
      by
      any Participant under the Plan), (i) no amount shall be deferred under the
      Plan
      if, pursuant to the effective date rules of Section 885(d) of the American
      Jobs
      Creation Act of 2004, Q&A-16 of IRS Notice 2005-1, and Treasury Regulations
      section 1.409A-6(a), such amount would be subject to Section 409A of the
      Internal Revenue Code of 1986, as amended (a “Non-Grandfathered New Deferral
      Amount”), and (ii) any amount previously deferred under the Plan that, pursuant
      to the effective date rules of Section 885(d) of the American Jobs Creation
      Act
      of 2004, Q&A-16 of IRS Notice 2005-1, and Treasury Regulations section
      1.409A-6(a), is subject to Section 409A of the Internal Revenue Code of 1986,
      as
      amended (a “Non-Grandfathered Prior Deferral Amount”) shall no longer be
      credited or payable under the Plan after December 31, 2004. Any
      Non-Grandfathered New Deferral Amount shall instead be deferred under the
      IR-Limited Director Deferred Compensation and Stock Award Plan II, and any
      Non-Grandfathered Prior Deferral Amount shall instead be credited under the
      IR-Limited Director Deferred Compensation and Stock Award Plan II, as and to
      the
      extent provided under the terms of IR-Limited Director Deferred Compensation
      and
      Stock Award Plan II.

     

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    


    SECTION
      2

    


    DEFINITIONS

    


    
      	 	
              2.1

            	
              “Account
                Balance”
                means, for each Plan Year, a credit on the records of the Company
                equal to
                the sum of the value of a Participant’s Conversion Account, Deferral
                Account, Deferred IR Stock Award Account, Supplemental Contribution
                Account and IR Stock Account for such Plan Year. The Account Balance
                shall
                be a bookkeeping entry only and shall be utilized solely as a device
                for
                the measurement and determination of the amounts to be paid to a
                Participant, or to the Participant’s designated Beneficiary, pursuant to
                the Plan.

            


    

    


    
      	 	
              2.2

            	
              “Beneficiary”
                means the person or persons designated as such in accordance with
                Section
                7.

            


    

    


    
      	 	
              2.3

            	
              “Beneficiary
                Designation Form”
                means the form established from time to time by the Company that
                a
                Participant completes and returns to the Secretary of the Company
                to
                designate one or more
                Beneficiaries.

            


    

    


    
      	 	
              2.4

            	
              “Board”
                means the Board of Directors of the
                Company.

            


    

    


    
      	 	
              2.5

            	
              “Conversion
                Account”
                means the sum of all of the shares of IR Stock credited to a Participant
                pursuant to Section 5.6.

            


    

    


    
      	 	
              2.6

            	
              “Deferral
                Account”
                means, for each Plan Year, (i) the sum of all of a Participant’s Deferral
                Amounts (other than amounts deferred pursuant to Section 5.10), plus
                (ii)
                amounts credited in accordance with all the applicable crediting
                provisions of the Plan that relate to the Participant’s Deferral Account,
                less (iii) all distributions made to the Participant or to the
                Participant’s Beneficiary pursuant to the Plan that relate to the
                Participant’s Deferral Account.

            


    

    


    
      	 	
              2.7

            	
              “Deferral
                Amount”
                means the amount of Fees actually deferred under the Plan by the
                Participant pursuant to Section 3.1 and the amount of Fees automatically
                deferred pursuant to Section 5.10 for any one Plan
                Year.

            


    

    


    
      	 	
              2.8

            	
              “Deferred
                IR Stock Award Account”
                means, for each Plan Year, the sum of all of a Participant’s deferred
                stock award amounts pursuant to Section 5.4, deferred amounts upon
                termination of the retirement plan pursuant to Section 5.5 and deferred
                amounts pursuant to Section 5.10.

            


    

    


    
      	 	
              2.9

            	
              “Effective
                Time” means
                the Effective Time as such term is defined in the Merger
                Agreement.

            


    

    


    
      	 	
              2.10

            	
              “Election
                Form”
                means the form or forms established from time to time by the Company
                that
                a Participant completes, signs and returns to the Secretary of the
                Company
                to make an election under the Plan. An Election Form also includes
                any
                other method approved by the Company that a Participant may use to
                make an
                election under the Plan. The terms and conditions specified in the
                Election Form(s) are incorporated by reference herein and form a
                part of
                the Plan. If there is a conflict between the Election Form and the
                Plan,
                the terms of the Plan shall control and
                govern.

            


    

     

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

     

    
      	 	
              2.11

            	
              “Fees”
                means retainer and meeting fees payable to Non-employee
                Directors.

            


    

    


    
      	 	
              2.12

            	
              “Investment
                Option Subaccounts”
                means the separate subaccounts, each of which corresponds to an investment
                option elected by the Participant with respect to a Participant’s Deferral
                Accounts.

            


    

    


    
      	 	
              2.13

            	
              “IR
                Stock”
                means the Class A common shares, par value $1.00 per share, of the
                Company.

            


    

    


    
      	 	
              2.14

            	
              “IR
                Stock Account”
                means, for each Plan Year, (i) the sum of all of a Participant’s Deferral
                Amounts that are deemed to be invested in IR Stock, plus (ii) amounts
                credited in accordance with all the applicable crediting provisions
                of the
                Plan that relate to the Participant’s IR Stock Account, less (iii) all
                distributions made to the Participant or to the Participant’s Beneficiary
                pursuant to the Plan that relate to the Participant’s IR Stock
                Account.

            


    

    


    
      	 	
              2.15

            	
              “Merger
                Agreement” means
                that certain Agreement and Plan of Merger among Ingersoll-Rand Company,
                Ingersoll-Rand Company Limited, and IR Merger Corporation dated as
                of
                October 31, 2001, pursuant to which Ingersoll-Rand Company became
                an
                indirect wholly-owned subsidiary of Ingersoll-Rand Company
                Limited.

            


    

    


    
      	 	
              2.16

            	
              “Participant”
                means a Non-employee Director participating in the Plan in accordance
                with
                the provisions of Section 3.

            


    

    


    
      	 	
              2.17

            	
              “Plan
                Year”
                means a calendar year.

            


    

    


    
      	 	
              2.18

            	
              “Retirement”
                means retirement in accordance with the Board’s retirement policy for
                Non-employee Directors.

            


    

    


    
      	 	
              2.19

            	
              “Return”
                means, for each investment option, an amount equal to the net investment
                return (including changes in value and distributions) for each such
                investment option during each business
                day.

            


    

    


    
      	 	
              2.20

            	
              “Supplemental
                Contribution”
                means an additional amount to be credited to a Participant's Supplemental
                Contribution Account equal to twenty percent (20%) of the Participant's
                Fees that are deferred under Section 3.1 of the Plan for a Plan Year
                by
                the Participant and is, at the time of making the deferral election,
                elected to be invested in the Participant’s IR Stock
                Account.

            


    

    


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    
      	 	
              2.21

            	
              “Supplemental
                Contribution Account”
                means, for each Plan Year, (i) the sum of all of a Participant’s
                Supplemental Contributions, plus (ii) amounts credited in accordance
                with
                all the applicable crediting provisions of the Plan that relate to
                the
                Participant’s Supplemental Contribution Account, less (iii) all
                distributions made to the Participant or to the Participant’s Beneficiary
                pursuant to the Plan that relate to the Participant’s Supplemental
                Contribution Account.

            


    

    


    
      	 	
              2.22

            	
              “Trust”
                means the Ingersoll-Rand Company Deferred Compensation Trust Agreement,
                dated as of January 1, 2001 between the Company and the trustee named
                therein, as amended from time to
                time.

            


    

     

    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    


    SECTION
      3

    


    PARTICIPATION,
      DEFERRAL ELECTION AND INVESTMENT ELECTION

    


    
      	 	
              3.1

            	
              Participation
                and Deferral Election.
                Non-employee Directors may elect to participate in the Plan for a
                given
                Plan Year by filing a completed Election Form for the Plan Year in
                the
                manner prescribed by the Secretary of the Company. The Election Form
                must
                specify the percentage or dollar amount of any Deferral Amount otherwise
                payable during such Plan Year that will be deferred under the Plan.
                Notwithstanding anything to the contrary, at the Non-employee Director’s
                direction, an election to participate in the Plan for a given Plan
                Year
                may continue from Plan Year to Plan Year unless a written request
                to
                modify or terminate that election for a subsequent period is submitted
                to
                the Secretary of the Company on or before the date 15 days prior
                to the
                beginning of the subsequent Plan Year. Any election to defer a Deferral
                Amount is irrevocable upon the filing of the Election Form, and must
                be
                properly completed and filed no later than the November 30 immediately
                preceding such Plan Year, or, with respect to a new Non-employee
                Director,
                before the effective date of his or her election to the Board, or
                such
                other date as the Secretary of the Company may specify. A Non-employee
                Director who fails to file a properly completed Election Form by
                such date
                will be ineligible to defer a Deferral Amount under the Plan for
                the
                following Plan Year. In addition, the Company may establish from
                time to
                time such other enrollment requirements as it determines are necessary
                or
                proper.

            


    

    


    If
      the
      Company determines in good faith that a Participant no longer qualifies as
      a
      Non-employee Director, the Company shall have the right to (i) terminate any
      deferral election the Participant has made for the remainder of the Plan Year
      in
      which the Participant's membership status changes, (ii) prevent the Participant
      from making future deferral elections and/or (iii) immediately distribute the
      Participant's then vested Account Balances and terminate the Participant's
      participation in the Plan.

    


    
      	 	
              3.2

            	
              Investment
                Election.
                In accordance with procedures established by the Company, prior to
                the
                time a Participant’s Deferral Amounts are credited to a Participant’s
                Deferral Account pursuant to Section 5.1, the Participant shall designate,
                on an Election Form, the types of investment options in which the
                Participant’s Deferral Amounts will be deemed to be invested for purposes
                of determining the amount of earnings to be credited to the Participant’s
                Deferral Account and, with respect to Deferral Amounts that are designated
                by the Participant to be deemed to be invested in IR Stock, the IR
                Stock
                Account.

            


    

    


    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

       

    

    Subject
      to Section 5.3, in making the designations pursuant to this Section, the
      Participant may specify that all or any portion of the Participant’s Deferral
      Amount be deemed to be invested, in whole percentage increments, in one or
      more
      of the types of investment options provided under the Plan. A Participant may
      change the designation made under this Section with respect to prior and/or
      future Deferral Amounts by filing an Election Form no later than the time
      specified by the Secretary of the Company, to be effective as of the first
      business day of the following month. If a Participant fails to elect a type
      of
      investment option under this Section, he or she shall be deemed to have elected
      the investment option designated by the Company as the default investment
      option.

    


    
      
        
        

      

      
        6

        
          

        

      

      
        
        

      

    


    SECTION
      4

    


    VESTING

    


    
      	 	
              4.1

            	
              Deferral
                Amounts.
                A
                Participant shall be fully vested in his or her Deferral
                Account.

            


    

    


    
      	 	
              4.2

            	
              Supplemental
                Contributions.
                A
                Participant shall vest in his or her Supplemental Contribution Account
                on
                the earliest of: (i) the fifth anniversary of the date the Supplemental
                Contribution is credited to the Participant's Supplemental Contribution
                Account; (ii) the date of the Participant's cessation of service
                on the
                Board by reason of Retirement or death; (iii) a Change in Control
                pursuant
                to Section 6.4; or (iv) a termination of the Plan pursuant to Section
                8.2.

            


    

    


    
      	 	
              4.3

            	
              Conversion
                Account.
                A
                Participant shall be fully vested in his or her Conversion
                Account.

            


    

    


    
      	 	
              4.4

            	
              Deferred
                IR Stock Award Account.
                A
                Participant shall be fully vested in his or her Deferred IR Stock
                Award
                Account.

            


    

     

    
      
        
        

      

      
        7

        
          

        

      

      
        
        

      

    


    SECTION
      5

    


    ACCOUNTS
      AND VALUATIONS

    


    
      	 	
              5.1

            	
              Deferral
                Accounts.
                The Company shall establish and maintain a separate Deferral Account
                for
                each Participant for each Plan Year. All Deferral Amounts, other
                than
                Deferral Amounts that are deemed, at the Participant’s election, to be
                invested in IR Stock shall be credited to the Participant’s Deferral
                Account on the date when the Deferral Amount would otherwise be paid
                to
                the Participant. All Deferral Amounts that are deemed, at the
                Participant’s election, to be invested in IR Stock shall be credited to
                the Participant’s IR Stock Account as described in Section
                5.3.

            


    

    


    Each
      Participant’s Deferral Accounts shall be divided into Investment Option
      Subaccounts. A Participant’s Deferral Accounts shall be credited as
      follows:

     

    
      	 	
              (a)

            	
              On
                the day a Deferral Amount is credited to a Participant’s Deferral Account,
                the Administrative Committee shall credit the Investment Option
                Subaccounts of the Participant's Deferral Account with an amount
                equal to
                the Participant’s Deferral Amount in accordance with the Participant's
                Election Form; that is, the portion of the Participant's Deferral
                Amount
                that the Participant has elected to be deemed to be invested in a
                certain
                type of investment option shall be credited to the Investment Option
                Subaccount corresponding to that investment option,
                and

            


    

     

    
      	 	
              (b)

            	
              Each
                business day, each Investment Option Subaccount of a Participant's
                Deferral Account shall be adjusted for earnings or losses in an amount
                equal to that determined by multiplying the balance credited to such
                Investment Option Subaccount as of the prior day plus contributions
                credited that day to the Investment Option Subaccount by the Return
                for
                the corresponding investment option selected by the
                Company.

            


    

    


    
      	 	
              5.2

            	
              Supplemental
                Contribution Accounts.
                The Company shall establish and maintain a separate Supplemental
                Contribution Account for each Plan Year for each Participant who
                receives
                a Supplemental Contribution for such Plan Year. All Supplemental
                Contributions shall be credited to the Participant’s Supplemental
                Contribution Account on the same date that the Participant’s Deferral
                Amount for which the Supplemental Contribution is being made is credited
                to the Participant’s Deferral Account pursuant to Section 5.1. All of a
                Participant’s Supplemental Contributions shall be deemed to be invested
                in, and shall remain deemed to be invested in, IR Stock in the
                Participant’s Supplemental Contribution Account until such amounts are
                distributed from the Plan.

            


    

    


    All
      Supplemental Contributions shall initially be credited to a Participant's
      Supplemental Contribution Account in units or fractional units of IR Stock.
      The
      value of each unit shall be determined each business day and shall equal the
      closing price of one share of IR Stock on the New York Stock Exchange-Composite
      Tape. On each date that Supplemental Contributions are credited to a
      Participant’s Supplemental Contribution Account, the number of units to be
      credited shall be determined by dividing the number of units by the value of
      a
      unit on such date.

     

    
      
        
        

      

      
        8

        
          

        

      

      
        
        

      

    

    


    Dividends
      paid on IR Stock shall be reflected in a Participant's Supplemental Contribution
      Account by the crediting of additional units or fractional units. Such
      additional units or fractional units shall equal the value of the dividends
      based upon the closing price of one share of IR Stock on the New York Stock
      Exchange-Composite Tape on the date such dividends are paid.

    


    
      	 	
              5.3

            	
              IR
                Stock Accounts.
                The Company shall establish and maintain a separate IR Stock Account
                for
                each Plan Year for each Participant who elects to have all or a portion
                of
                his of her Deferral Amounts for such Plan Year invested in IR Stock.
                All
                Deferral Amounts that are deemed, at the Participant’s election, to be
                invested in IR Stock shall be credited to the Participant’s IR Stock
                Account on the date when the Deferral Amount would otherwise be paid
                to
                the Participant. Notwithstanding anything to the contrary, IR Stock
                credited to a Participant’s IR Stock Account may not be designated by the
                Participant to be deemed to be invested in any other investment option
                and
                shall remain invested in IR Stock in such IR Stock Account until
                distributed from the Plan. A Participant’s IR Stock Accounts shall be
                credited as follows:

            


    

    


    
      	 	
              (a)

            	
              On
                the day a Deferral Amount is credited to a Participant’s IR Stock Account,
                the Company shall credit the IR Stock Account with an amount equal
                to the
                Participant’s Deferral Amount.

            


    

    


    
      	 	
              (b)

            	
              All
                Deferral Amounts deemed to be invested in IR Stock in accordance
                with the
                Participant’s Election Form shall be credited to a Participant's IR Stock
                Account in units or fractional units. The value of each unit shall
                be
                determined each business day and shall equal the closing price of
                one
                share of IR Stock on the New York Stock Exchange-Composite Tape.
                On each
                date that Deferral Amounts are credited to the Participant's IR Stock
                Account, the number of units to be credited shall be determined by
                dividing the amount of such Deferral Amounts by the value of a unit
                on
                such date.

            


    

    


    Dividends
      paid on IR Stock shall be reflected in a Participant's IR Stock Account by
      the
      crediting of additional units or fractional units. Such additional units or
      fractional units shall equal the value of the dividends based upon the closing
      price of one share of IR Stock on the New York Stock Exchange-Composite Tape
      on
      the date such dividends are paid.

    


    
      	 	
              5.4

            	
              Deferred
                IR Stock Award Amount.
                For periods before July 1, 2003, each Non-employee
                Director
                shall receive an annual award on the date of the first Board meeting
                after
                each annual meeting of shareholders in the form of a promise by
                the
                Company to
                deliver 600 shares of IR Stock, or such other amount as may from
                time to
                time be established by resolution of the Board. Annual awards of
                shares of
                IR Stock shall be credited to the Deferred IR Stock Award Account
                of each
                Non-employee Director.

            


    

    


    
      
        
        

      

      
        9

        
          

        

      

      
        
        

      

    

     

    A
      Participant’s Deferred IR Stock Award Accounts shall be credited as
      follows:

    


    
      	 	
              (a)

            	
              On
                the day an annual award of IR Stock is credited to a Participant’s
                Deferred IR Stock Award Account, the Company shall credit the Deferred
                IR
                Stock Award Account with an amount equal to the Participant’s annual award
                of IR Stock.

            


    

    


    
      	 	
              (b)

            	
              All
                awards of IR Stock pursuant to this Section and amounts credited
                pursuant
                to Section 5.5 shall be credited to a Participant's Deferred IR Stock
                Award Account in units or fractional units. The value of each unit
                shall
                be determined each business day and shall equal the closing price
                of one
                share of IR Stock on the New York Stock Exchange-Composite Tape.
                On each
                date that awards of IR Stock are credited to the Participant's Deferred
                IR
                Stock Award Account, the number of units to be credited shall be
                determined by dividing the amount of such IR Stock awarded by the
                value of
                a unit on such date.

            


    

    


    Dividends
      paid on IR Stock shall be reflected in a Participant's Deferred IR Stock Award
      Account by the crediting of additional units or fractional units. Such
      additional units or fractional units shall equal the value of the dividends
      based upon the closing price of one share of IR Stock on the New York Stock
      Exchange-Composite Tape on the date such dividends are paid.

    


    
      	 	
              5.5

            	
              Deferred
                Amounts upon
                Termination
                of the Retirement Plan.
                The shares of IR Stock credited to the deferred compensation accounts
                (such crediting having occurred prior to the Plan’s amendment and
                restatement effective January 1, 2001) of the Non-employee Directors
                pursuant to the resolutions adopted by the Board on November 6, 1996,
                with
                respect to the elimination of retirement payments to Non-employee
                Directors shall be credited to the Deferred IR Stock Award Account
                of each
                Non-Employee Director as of January 1,
                2001.

            


    

    


    
      	 	
              5.6

            	
              Conversion
                of Deferred Compensation Account Balances.
                A
                Non-employee Director’s cash balance in the deferred compensation program
                as of December 31, 1996 was transferred to an equivalent balance
                in the
                Plan as of January 1, 1997. Such balance was equal to the number
                of shares
                of IR Stock, including fractions, which could have been purchased
                with
                such cash account balance on January 2, 1997 at the mean of the high
                and
                low prices of a share of IR Stock on the New York Stock Exchange
                -
                Composite Tape on such date, provided that if no sales of shares
                of IR
                Stock were made on the New York Stock Exchange on that date, the
                mean of
                the high and low prices reported for the preceding day on which sales
                of
                shares of IR Stock were made on the New York Stock
                Exchange.

            


    

    


    
      
        
        

      

      
        10

        
          

        

      

      
        
        

      

    

     

    A
      Non-employee Director’s balance, as such balance is described in the previous
      paragraph, shall be credited to the Non-employee Director’s Conversion
      Account as
      of
      January 1, 2001 in units or fractional units. The value of each unit shall
      be
      determined each business day and shall equal the closing price of one share
      of
      IR Stock on the New York Stock Exchange-Composite Tape.

    


    Dividends
      paid on IR Stock shall be reflected in a Non-employee Director’s Conversion
      Account by the crediting of additional units or fractional units. Such
      additional units or fractional units shall equal the value of the dividends
      based upon the closing price of one share of IR Stock on the New York Stock
      Exchange-Composite Tape on the date such dividends are paid.

    


    
      	 	
              5.7

            	
              Valuation
                of Account Balance in Event of Change in Control.
                In the event of a Change in Control pursuant to Section 6.4, the
                value of
                each IR Stock unit deemed to be invested in each IR Stock Account,
                Supplemental Contribution Account, Conversion Account and Deferred
                IR
                Stock Award Account shall be equal to the highest Fair Market Value
                (as
                such term is defined in the Company’s Incentive Stock Plan of 1998) of one
                share of IR Stock during the 60 days preceding the date on which
                the
                Change in Control occurs.

            


    

    


    In
      the
      event of a Change in Control pursuant to Section 6.4, the value of a
      Participant’s Account Balances for all investment options other than IR Stock
      shall be determined as of the end of the month during which the Change in
      Control occurs.

    


    
      	 	
              5.8

            	
              Changes
                in Capitalization.
                If there is any change in the number or class of shares of IR Stock
                through the declaration of a stock dividend or other extraordinary
                dividends, or recapitalization resulting in stock splits, or combinations
                or exchanges of such shares or in the event of similar corporate
                transactions, the units in each Participant’s IR Stock Account,
                Supplemental Contribution Account, Conversion Account and Deferred
                IR
                Stock Award Account shall be equitably adjusted to reflect any such
                change
                in the number or class of issued shares of IR Stock or to reflect
                such
                similar corporate transaction.

            


    

    


    
      	 	
              5.9

            	
              Accounts
                are Bookkeeping Entries.
                Notwithstanding any other provision of the Plan that may be interpreted
                to
                the contrary, the investment options, including IR Stock, are to
                be used
                for measurement purposes only, and a Participant's election of any
                such
                investment option, the allocation to his or her Account Balances
                thereto,
                the calculation of additional amounts and the crediting or debiting
                of
                such amounts to a Participant's Account Balances shall not be considered
                or construed in any manner as an actual investment in any such investment
                option. In the event that the Company or the trustee of the Trust,
                in its
                own discretion, decides to invest funds in any or all of the investment
                options, no Participant shall have any rights in or to such investments
                themselves. Without limiting the foregoing, a Participant's Account
                Balances shall at all times be a bookkeeping entry only and shall
                not
                represent any investment made on the Participant’s behalf by the Company
                or the Trust. The Participant shall at all times remain an unsecured
                creditor of the Company.

            


    

     

    
      
        
        

      

      
        11

        
          

        

      

      
        
        

      

    

     

    
      	 	
              5.10

            	
              Mandatory
                Fee Deferral.
                Effective July 1, 2003, on each IR Stock quarterly dividend payment
                date a
                portion of each Non-employee Director’s Fees equal to $15,000, or such
                other amount as may from time to time be established by resolution
                of the
                Board, shall be deferred and credited to the Deferred IR Stock Award
                Account of each Non-employee
                Director.

            


    

    


    
      	 	 	
              A
                Participant’s Deferred IR Stock Award Accounts shall be credited as
                follows:

            


    

    


    
      	 	 	
              (a)

            	
              On
                the day the Fees are credited to a Participant’s Deferred IR Stock Award
                Account, the Company shall credit the Deferred IR Stock Award Account
                with
                an amount equal to the Fees that are deferred pursuant to this
                Section.

            


    

    


    
      	 	 	
              (b)

            	
              All
                Fees that are deferred pursuant to this Section shall be credited
                to a
                Participant’s Deferred IR Stock Award Account in units or fractional
                units. The value of each unit shall be determined each business day
                and
                shall equal the closing price of one share of IR Stock on the New
                York
                Stock Exchange-Composite Tape. On each date that Fees under this
                Section
                are credited to the Participant’s Deferred IR Stock Award Account, the
                number of units to be credited shall be determined by dividing the
                amount
                of such Fees by the value of a unit on such
                date.

            


    

    


    Dividends
      paid on IR Stock shall be reflected in a Participant’s Deferred IR Stock Award
      Account by the crediting of additional units or fractional units. Such
      additional units or fractional units shall equal the value of the dividends
      based upon the closing price of one share of IR Stock on the New York Stock
      Exchange-Composite Tape on the date such dividends are paid.

     

    
      
        
        

      

      
        12

        
          

        

      

      
        
        

      

    


    SECTION
      6

    


    DISTRIBUTION
      OF ACCOUNTS

    


    
      	 	
              6.1

            	
              Termination,
                Retirement and Death.
                A
                Participant who terminates as a member of the Board, reaches Retirement
                or
                dies shall be paid his or her vested Account Balances (and after
                his or
                her death to his or her Beneficiary) in annual installments over
                ten (10)
                years beginning as soon as administratively practicable in the year
                following the Participant’s termination, Retirement or death unless an
                optional form of benefit payment is elected in accordance with the
                next
                sentence. For each Plan Year’s Account Balance the Participant may elect
                an optional form of benefit payment from among the
                following:

            


    

     

    
      	 	
              (1)

            	
              A
                lump sum distribution to be paid as soon as administratively practicable
                in the year following the Participant’s termination, Retirement or
                death;

            


    

     

    
      	 	
              (2)

            	
              Annual
                installments over five (5) years commencing as soon as administratively
                practicable in the year following the Participant’s termination,
                Retirement or death;

            


    

     

    
      	 	
              (3)

            	
              Annual
                installments over fifteen (15) years commencing as soon as
                administratively practicable in the year following the Participant’s
                termination, Retirement or death;
                and

            


    

     

    
      	 	
              (4)

            	
              A
                lump sum distribution which shall be paid as soon as administratively
                practicable in the year specified by the Participant on the Election
                Form.
                Such specified time shall be no less than one (1) year and no more
                than
                five (5) years following termination, Retirement or
                death.

            


    

     

    A
      Participant may elect, on an Election Form, to change the form and/or extend
      the
      timing of a distribution under this Section that he or she has previously
      elected to any other form of distribution or time permitted under this Section,
      provided that no such election shall be effective unless it is made at least
      one
      (1) year before the Participant’s termination, Retirement or death, as
      applicable.

    


    In
      the
      event of the Participant’s termination, Retirement or death prior to the elected
      date for one or more scheduled distributions pursuant to Section 6.2, the
      portion of the Participant’s Account Balance associated with such
      distribution(s) shall be paid to the Participant (and after his or her death
      to
      his or her Beneficiary) in the same form as elected by the Participant under
      this Section.

    


    Notwithstanding
      any provision of the Plan to the contrary, if a Participant terminates, has
      reached Retirement or dies while receiving annual installments pursuant to
      Section 6.2, such annual installments shall continue to be paid to the
      Participant (and after his or her death to his or her Beneficiary) in the same
      manner as if the Participant had not terminated employment, reached Retirement
      or died.

     

    
      
        
        

      

      
        13

        
          

        

      

      
        
        

      

    

    


    All
      distributions under this Section shall be made on a pro rata basis from the
      Participant's Account Balances.

    


    
      	 	
              6.2

            	
              Scheduled
                Distributions.
                A
                Participant may elect, on an Election Form, to receive a distribution
                of
                all or a portion of his or her Deferral Account and IR Stock Account
                with
                respect to a Plan Year(s) while still a Non-employee Director. A
                Participant’s election for a distribution under this Section shall be
                permitted only if the date specified on the Election Form by the
                Participant for such distribution (in the event of a lump sum) or
                the
                commencement of such distribution (in the event of annual installments)
                is
                no earlier than two (2) years from the last day of the Plan Year
                for which
                the portion of the Deferral Account and IR Stock Account to be distributed
                is actually deferred. A Participant may elect, on an Election Form,
                to
                extend the date for any distribution under this Section with respect
                to
                any Plan Year, provided such election occurs at least one year before
                the
                date of distribution most recently elected for that Plan Year by
                the
                Participant and the extension is for a period of not less than two
                (2)
                years after the date of distribution most recently elected for that
                Plan
                Year by the Participant. The Participant shall have the right to
                extend
                the date for any distribution under this Section for a Plan Year
                twice.

            


    

    


    At
      the
      time an election for a distribution under this Section is made, the Participant
      shall also elect, on the Election Form, the form of payment of the distribution.
      The Participant shall elect either (i) a lump sum payment to be paid as soon
      as
      soon as administratively practicable in the year specified by the Participant
      on
      the Election Form or (ii) annual installments over two (2), three (3), four
      (4)
      or five (5) years beginning as soon as administratively practicable in the
      year
      specified by the Participant on the Election Form.

    


    A
      Participant may elect, on an Election Form, to change the form of payment for
      any distribution under this Section for any Plan Year to any other form of
      payment permitted under this Section, provided such election occurs at least
      one
      (1) year before the date of distribution previously elected by the
      Participant.

    


    All
      distributions under this Section shall be made on a pro rata basis from the
      Participant's Deferral Account(s) and IR Stock Account(s), as
      applicable.

     

    
      
        
        

      

      
        14

        
          

        

      

      
        
        

      

    


    
      	 	
              6.3

            	
              Form
                of Payments.
                All amounts in a Participant’s Deferral Account and payable to a
                Participant or Beneficiary under the Plan shall be paid in cash.
                All
                amounts in a Participant’s Conversion Account, Supplemental Contribution
                Account, Deferred IR Stock Award Account, and IR Stock Account and
                payable
                to a Participant or Beneficiary under the Plan shall be paid in IR
                Stock;
                except that, with respect to any fractional share, such fractional
                share
                shall be paid in cash. 

            


    

    


    All
      distributions from the Plan that are to be paid in a specified number of annual
      installments shall be paid so that the amount of each annual installment is
      determined by dividing the total remaining number of units in the Participant’s
      Account Balance to be paid in annual installments by the number of years of
      annual installments remaining.

    


    
      	 	
              6.4

            	
              Change
                in Control.
                In the event of a Change in Control, as defined in this Section,
                all
                Account Balances shall be valued pursuant to Section 5.7, and shall
                be
                distributed in a lump sum within forty five (45) days following the
                Change
                in Control.

            


    

    


    For
      purposes hereof,

    


    (1) “Affiliate”
      shall mean, when used to indicate a relationship with a specified person, a
      person that directly, or indirectly through one or more intermediaries,
      controls, or is controlled by, or is under common control with, such specified
      person.

    


    (2) “Associate”
      shall mean, when used to indicate a relationship with a specified person, (a)
      any corporation, partnership, or other organization of which such specified
      person is an officer or partner, (b)
      any
      trust
      or other estate in which such specified person has a substantial beneficial
      interest or as to which such specified person serves as trustee or in a similar
      fiduciary capacity, (c)
      any
      relative or spouse of such specified person, or any relative of such spouse
      who
      has the same home as such specified person, or who is a Director or officer
      of
      the Company or any of its parents or subsidiaries, and (d)
      any
      person who is a director, officer, or partner of such specified person or of
      any
      corporation (other than the Company or any wholly-owned subsidiary of the
      Company), partnership or other entity which is an Affiliate of such specified
      person.

    


    (3) “Beneficial
      Owner” shall have the same meaning as such term is defined by Rule 13d-3
      under
      the
      Securities Exchange Act of 1934 (or any successor provision at the time in
      effect); provided, however, that any individual, corporation, partnership,
      group, association, or other person or entity which has the right to acquire
      any
      of the Company's outstanding securities entitled to vote generally in the
      election of directors at any time in the future, whether such right is
      contingent or absolute, pursuant to any agreement, arrangement, or understanding
      or upon exercise of conversion rights, warrants or options, or otherwise, shall
      be deemed the Beneficial Owner of such securities.

     

    
      
        
        

      

      
        15

        
          

        

      

      
        
        

      

    

    


    (4) “Change
      in Control” shall mean the occurrence of either of the following:

    


    (a) any
      individual, corporation, partnership, group, association or other person or
      entity, together with its Affiliates and Associates (other than a trustee or
      other fiduciary holding securities under an employee benefit plan of the
      Company), is or becomes the Beneficial Owner of securities of the Company
      representing 20 percent or more of the combined voting power of the Company's
      then outstanding securities entitled to vote generally in the election of
      directors, unless a majority of the Continuing Directors determines in their
      sole discretion that, for purposes of this Plan, a Change in Control has not
      occurred;

    


    (b) the
      Continuing Directors shall at any time fail to constitute a majority of the
      members of the Board; or

    


    (c) any
      sale,
      lease, exchange or other transfer (in one transaction or a series of related
      transactions) of all, or substantially all, of the assets of the Company, other
      than any sale, lease, exchange or other transfer to any person or entity where
      the Company owns, directly or indirectly, at least 80 percent of the outstanding
      voting securities of such person or entity after any such transfer.

    


    (d)
      Notwithstanding any provision of this Section 6.4 or any other provision of
      the
      Plan to the contrary, none of the transactions contemplated by the Merger
      Agreement which are undertaken by (i) Ingersoll-Rand Company or its affiliates
      prior to or as of the Effective Time or (ii) Ingersoll-Rand Company Limited
      or
      its affiliates on or after the Effective Time shall trigger, constitute or
      be
      deemed a Change in Control.

    


    (5) “Continuing
      Director” shall mean a Director who either was a member of the Board on April
      24, 1998 or who became a member of the Board subsequent to such date and whose
      election, or nomination for election by the Company's shareholders, was Duly
      Approved by the Continuing Directors of the Board at the time of such nomination
      or election, either by a specific vote or by approval of the proxy statement
      issued by the Company on behalf of the Board in which such person is named
      as a
      nominee for Director, provided, however, that no individual shall be considered
      a Continuing Director if such individual initially assumed office as a result
      of
      either an actual or threatened “Election Contest” (as described in Rule 14a-11
      promulgated under the Securities Exchange Act of 1934, as amended) or other
      actual or threatened solicitation of proxies or consents other than by or on
      behalf of the Board (a “Proxy Contest”), including by reason of any agreement
      intended to avoid or settle any Election Contest or Proxy Contest.

    


    (6) “Duly
      Approved by the Continuing Directors” shall mean an action approved by the vote
      of at least a majority of the Continuing Directors then on the Board, except,
      if
      the votes of such Continuing Directors in favor of such action would be
      insufficient to constitute an act of the Board if a vote by all of its members
      were to have been taken, then such term shall mean an action approved by the
      unanimous vote of the Continuing Directors then on the Board so long as there
      are at least three Continuing Directors on the Board at the time of such
      unanimous vote.

     

    
      
        
        

      

      
        16

        
          

        

      

      
        
        

      

    

    


    
      	 	
              6.5

            	
              Taxes;
                Withholding.
                To the extent required by law, the Company, or the trustee of the
                Trust,
                shall withhold from payments made hereunder an amount equal to at
                least
                the minimum taxes required to be withheld by the federal or any state
                or
                local government. The amount to be withheld and the manner in which
                amounts shall be withheld shall be determined in the sole discretion
                of
                the Company or the trustee of the
                Trust.

            


    

     

    
      
        
        

      

      
        17

        
          

        

      

      
        
        

      

    


    SECTION
      7

    


    BENEFICIARY
      DESIGNATION

    


    A
      Participant shall have the right to designate a Beneficiary(ies) to receive
      the
      Participant’s Account Balances in the event the Participant dies prior to
      receiving all of his or her Account Balances. A Beneficiary designation shall
      be
      made, and may be amended at any time, by the Participant by filing a written
      designation with the Secretary of the Company, on such form and in accordance
      with such procedures as the Company shall establish from time to time. A
      Participant may change the designated Beneficiary under this Plan at any time
      by
      providing such designation in writing to the Secretary of the
      Company.

    


    If
      a
      Participant fails to designate a Beneficiary(ies), or if all designated
      Beneficiaries predecease the Participant, the Participant’s Beneficiary(ies)
      shall be deemed to be the Participant’s estate. If the Company is unable to
      determine a Participant's Beneficiary or if any dispute arises concerning a
      Participant's Beneficiary, the Company may pay benefits to the Participant's
      estate. Upon such payment, the Company shall have no further liability
      hereunder.

    


    If
      any
      distribution to a Beneficiary is to be made in annual installments, and the
      Beneficiary dies before receiving all such installments, the value of the
      remaining installments, if any, shall be paid to the estate of the Beneficiary
      in a lump sum.

    


    
      
        
        

      

      
        18

        
          

        

      

      
        
        

      

    


    SECTION
      8

    


    AMENDMENT
      AND TERMINATION OF PLAN

    


    
      	 	
              8.1

            	
              Amendment.
                The Plan may, at any time and from time to time, be amended without
                the
                consent of any Participant or Beneficiary, by the Board (or an authorized
                Committee of the Board); provided, however, that no amendment shall
                reduce
                any benefits accrued under the terms of the Plan prior to the date
                of
                amendment.

            


      	 	 	 


      	 	8.2	Termination of
              Plan


    

     

    
      	 	
              a.

            	
              Company's
                Right to Terminate.
                The Board (or an authorized Committee of the Board) may terminate
                the Plan
                at any time and for any reason.

            


    

    


    
      	 	
              b.

            	
              Payments
                Upon Termination.
                Upon any termination of the Plan under this Section, Fees, Supplemental
                Contributions and stock awards pursuant to Section 5.4 shall prospectively
                cease to be deferred and, with respect to all such amounts previously
                deferred, the Company shall pay to the Participant, in a lump sum,
                unless
                otherwise provided by the Board at the time of termination, as soon
                as
                administratively practicable, the value of the Participant’s Account
                Balances.

            


    

     

    
      
        
        

      

      
        19

        
          

        

      

      
        
        

      

    


    SECTION
      9

    


    MISCELLANEOUS

    


    
      	 	
              9.1

            	
              Unsecured
                General Creditor.
                Benefits under the Plan shall be payable by the Company out of its
                general
                funds. The Company shall have the right to establish a reserve or
                make any
                investment for the purposes of satisfying its obligations hereunder
                for
                payment of benefits at its discretion, provided, however, that no
                Participant or Beneficiary shall have any interest in such investment
                or
                reserve. To the extent that any person acquires a right to receive
                benefits under this Plan, such rights shall be no greater than the
                right
                of any unsecured general creditor of the Company. No Participant
                shall
                have any of the rights or privileges of a stockholder of the Company
                under
                the Plan, including as a result of the crediting of units to the
                Participant’s IR Stock Account, Supplemental Contribution Account,
                Conversion Account or Deferred IR Stock Award Account, except at
                such time
                as distribution is actually made from the Participant’s IR Stock Account,
                Supplemental Contribution Account, Conversion Account or Deferred
                IR Stock
                Award Account, as applicable.

            


    

    


    
      	 	
              9.2

            	
              Entire
                Agreement; Successors.
                The Plan, including the Election Form and any subsequently adopted
                amendments to the Plan or Election Form, shall constitute the entire
                agreement or contract between the Company and any Participant regarding
                this Plan. There are no covenants, promises, agreements, conditions
                or
                understandings, either oral or written, between the Company and any
                Participant relating to the subject, matter hereof, other than those
                set
                forth herein. This Plan and any amendment hereof shall be binding
                on the
                Company and the Participants and, their respective heirs, administrators,
                trustees, successors and assigns, including but not limited to, any
                successors of the Company by merger, consolidation or otherwise by
                operation of law, and on all designated Beneficiaries of the
                Participant.

            


    

    


    
      	 	
              9.3

            	
              Non-Assignability.
                To the extent permitted by law, the right of any Participant or any
                Beneficiary in any benefit hereunder shall not be subject to attachment
                or
                any other legal process for the debts of such Participant or Beneficiary;
                nor shall any such benefit be subject to anticipation, alienation,
                sale,
                transfer, assignment or
                encumbrance.

            


    

    


    
      	 	
              9.4

            	
              Authorization
                and Source of Shares.
                Shares of IR Stock necessary to meet the obligations of the Plan
                have been
                reserved and authorized pursuant to resolutions adopted by the Board
                on
                December 4, 1996, and additional shares of IR Stock shall be reserved
                and
                authorized for delivery under the Plan from time to time. These shares
                of
                IR Stock may be provided from newly-issued or treasury
                shares.

            


    

    


    
      	 	
              9.5

            	
              Singular
                and Plural.
                As the context may require, the singular may be read as the plural
                and the
                plural as the singular.

            


    

     

    
      
        
        

      

      
        20

        
          

        

      

      
        
        

      

    

     

    
      	 	
              9.6

            	
              Captions.
                The captions to the articles, sections, and paragraphs of this Plan
                are
                for convenience only and shall not control or affect the meaning
                or
                construction of any of its
                provisions.

            


    

    


    
      	 	
              9.7

            	
              Applicable
                Law.
                This Plan shall be governed and construed in accordance with the
                laws of
                the State of New Jersey.

            


    

    


    
      	 	
              9.8

            	
              Severability.
                If any provisions of this Plan shall, to any extent, be invalid or
                unenforceable, the remainder of this Plan shall not be affected thereby,
                and each provision of this Plan shall be valid and enforceable to
                the
                fullest extent permitted by law.

            


    

     

    IN
      WITNESS WHEREOF,
      the
      Company has caused this amendment and restatement to be executed by its duly
      authorized representative as of August 1, 2007.

    
      	 	 	 
	 	INGERSOLL-RAND
              COMPANY LIMITED
	 
 	 
 	 
 
	
            	By:  	
               /s/
                Marcia Avedon

            
	 	
              

              Marcia
                Avedon

              Senior
                Vice President

            
	 	
            




    
      
        
        

      

      
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