AMENDMENT NO. 1

           GARMIN INTERNATIONAL, INC. SAVINGS AND PROFIT SHARING PLAN

The Plan  named  above  gives  the  Employer  the right to amend it at any time.
According to that right, the Plan is amended effective 12/01/2000 as follows:

By striking the definition of Eligible  Employee in the  DEFINITIONS  SECTION of
Article I and substituting the following:

      ELIGIBLE EMPLOYEE means any Employee of the Employer but excluding:

a)            Union Employees.  Any Employee whose employment is governed by the
              Terms  of  a  collective  bargaining  agreement  between  Employee
              representatives  (within the meaning of Code  Section  7701(a)(46)
              and the Employer under which retirement  benefits were the subject
              of good faith bargaining between the parties, unless the agreement
              requires inclusion of the Employee in the Plan.

b)            Leased Employees. Any person who performs services for an Employer
              by and through a contract or agreement, whether written or verbal,
              with a third-party and who is paid by such third-party,  including
              any person who is a leased  employee within the meaning of Section
              414(n)  of the  Code,  a  co-employee  or  joint  employee,  or an
              outsourced employee even if such person is subsequently determined
              by any governmental  agency or court to be, or have been, a common
              law employee of the Employer.

c)            Independent Contractors.  Any individual who performs services for
              an Employer  Pursuant to a contract or agreement,  whether written
              or  verbal,  which  provides  that the  person  is an  independent
              contractor  or  consultant,  even if such  person is  subsequently
              determined to be a common-law employee of an Employer.

d)            Nonresident  Aliens.  Employees who are nonresident aliens (within
              the  meaning  of Code  Section  7701(b)(1)(B)  and who  receive no
              earned income  (within the meaning of Code Section  911(d)(2) from
              an  Employer  which  constitutes  income from  sources  within the
              United States (within the meaning of Code Section 861(a)(3).

By striking the  definition  of Named  Fiduciary in the  DEFINITIONS  SECTION of
Article I and substituting the following:

      NAMED  FIDUCIARY  means the Trustee or other  person or persons who may be
      Designated by the Primary Employer to control and manage the operation and
      administration of the Plan.

By adding the following Sections to the TABLE OF CONTENTS:

     Section   4.01A  ----  Investment in Qualifying Employer Securities
     Section   8.07   ----  Voting and Tender of Qualifying Employer Securities

By adding the following definitions to the DEFINITIONS SECTION of Article I:

QUALIFYING  EMPLOYER  SECURITIES  means  any  security  which is  issued  by the
Employer or any Controlled Group member and which meets the requirements of Code
Section  409(l)  and ERISA  Section  407(d)(5).  This  shall  also  include  any
securities  that  satisfied  the  requirements  of  the  definition  when  these
securities were assigned to the Plan.

QUALIFYING  EMPLOYER  SECURITIES FUND means that part of the assets of the Trust
Fund that is designated  to be held,  as nearly as possible,  in whole shares of
Qualifying  Employer  Securities,  with  the  value  of  any  fractional  shares
maintained  in  cash.  Notwithstanding  the  foregoing  sentence,   participants
recordkeeping will be kept on the basis of whole and fractional shares, with the
value of any cash  held in the fund  after a share  transaction  denominated  as
fractional shares when recorded to the accounts of the affected Participants.

VALUATION DATE means the date on which the value of the assets of the Investment
Fund Is  determined.  The value of each Account which is  maintained  under this
Plan shall be determined on the Valuation Date. In each Plan Year, the Valuation
Date  shall  be the last day of the Plan  Year.  At the  discretion  of the Plan
Administrator, Trustee, or Insurer (whichever applies), assets of the Investment
Fund may be valued more frequently. These dates shall also be Valuation Dates.

By adding to Article IV the following new SECTION 4.01A:

       SECTION 4.01A - INVESTMENT IN QUALIFYING EMPLOYER SECURITIES

All  or any  portion  of  the  Participant's  Account  may  be  invested  in the
Qualifying  Employer Securities Fund. In the absence of an election to invest in
the Qualifying  Employer  Securities Fund,  Participants shall be deemed to have
elected  to have  their  Accounts  invested  wholly  in other  investment  funds
available  under the Plan.  Once an election is made,  it shall be considered to
continue until a new election is made.

For purposes of determining the annual  valuation of the Plan, and for reporting
to  Participants  and  regulatory  authorities,  the assets of the Plan shall be
valued  at least  annually  on the  Valuation  Date.  The fair  market  value of
Qualifying  Employer  Securities shall be determined on such Valuation Date. The
prices of Qualifying Employer Securities as of the date of the transaction shall
apply for purposes of valuing  distributions and other  transactions of the Plan
to the extent  such value is  representative  of the fair  market  value of such
securities  in  the  opinion  of  the  Plan   Administrator.   The  value  of  a
Participant's  Account held in the Qualifying  Employer Securities Fund shall be
expressed in shares and fractional shares.

Cash  dividends  payable  on the  Qualifying  Employer  Securities  held  in the
Qualifying  Employer Securities Fund shall be reinvested in additional shares of
such securities.  In the event of any cash or stock dividend or any stock split,
such dividend or split shall be credited to the Accounts  based on the number of
shares of  Qualifying  Employer  Securities  credited to each  Account as of the
record date of such dividend or split.

With respect to any cash dividend or any stock  dividend on Qualifying  Employer
Securities  held in the Qualifying  Employer  Securities  Fund, the  Participant
shall be entitled to a trailer  distribution of such dividend if distribution of
his  Account  occurs  between  the  record  date  and the  payable  date of such
dividend.

All  purchases of Qualifying  Employer  Securities  in the  Qualifying  Employer
Securities Fund shall be made at a price, or prices,  which, in the judgement of
the Plan Administrator, do not exceed the fair market value of such securities.

The Plan  Administrator  may direct the Trustee to sell,  resell,  or  otherwise
dispose  of  Qualifying  Employer  Securities  held in the  Qualifying  Employer
Securities  Fund to any person,  including the Employer,  provided that any such
sales to any disqualified person or  party-in-interest,  including the Employer,
will be made at not less than the fair market  value and no  commission  will be
charged. Any such sale shall be made in conformance with ERISA Section 408(e).

The Employer is responsible for compliance with any applicable  Federal or state
securities  law with  respect  to all  aspects  of the Plan.  If the  Qualifying
Employer  Securities  or interest in this Plan are required to be  registered in
order  to  permit  investment  in the  Qualifying  Employer  Securities  Fund as
provided in this section,  then such  investment will not be effective until the
later  of the  effective  date of the  Plan or the  date  such  registration  or
qualification is effective. The Employer, at its own expense, will take or cause
to be taken any and all such  actions  as may be  necessary  or  appropriate  to
effect such registration or qualification.  Further,  if the Trustee is directed
to  dispose  of any  Qualifying  Employer  Securities  held under the Plan under
circumstances  which require  registration  or  qualification  of the securities
under  applicable  Federal or state  securities laws, then the Employer will, at
its own  expense,  take or cause to be taken  any and all such  action as may be
necessary or appropriate to effect such registration or qualification. Principal
Life  Insurance  Company shall not be responsible  for  compliance  requirements
under Section 16 of the Securities Act.

The Named  Fiduciary  shall have the  authority to designate  investment  funds,
including  those  accounts  available  under  the  Trust or Group  Contracts  as
specified in 4.01, which may include the Qualifying Employer Securities Fund, to
be made available under the Plan for  participant-directed  investment of all or
any portion of the Plan contributions,  as permitted by the Named Fiduciary. The
Named  Fiduciary may, from time to time,  designate  additional  funds with such
investment characteristics as he deems appropriate. The Named Fiduciary may also
terminate any investment fund or modify the investments  characteristics  of any
investment fund as he deems appropriate. The Named Fiduciary may issue rules and
regulations  imposing such  restrictions  and  limitations  on the investment of
contributions  in, and transfer of balances  among,  the investment  funds as it
deems appropriate from time to time.  Participant investment directions shall be
implemented as soon as administratively practicable;  provided however, that the
Named  Fiduciary  may delay the  implementation  of any  Participant  investment
direction when, in his sole discretion, he determines that it would be imprudent
to implement such direction as soon as administratively practicable.

By adding the following to SECTION 5.06 LOANS TO PARTICIPANTS of Article V:

       If the Participant's  Account is held in more than one investment fund at
       the  time of the  loan, the  loan  shall  be made  pro  rata  from  each
       investment fund; provided,  however that the portion of the Participant's
       Account held in the Qualifying  Employer  Securities Fund may be redeemed
       for  purposes  of a loan only after the amount  held in other  investment
       funds has been depleted.

By adding the following to SECTION  6.02b)  OPTIONAL FORMS OF  DISTRIBUTION  AND
DISTRIBUTION REQUIREMENTS OF Article VI:

         Distributions  shall  be made  in cash  or,  at the  discretion  of the
         Participant  or  Beneficiary,  in cash plus the number of whole  shares
         (with  cash  in lieu  of  fractional  shares)  of  Qualifying  Employer
         Securities allocated to the Participant's or Beneficiary's  Accounts in
         the  Qualifying   Employer  Securities  Fund.  If  the  Participant  or
         Beneficiary  elects  cash  distribution  of  all  or  any  part  of the
         Qualifying  Employer  Securities  allocated  to  the  Participant's  or
         Beneficiary's Accounts in the Qualifying Employer Securities Fund, such
         Qualifying   Employer   Securities  shall  be  liquidated  as  soon  as
         administratively feasible following Such election.

By adding to Article VIII the following new SECTION 8.07:

        SECTION 8.07 - VOTING AND TENDER OF QUALIFYING EMPLOYER SECURITIES

Voting  rights  with  respect  to  Qualifying  Employer  Securities  held in the
Qualifying  Employer  Securities  Fund will be passed  through to  Participants.
Participants  will be allowed to direct  the  voting  rights of such  Qualifying
Employer Securities for any matter put to the vote of shareholders.

Before each meeting of shareholders, the Employer shall cause to be sent to each
person  with power to control  such  voting  rights a copy of any notice and any
other  information  provided  to  shareholders  and, if  applicable,  a form for
instructing the Trustee how to vote at such meeting (or any adjournment thereof)
the  number  of full and  fractional  shares  subject  to such  person's  voting
control. The Trustee may establish a deadline in advance of the meeting by which
such forms must be received in order to be effective.

If some or all of the Participants have not directed or have not timely directed
the Trustee on how to vote, then the Trustee shall vote such Qualifying Employer
Securities  in the  same  proportion  as those  shares  of  Qualifying  Employer
Securities for which the Trustee has received proper  direction for such matter,
provided,  however,  that if the Trustee determine that the manner of voting and
the exercise of other  shareholder  rights with respect to  Qualifying  Employer
Securities  held in  Qualifying  Employer  Securities  Fund is not  proper or is
contrary to the provisions of ERISA  (including,  without  limit,  the fiduciary
responsibility  requirements  of  Section  404  of  ERISA),  the  Trustee  shall
disregard such directions and assume  responsibility  for voting or the exercise
of other shareholder  rights with respect to such shares of Qualifying  Employer
Securities held in the Qualifying  Employer  Securities  Fund. If applicable any
unallocated shares will be voted in the same proportion as those shares that are
voted, provided however that if the Trustee determines that the manner of voting
and the exercise of other shareholder rights with respect to Qualifying Employer
Securities held in the Qualifying  Employer  Securities Fund is not proper or is
contrary to the provisions of ERISA  (including,  without  limit,  the fiduciary
responsibility  requirements  of  Section  404  of  ERISA),  the  Trustee  shall
disregard such directions and assume  responsibility  for voting or the exercise
of other shareholder  rights with respect to such shares of Qualifying  Employer
Securities held in the Qualifying Employer Securities Fund.

Tender rights or exchange  offers for  Qualifying  Employer  Securities  will be
passed through to Participants. As soon as practicable after the commencement of
a tender or exchange  offer for  Qualifying  Employer  Securities,  the Employer
shall cause each  person  with power to control  the  response to such tender or
exchange  offer to be  advised  in  writing  the  terms  of the  offer  and,  if
applicable,  to be provided  with a form for  instructing  the  Trustee,  or for
revoking such instruction,  to tender or exchange shares of Qualifying  Employer
Securities,  to the extent  permitted under the terms of such offer. In advising
such persons of the terms of the offer, the Employer may include statements from
the board of directors setting forth its position with respect to the offer.

If some or all of the Participants have not directed or have not timely directed
the Trustee on how to tender,  then the  Trustee  shall  tender such  Qualifying
Employer  Securities  in the same  proportion  as  those  shares  of  Qualifying
Employer Securities for which the Trustee has received proper direction for such
matter,  provided  however,  that if the Trustee  determines  that the manner of
voting and the exercise of other  shareholder  rights wit respect to  Qualifying
Employer  Securities  held in the  Qualifying  Employer  Securities  Fund is not
proper or is contract to the provisions of ERISA (including,  without limit, the
fiduciary  responsibility  requirements  of Section  404 of ERISA),  the Trustee
shall  disregard  such  directions and assume  responsibility  for voting or the
exercise of other  shareholder  rights with respect to such shares of Qualifying
Employer Securities held in the Qualifying Employer Securities Fund.

If the  tender or  exchange  offer is  limited so that all of the share that the
Trustee has been directed to tender or exchange cannot be sold or exchanged, the
shares that each  Participant  directed to be  tendered  or  exchanged  shall be
deemed to have been  sold or  exchanged  in the same  ratio  that the  number of
shares  actually sold or exchanged  bears to the total number of shares that the
Trustee was directed to tender or exchange.

The Trustee shall hold information relating to the purchase, holding and sale of
Qualifying Employer Securities,  and the exercise of voting,  tender and similar
rights,  with respect to such Qualifying Employer Securities by Participants and
Beneficiaries  in accordance with procedures which are designed to safeguard the
confidentiality  of such  information,  except to the extent necessary to comply
with Federal laws or state laws not preempted by ERISA.

The  Named  Fiduciary  shall  appoint  an  independent  fiduciary  to carry  out
activities  relating to any situations in which the Named  Fiduciary  determines
involves  a  potential  for  undue  employer  influence  upon  Participants  and
Beneficiaries  with  regard to the direct or indirect  exercise  of  shareholder
rights.

This amendment is made an integral part of the aforesaid Plan and is controlling
over the terms of said Plan  with  respect  to the  particular  items  addressed
expressly  herein.  All  other  provisions  of the  Plan  remain  unchanged  and
controlling.

Unless otherwise stated on any page of this amendment,  eligibility for benefits
and the amount of any benefits  payable to or on behalf of an individual  who is
an  Inactive  Participant  on the  effective  date(s)  stated  above,  shall  be
determined according to the provisions of the aforesaid Plan as in effect on the
day before he became an Inactive Participant.

Signing this amendment,  the Employer, as plan sponsor, has made the decision to
adopt this plan amendment and the Trustee has consent  thereto.  The Employer is
acting in reliance on its own  discretion and on the legal and tax advice of its
own advisors, and not that of any member of the Principal Financial Group or any
representative of a member company of the Principal Financial Group.


Signed this 20th day of December, 2000.


                                     GARMIN INTERNATIONAL, INC.

                                     By  /s/ Andrew R. Etkind
                                        -------------------------------

                                        General Counsel and Secretary
                                        --------------------------------
                                                    Title


                                                   TRUSTEE:

                                        /s/ Kevin Rauckman
                                        ------------------------------
                                                Kevin Rauckman