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                             SECOND AMENDMENT TO THE
                            THE HOOVER COMPANY I L.P.
                             RETIREMENT SAVINGS PLAN
                           FOR HOURLY-RATED EMPLOYEES

WHEREAS, Maytag Corporation (the "Corporation") previously adopted The Hoover
Company I L.P. Retirement Savings Plan for Hourly-Rated Employees (the "Plan")
for the benefit of its eligible employees; and

WHEREAS, under Section 11.1 of the Plan, the Corporation, by action of its Board
of Directors or ERISA Executive Committee, has reserved the right to amend the
Plan at any time; and

WHEREAS, the Corporation now desires to amend the Plan effective July 1, 2002 in
order to allow employees who are age 50 or older to make pre-tax catch-up
contributions as allowed under the Economic Growth and Tax Relief Reconciliation
Act of 2001;

NOW, THEREFORE, BE IT RESOLVED, that the Plan is hereby amended as follows
effective July 1, 2002:

     1.   Amend Section 2.1(a) to add the following definition at the end of the
          section:

          (3) "Catch-Up Contributions Account" means that portion of such
          Member's Account which evidences the value of the Catch-Up
          Contributions made on his behalf by an Employer, including any gains
          and losses of the Trust Fund attributable thereto.

     2.   Amend Section 2.1(d) to add the following at the end of the Section:

          "Catch-Up Contributions" means the contributions made by an Employer
          on behalf of a Participant pursuant to the Participant's election to
          reduce Compensation as described in subsection 4.7(c).

     3.   Amend Section 3.2 to include reference to Catch-Up Contributions

          3.2  Duration of Participation. A Participant shall continue to be a
               Participant until he terminates his employment with all Employers
               or ceases making Before-Tax Contributions and Catch-Up
               Contributions to the Plan, whichever is sooner. Thereafter, he
               shall be a Member for as long as he has an Account.

     4.   Article IV is amended by adding the following new Section 4.7 at the
          end thereto:

          4.7  Catch-up Contributions. A Catch-Up Contribution will be made for
               each payroll period on behalf of each catch-up eligible
               Participant who elects to have his/her Compensation reduced in
               order to receive such a contribution for such payroll period. The
               amount of the Catch-Up Contribution will equal the amount of the
               reduction in Compensation.

               A "catch-up eligible" Participant for this purpose is any Active
               Participant who:

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          (a)  Has attained age fifty (50) or will attain age fifty the last day
               of the Plan Year; and

          (b)  whose elective deferrals under Section 4.1 exceed one of the
               following:

               (i)   The maximum annual participant elective deferral limit for
                     the calendar year under Section 402(g) of the Code
                     described in Section 4.2(a) above,

               (ii)  The maximum annual Participant elective deferral limit
                     allowed under Section 4.1(b) of the Plan, or

               (iii) The maximum plan year limit based on the results of the
                     actual deferral percentage test described under Sections
                     4.2(c).

               A catch-up eligible Participant may elect to reduce (or further
               reduce) his/her Compensation for a payroll period by any whole
               percentage, but not less than one percent (1%) or more than
               ninety-nine percent (99%), to receive a Catch-Up Contribution.
               The Catch-Up Contributions for a Plan Year may not exceed the
               limit in effect for such Plan Year under Code Section
               414(v)(2)(B)(i). If the Participant's Before-Tax Contributions
               for the Plan Year are less than the maximum permissible amount,
               then his/her Catch-Up Contributions will be recharacterized as
               Before-Tax Contributions at the close of the Plan Year to the
               extent necessary to cause his/her total Before-Tax Contributions
               (including amount so recharacterized) for the Plan Year to equal
               the maximum permissible amount.

               The "maximum permissible amount" for this purpose means the
               lesser of the limit in effect for the Plan Year under Code
               Section 402(g), or the elective deferral limit in effect under
               Section 4.1(b) of the Plan for that portion of the Plan Year
               during which he/she is an Active Participant.

          (c)  An election to reduce Compensation (or the modification or
               revocation of an election) must be made in such manner and in
               accordance with such rules as may be prescribed for this purpose
               by the Plan Administrator (including by means of a voice response
               or other electronic media under circumstances authorized by the
               Plan Administrator).

          (d)  The catch-up contributions described in this Section 4.7 shall
               not be subject to the actual deferral percentage tests described
               above in Section 4.2(c) or to the limitation on annual additions
               in Section 4.3.

          (e)  Participants who contribute to more than one plan with one or
               more employers must combine their contributions to all of the
               plans to apply the limits described in Section 4.7(b) above for
               the applicable calendar year.

          (f)  Before-Tax Contributions described under Section 4.1 may be
               re-characterized as Catch-Up Contributions under this Section if
               one of the limits under Section 4.7(b) above is met by the end of
               the calendar year and the Participant is otherwise eligible to
               make Catch-Up Contributions under this Section 4.7.

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     (g)  Catch-Up Contributions are subject to the distribution restrictions
          for Before-Tax Contributions, as provided above in Section 4.5.

5.   Modify Section 5.1 to provide for full vesting of Catch-Up Contributions
     Accounts.

               5.1    Before-Tax, Rollover and Catch-Up Contributions Accounts.
                      Subject to Section 6.8, a Member shall at all times be
                      fully vested and have a nonforfeitable interest in his
                      Before-Tax, Rollover and Catch-Up Contributions Accounts.

6.   Modify the first paragraph of Section 6.4 to include Catch-Up Contributions
     as eligible for hardship withdrawals:

               6.4    Hardship Withdrawals. A Participant who has incurred a
                      financial hardship may withdraw all or a portion of his
                      Rollover Contributions Account, not in excess of the
                      balance thereof, and the amount of his Before-Tax
                      Contributions and his Catch-Up Contributions as of the
                      date of distribution, reduced by the amount of previous
                      distributions on account of hardship. Income earned on
                      Before-Tax Contributions prior to January 1, 1989, shall
                      also be eligible for withdrawal. Such hardship withdrawals
                      shall first be made from the Participant's Rollover
                      Contributions Account and then from the Participants'
                      Before-Tax Contributions Account and his Catch-Up
                      Contributions Account. The determination of the existence
                      of financial hardship and the amount required to be
                      distributed to satisfy the need created by the hardship
                      will be made by the Plan Administrator in a uniform and
                      non-discriminatory manner, subject to the following rules:

7.   Modify Section 6.4(b) to provide for the addition of Catch-Up
     Contributions:

               6.4(b) A Participant shall be required to certify to the Plan
                      Administrator on a form prescribed by the Plan
                      Administrator both the reason for the financial need and
                      that such need cannot be satisfied from sources other than
                      a withdrawal from the Participant's Before-Tax
                      Contributions Account, Catch-Up Contributions Account or
                      Rollover Contributions Account. The Participant shall be
                      required to submit any additional supporting documentation
                      as may be requested by the Plan Administrator.

8.   Modify Section 6.4(e) to provide that Catch-Up Contributions will be
     suspended in the event of a hardship withdrawal.

               6.4(e) The Participant's elective contributions under Section
                      4.1(b), Section 4.7 and all other employer contributions
                      (as defined in Code Section 401(k) and the regulations
                      thereunder) shall be suspended under this Plan and all
                      other deferred compensation plans maintained by the
                      Employer for twelve (12) months after his receipt of the
                      hardship distribution, or, effective for hardship
                      distributions after December 31, 2001, for 6 months

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                   after the receipt of the hardship distribution (except for
                   mandatory employee contributions to a defined benefit plan).

9.   Modify Section 7.2 to provide participant investment control over Catch-Up
     Contribution Accounts.

               7.2 Investment of Accounts. Each Participant may elect to have
                   the total amount of his Before-Tax Contributions, Rollover
                   Contributions and Catch-Up Contributions made on his behalf
                   invested in increments of ten (10) percent (five (5) percent,
                   effective as of the first pay period beginning on or after
                   July 1, 2002) of such total amount, subject to the rules and
                   procedures established by the Plan Administrator and applied
                   in a uniform and nondiscriminatory manner.

10.  Modify Section 8.5 to refer to Catch-Up Contributions.

               8.5 Distribution of Unallocated Employee Contributions. If, on
                   the date of termination of a Participant's employment, a
                   Participant's Compensation has been reduced by any amount
                   pursuant to Section 4.1(b) or Section 4.7(c), and such amount
                   has not yet been allocated to his Before-Tax Contributions
                   Account or Catch-Up Contributions Account, the Plan
                   Administrator shall direct the Employer to pay such amounts
                   to the Trustee to be credited to the Participant's applicable
                   account, to be distributed by the Trustee in accordance with
                   the method of distribution determined under Section 6.3.

IN WITNESS WHEREOF, the Corporation has caused this Second Amendment to be
executed by unanimous written action of its ERISA Executive Committee this
_________ day of ___________, 2002.



______________________________
Ralph F. Hake
Chairman and Chief Executive Officer



______________________________
Steven H. Wood
Executive Vice President and Chief Financial Officer



______________________________
Mark Krivoruchka
Senior Vice President, Human Resources



______________________________
Roger Scholten
Senior Vice President, General Counsel