2004 Management Incentive Program



 EXHIBIT 10.9(1) 
  
 

 
  
 2004 Management Incentive Award

  
 Program for Corporate Plan I 
 Management / Administration 
 Participants 
  
 MANAGEMENT INCENTIVE

 PAYING FOR PERFORMANCE 
  
 Year in ... year out ... Leggett and Platt’s management team strives to deliver an outstanding return for our shareholders. When we produce a solid return as a
company and when our branch and individual performances are on or near budget targets, the L&P Management Incentive Award program provides rewards. The Management Incentive awards are cash payments, based on the operating results of the prior
year. Payments are usually made about March 1. The Management Incentive Award program has three types of participants: Profit Center, Corporate Plan I and Corporate Plan II participants. Profit Center and Corporate Plan II participants receive
awards based 75% on the achievement of the budgeted earnings of a particular branch or combination of branches and based 25% on overall L&P financial performance. Corporate Plan I participants receive awards determined by the overall financial
performance of L&P. 
  
 This pamphlet describes for Corporate Plan I
participants how your incentive percentage is set, what factors affect the payment of your award, and how your award is calculated. If you have questions about the award program, please contact your manager or supervisor, or a member of the
Compensation Staff in the Corporate Human Resources Department. 
  
 What
determines whether the Company pays a Management Incentive Award each year? 
  
 Your Management Incentive Award is determined by company financial performance, specifically Return on Net Assets (RONA). When we achieve at least 8% RONA in a calendar year, the corporate payout will begin at 5% and will follow the
schedule below. The total incentive payout will be limited to 4% of Earnings Before Interest and Taxes (EBIT). 
  
 PAYOUT SCHEDULE 
  
 How To Use The Schedule: If RONA is 14.3%, you will find 14.0% in the leftmost 
 column and 0.3% in
the top row. Following this column and row to the point 
 where they intersect, you will find a corporate payout of 68.0%

  
 PAYOUT SCHEDULE 
  

																															
	 	 	0.0%

	 	 	0.1%

	 	 	0.2%

	 	 	0.3%

	 	 	0.4%

	 	 	0.5%

	 	 	0.6%

	 	 	0.7%

	 	 	0.8%

	 	 	0.9%

	 
	8.0%	 	5.0	%	 	6.0	%	 	7.0	%	 	8.0	%	 	9.0	%	 	10.0	%	 	11.0	%	 	12.0	%	 	13.0	%	 	14.0	%
	9.0%	 	15.0	%	 	16.0	%	 	17.0	%	 	18.0	%	 	19.0	%	 	20.0	%	 	21.0	%	 	22.0	%	 	23.0	%	 	24.0	%
	10.0%	 	25.0	%	 	26.0	%	 	27.0	%	 	28.0	%	 	29.0	%	 	30.0	%	 	31.0	%	 	32.0	%	 	33.0	%	 	34.0	%
	11.0%	 	35.0	%	 	36.0	%	 	37.0	%	 	38.0	%	 	39.0	%	 	40.0	%	 	41.0	%	 	42.0	%	 	43.0	%	 	44.0	%
	12.0%	 	45.0	%	 	46.0	%	 	47.0	%	 	48.0	%	 	49.0	%	 	50.0	%	 	51.0	%	 	52.0	%	 	53.0	%	 	54.0	%
	13.0%	 	55.0	%	 	56.0	%	 	57.0	%	 	58.0	%	 	59.0	%	 	60.0	%	 	61.0	%	 	62.0	%	 	63.0	%	 	64.0	%
	14.0%	 	65.0	%	 	66.0	%	 	67.0	%	 	68.0	%	 	69.0	%	 	70.0	%	 	71.0	%	 	72.0	%	 	73.0	%	 	74.0	%
	15.0%	 	75.0	%	 	76.0	%	 	77.0	%	 	78.0	%	 	79.0	%	 	80.0	%	 	81.0	%	 	82.0	%	 	83.0	%	 	84.0	%
	16.0%	 	85.0	%	 	86.5	%	 	88.0	%	 	89.5	%	 	91.0	%	 	92.5	%	 	94.0	%	 	95.5	%	 	97.0	%	 	98.5	%
	17.0%	 	100.0	%	 	101.5	%	 	103.0	%	 	104.5	%	 	106.0	%	 	107.5	%	 	109.0	%	 	110.5	%	 	112.0	%	 	113.5	%
	18.0%	 	115.0	%	 	116.5	%	 	118.0	%	 	119.5	%	 	121.0	%	 	122.5	%	 	124.0	%	 	125.5	%	 	127.0	%	 	128.5	%
	19.0%	 	130.0	%	 	131.5	%	 	133.0	%	 	134.5	%	 	136.0	%	 	137.5	%	 	139.0	%	 	140.5	%	 	142.0	%	 	143.5	%
	20.0%	 	145.0	%	 	147.0	%	 	149.0	%	 	151.0	%	 	153.0	%	 	155.0	%	 	157.0	%	 	159.0	%	 	161.0	%	 	163.0	%








 How is your Management Incentive percentage set? 
  
 Your incentive percentage is assigned by management. Your level of professional or
managerial knowledge, job duties, responsibilities, and accountability for your work are among the factors which affect your percentage. 
  
 What are the components of your Management Incentive Award? 
  
 Your basic potential award is calculated by multiplying your incentive percentage times your annual base salary as of the end of the calendar year. For example, if
your percentage is 10% and your annual base salary is $50,000, your basic potential award would be $5,000 (10% X $50,000). (Participants whose incentive percentages change during the year due to promotions, etc. may have bonuses prorated.)

  
 Your award has two portions. They are: 
  

			
	 Corporate portion
	  	 90% of total award

	 Discretionary portion
	  	 10% of total award


  
 For example, if your basic
potential award is $5,000, as shown in the example above, the corporate portion of your award would be 90% of that, or $4,500. The discretionary portion of your award would be 10% of that, or $500. 
  
 How is the payout on your Management Incentive Award calculated? 
  
 Corporate Portion 
  
 For our Management Incentive Awards to be payable, we must have at least 8% RONA. The larger
our RONA, the larger the corporate payout percentage we will enjoy. 
  
 Discretionary Portion 
  
 The discretionary portion, just
like the corporate portion, is paid based on the calculations described above. However, the discretionary portion is subject to an additional calculation. It can be paid at less than 100% of that amount, depending on your individual
manager’s evaluation of your performance during the year. Let’s say the participant in our example received a 90% discretionary rating from his or her manager. We would take the $500 potential discretionary portion and multiply it
times the corporate payout AND the percentage performance rating. For example, if the corporate portion is being paid out at 60%, and the participant receives a 90% performance rating, the payout on the discretionary portion would be
calculated as follows: 
  
 $500 X 60% X 90% = $270 
  
 Is there an opportunity to earn more than 100% of the Basic Potential
Award? 
  
 Yes, when RONA is greater than 17.0%, a payout
above 100% is possible. This means it is possible for participants to receive awards above 100% in years when the company has an outstanding financial performance. The chart on the reverse side would continue beyond RONA of 20.9% and beyond a
corporate payout of 163.0% in similar increments. 
  
 What other factors can
influence the award calculation? 
  
 The information in this pamphlet is a
basic description of Management Incentive awards. Generally, participants who are not active employees on the last working day of the year are not eligible for award payments. Awards are prorated when participants do not become eligible until part
way through the year. The award calculation may be prorated or reduced due to transfers, promotions, retirements, separations, leaves, hires and many other factors. 
  

	
	

	 NOTE
  
 Nothing in this pamphlet is intended to provide a guarantee
of an award payment to you. Eligibility for management incentive awards is determined on an individual basis each year, and no one except the appropriate Corporate Officer can approve eligibility or payment of awards.
  
 The Management Incentive Award Plan can be amended or revoked at any
time. Abnormal earnings or losses may be handled at the Company’s discretion for Plan purposes. Payment of each award is subject to plan guidelines, management discretion and Board approval.