MAUI LAND & PINEAPPLE COMPANY, INC.
                   EXECUTIVE SEVERANCE PLAN
                               
             (As amended through November 6, 1998)

     Article  1.      Purpose.   This  Maui  Land  &  Pineapple
Company, Inc. Executive Severance Plan ("Plan") is intended  to
advance  the  interests of Maui Land & Pineapple Company,  Inc.
("Company")  and  certain  of  its  subsidiaries  by  providing
severance   benefits  to  eligible  executive  employees   upon
termination  of  employment  in order to ease their  transition
out  of  the  organization  and  facilitate  their  search  for
alternative employment.

     Article  2.      Effective Date.  This Plan  shall  become
effective as of March 5, 1998 ("Effective Date"), upon adoption
by  the Board of Directors of the Company, and shall operate on
the basis of the calendar year ("Plan Year").

     Article   3.      Participating  Employers.    This   Plan
provides  for certain severance benefits for eligible executive
employees   of  the  Company  and  any  other  related   entity
designated   by   the   Company  ("Participating   Employers").
Participants  and  beneficiaries  may  receive  from  the  Plan
Administrator, upon written request, information as to  whether
a  particular employer is a Participating Employer, and if  so,
the Participating Employer's address.

     Article 4.     Eligibility.  Any individual employed by  a
Participating Employer in the position of an officer and with a
salary  midpoint  of  1040 of higher (or equivalent)  shall  be
eligible  to  participate in this Plan  ("Eligible  Executive")
upon   and  as  of  the  date  of  written  notice  of  his/her
designation  and  approval  as an  Eligible  Executive  by  the
President and Chief Executive Officer of the Company.

     Article  5.      Severance Benefits.  In the event  of  an
"Involuntary  Termination of Employment" with  a  Participating
Employer,  an  Eligible  Executive shall  be  entitled  to  the
payment  of  a  severance  benefit amount  ("Severance  Benefit
Amount")  equal  to  the  Eligible  Executive's  "Monthly  Base
Salary" multiplied by his/her "Years of Service".

          For   purposes  of  determining  eligibility  for   a
Severance Benefit Amount, the term "Involuntary Termination  of
Employment"   shall   mean,   as   determined   by   the   Plan
Administrator, a termination of employment at the initiation of
the  Participating  Employer  due  to:  (a)  restructuring   or
downsizing  of  operations of the Company or its  subsidiaries;
(b)  discontinuance  of  certain  business  activities  of  the
Company or its subsidiaries; (c) elimination of a position with
no  comparable position (determined with reference  to  Section
6.d  below) with the Company or its subsidiaries offered to the
Eligible Executive.

          Also, for purposes of determining a Severance Benefit
Amount,  the term "Monthly Base Salary" shall be determined  as
of  the  date of termination of employment and shall  mean  the
monthly  base  salary of the Eligible Executive  in  accordance
with  the  payroll records and procedures of the  Participating
Employer,  and  such term shall not include bonuses  and  other
supplementary  compensation.    Further,  the  term  "Years  of
Service"  shall be determined as of the date of termination  of
employment  and  shall  mean the sum of  each  completed  whole
calendar   year  of  continuous  service  since  the   Eligible
Executive's most recent employment commencement date  in  which
the  Eligible Executive works 1,000 hours of service  or  more,
and such term shall not include any partial Year of Service for
any  prorated calendar year in which less than 1,000  hours  of
service is performed.  In determining Years of Service, service
shall be credited for service with any Participating Employer.

          Notwithstanding the above portion of this Section  5,
the  maximum Severance Benefit Amount shall be equal to (a)  12
times  the  Monthly  Base Salary in the  case  of  an  Eligible
Executive  whose  salary  midpoint is  between  1040  to  2000,
inclusive  (or  equivalent) and (b) 18 times the  Monthly  Base
Salary  in  the  case  of  an Eligible Executive  whose  salary
midpoint  is 2001 or above (or equivalent).  In addition,  with
respect  to  any  Eligible  Executive,  the  minimum  Severance
Benefit  Amount  shall  be  equal  to  12  times  the  Eligible
Executive's Monthly Base Salary.

          The Severance Benefit Amount shall be paid in cash as
a  stream of income, less legally required deductions, paid  on
the  regular payroll schedule commencing as of the date of  the
Eligible  Executive's termination of employment.  As such,  the
Severance Benefit Amount shall be paid as a continuation of the
Eligible Executive's  Monthly Base Salary, at the same  payroll
times  and  amounts that would otherwise apply but for  his/her
termination of employment, over the applicable number of months
("Severance Payment Period").  Upon the written request  of  an
Eligible Executive, the Plan Administrator may, at its sole and
complete  discretion,  authorize and provide  for  a  different
optional   form   of    benefit   payment   (e.g.,   lump   sum
distribution).

     Article  6.     Exclusions.  Notwithstanding any provision
herein  to  the contrary, an Eligible Executive  shall  not  be
entitled to the payment of any Severance Benefit Amount in  the
event of any of the following:

               (1)     The    Eligible   Executive   terminates
     employment on a voluntary basis.
               (2)     The    Eligible   Executive   terminates
     employment on a voluntary or  involuntary basis  for  just
     cause.   For  this  purpose, a  voluntary  or  involuntary
     termination  for  just cause shall mean termination  as  a
     result  of  willful,  malicious conduct  by  the  Eligible
     Executive  which  is detrimental to the interests  of  the
     Company    or    its   subsidiaries,   including    theft,
     embezzlement, conviction of a criminal act, disclosure  of
     trade  secrets, gross dereliction of duty, or other  grave
     misconduct on the part of the Eligible Executive which  is
     substantially   injurious   to   the   Company   or    its
     subsidiaries.

               (3)     The    Eligible   Executive   terminates
     employment  due to retirement and is eligible  for  normal
     retirement  benefits  under  the  Maui  Land  &  Pineapple
     Company,   Inc.  Pension  Plan  for  Non-Bargaining   Unit
     Employees ("Retirement Plan").

               (4)  The Eligible Executive refuses to accept  a
     "comparable"  position of employment with the  Company  or
     its  subsidiaries, under which there is  no  reduction  of
     his/her  annual  rate  of base salary,  and  there  is  no
     material  reduction  of  his/her authorities,  duties,  or
     responsibilities,   and  there  is   no   geographic   job
     relocation in excess of 75 miles.

               (5)   The  Eligible Executive fails to agree  to
     and execute a general release and waiver of all employment-
     related claims against the Company and its subsidiaries.

               (6)   The Eligible Executive is reemployed  with
     the  Company  or  its  subsidiaries in  a  comparable  (as
     determined  in accordance with the provisions  of  Section
     6.d  above)  or higher level position within  90  days  of
     his/her termination of employment.

               (7)  The Eligible Executive is a party to a Maui
     Land & Pineapple Change-In-Control Severance Agreement and
     is  determined by the Compensation Committee of the  Board
     of  Directors of the Company to be entitled to the payment
     of  severance benefits thereunder due to the occurrence of
     a "change in control" within the meaning of such Agreement
     and  all  applicable conditions for the  payment  of  such
     severance benefits are satisfied.

     Article 7.     Other Benefits.

               (1)   Annual Incentive Plan.  In the event  that
     an  Eligible Executive is entitled to a Severance  Benefit
     Amount,  the  Eligible Executive shall be  entitled  to  a
     payout  under  the  Maui  Land & Pineapple  Company,  Inc.
     Annual  Incentive Plan in accordance with  the  terms  and
     conditions of such plan.

               (2)   Welfare  Benefits.  In the event  that  an
     Eligible  Executive  is entitled to  a  Severance  Benefit
     Amount,  the  Eligible Executive shall be entitled  during
     the   Severance  Payment  Period  to  medical  and  dental
     insurance  benefits  at  the  same  coverage  and   normal
     employee cost levels as he/she were subject as of the date
     of   termination  of  employment.   In  the   event   that
     participation in the medical or dental insurance plans  is
     not  possible under the terms of the plans or due  to  the
     modification   or   elimination   of   the   plans,    the
     Participating   Employer   shall   provide   substantially
     identical  benefits  at  the same level  of  coverage  and
     employee  cost.  However, the medical and dental insurance
     benefits  shall be discontinued prior to the  end  of  the
     Severance  Payment  Period  in  the  event  the   Eligible
     Executive receives substantially similar benefits  from  a
     subsequent   employer   as   determined   by   the    Plan
     Administrator.    The   Eligible   Executive   shall    be
     responsible  for notifying the Plan Administrator  of  the
     receipt  of  such  similar benefits  from  any  subsequent
     employer.

               (3)     Retirement   Benefits.    An    Eligible
     Executive's service and compensation during the  Severance
     Payment  Period  shall not be considered for  purposes  of
     determining  the Eligible Executive's benefits  under  the
     Retirement  Plan.   However, in the case  of  an  Eligible
     Executive  who  is eligible for early retirement  benefits
     under  the Retirement Plan or other employee benefit  plan
     as  of  his/her  date of termination of  employment,   the
     Severance Payment Period shall be treated as if it were  a
     period   of   employment  exclusively  for   purposes   of
     postponing any benefit payment, and the Eligible Executive
     shall  be  entitled to benefits due him/her  as  an  early
     retiree  as  of  the  expiration of the Severance  Payment
     Period.

               An  Eligible  Executive who would  become  first
     eligible for normal retirement benefits (either pension or
     post-retirement  welfare benefits)  during  the  Severance
     Payment  Period shall be allowed to postpone the effective
     date  of his/her termination of employment and to continue
     on  active payroll, at the sole and complete discretion of
     the  Plan  Administrator, either on a paid  administrative
     leave   or   specified  work  assignment,  until   his/her
     retirement eligibility date.  During this "bridge" period,
     the  Eligible Executive's current base salary and  benefit
     level   as  of  his/her  otherwise  applicable  employment
     termination date shall continue and shall not  be  subject
     to  merit  or  pay  increases.  As of  his/her  retirement
     eligibility  date,  the  Eligible  Executive's  employment
     shall  be  terminated,  and his/her  otherwise  applicable
     Severance  Benefit  Amount  and Severance  Benefit  Period
     shall   be   proportionately  reduced   by   the    bridge
     compensation and period.

               (4)   Automobile.  In the event that an Eligible
     Executive is entitled to a Severance Benefit Amount and is
     furnished  a company-owned vehicle for use as an employee,
     he/she  shall be allowed to purchase the assigned  vehicle
     for  the  current  low Blue Book price, less  $500.   This
     vehicle purchase option shall be available as of the  date
     on  which the Eligible Executive terminates employment and
     until  the  date  of the  agreement and execution  of  the
     general  release and waiver as described in  Section  6.e.
     If  the Eligible Executive terminates employment and  does
     not  exercise  his/her  option to  purchase  the  vehicle,
     he/she shall not be allowed to use the vehicle after  such
     termination  and  prior  to  his/her  actual  purchase  of
     the vehicle.

     Article  8.     Distribution Due to Death.  In  the  event
that  an  Eligible Executive is entitled to the  payment  of  a
Severance  Benefit Amount and he/she dies before the completion
of  the  Severance Payment Period, the unpaid  balance  of  any
Severance Benefit Amount as of the date of death shall be  paid
in  a single lump sum to his/her designated beneficiary as soon
as  practicable  following the date  of  death.   The  Eligible
Executive's   designated  beneficiary shall  be  designated  or
changed by the Eligible Executive (without the consent  of  any
prior  beneficiary)  through written notice  delivered  to  the
Company.   If  no  such  beneficiary is designated,  or  if  no
designated  beneficiary  survives the Eligible  Executive,  the
amount  payable due to the Eligible Executive's death shall  be
payable  to the Eligible Executive's estate.  However,  in  the
event of death, Article 7 above shall not be applicable and the
other  benefits described therein shall be forfeited and  shall
not  be   provided to any person effective as of  the  date  of
death  (unless  such  other  benefits  are  otherwise  provided
without regard to the provisions of this Plan).

     Article   9.      Administration.   The  Plan   shall   be
administered by Maui Land & Pineapple Company, Inc., who  shall
be  the Plan Administrator for purposes of the requirements  of
the Employee Retirement Income Security Act of 1974, as amended
("ERISA").   The  Plan Administrator shall have  the  exclusive
right,   power,  and  authority,  in  its  sole  and   absolute
discretion,  to administer, apply, and interpret the  Plan  and
other  Plan  documents  and to decide all  matters  arising  in
connection  with the operation or administration of  the  Plan.
Without  limiting  the  generality  of  the  above,  the   Plan
Administrator  shall  have the sole and absolute  discretionary
authority:  (a) to take all actions and make all decisions with
respect  to  the eligibility for, and the amount  of,  benefits
payable under the Plan; (b) to formulate, interpret, and  apply
rules,  regulations, and policies necessary to  administer  the
Plan  in  accordance with its terms; (c) to  decide  questions,
including   legal  or  factual  questions,  relating   to   the
calculation  and  payment of benefits under the  Plan;  (d)  to
resolve  and  clarify  any  ambiguities,  inconsistencies,  and
omissions  arising under the Plan or other Plan documents;  and
(e)  except  as  otherwise  provided herein,  to  process,  and
approve  or  deny,  benefit claims  and  rule  on  any  benefit
exclusions.   All determinations made by the Plan Administrator
with respect to any matter arising under the Plan and any other
Plan  documents  shall  be final and binding  on  all  parties.
Legal process may be served on the Plan Administrator.

          The name and address of the Plan Administrator is:

               Maui Land & Pineapple
                 Company, Inc.
               P.O. Box 187
               Kahului, Maui, HI 96733-6687
               1-(808) 877-3351
               EIN:  99-0107542
               
     Article  10.     Amendment  or Termination.   The  Company
reserves  the right at any time and from time to time,  in  its
sole and absolute discretion, to terminate or amend in whole or
in  part any or all of the provisions of the Plan, by action of
the  Board  of  Directors  of  the  Company  or  an  authorized
committee thereof.  The identity of the members of the Board of
Directors  and  such authorized committee may be obtained  from
the Plan Administrator.

     Article 11.    Claims Procedure.  A claim under this  Plan
may  be  made by the claimant in writing within 60 days of  the
date of termination of employment of the claimant.

          If  a  claim is wholly or partially denied, the  Plan
Administrator  shall furnish the Eligible Executive  notice  in
writing  of the decision not later than 90 days after the  date
of  the filing of the claim.  If notice of denial of a claim is
not  furnished  within such 90-day period, the claim  shall  be
deemed denied.

          A  written  denial  of  a claim  for  benefits  shall
(i) specify the reason or reasons for the denial, (ii) refer to
any  provisions of the Severance Plan on which  the  denial  is
based,  (iii)  describe any additional material or  information
necessary  for the Eligible Executive to perfect his/her  claim
with  an  explanation of why such material  or  information  is
necessary, and (iv) explain the Plan's claim procedure.
          Upon  a denial of a claim, the Eligible Executive  or
his/her duly authorized representative may request a review  by
the  Plan Administrator upon written application within 60 days
after  receipt  of  the  denial of  the  claim.   The  Eligible
Executive or his/her duly authorized representative may  review
pertinent documents and submit issues and comments in writing.

          The   Plan   Administrator  shall  make  a   decision
concerning the review of the claim promptly, but not later than
60  days  after  receipt of request for review  unless  special
circumstances require a longer period of time for  review.   If
an  extension of time for review is required, written notice of
the extension will be furnished to the Eligible Executive and a
decision  shall be rendered as soon as possible, but not  later
than 120 days after receipt of the request for review.

          The decision on review will be in writing and include
specific  reasons for the decision and specific  references  to
the  Severance Plan provisions on which the decision is  based.
If  the  decision  on review is not furnished within  the  time
specified above, the claim will be deemed denied on review.

     Article  12.     Incapacity.  If  the  Plan  Administrator
finds  that  any person to whom payment is payable  under  this
Plan  is  unable to care for his affairs because of illness  or
accident, or is a minor, any payment due (unless a prior  claim
for  such  payment has been made by a duly appointed  guardian,
committee,  or other legal representative) may be paid  to  the
spouse,  a child, a parent, or a brother or sister, or  to  any
person  deemed  by  the  Plan Administrator  to  have  incurred
expense for such person otherwise entitled to payment.

     Article  13.    Funding.  The amounts payable  under  this
Plan  shall  be  paid  in cash from the general  funds  of  the
Company  or  Participating Employer, and an Eligible  Executive
shall  have no right, title, or interest whatsoever  in  or  to
investments, if any, which the Company may make to  aid  it  in
meeting  its  obligations  under  this  Plan.   Title  to   and
beneficial ownership of any such investments shall at all times
remain in the Company.  Nothing contained in this Plan, and  no
action  taken  pursuant to its provisions, shall create  or  be
construed  to create a trust of any kind.  To the  extent  that
any  person  acquires a right to receive a payment  under  this
Plan,  such  right shall be no greater than the  right  of  any
unsecured creditor.

     Article  14.     Legal Status.  This Plan is  intended  to
constitute  an employee welfare benefit plan under  ERISA.   As
sponsored by the Company and Participating Employer,  the  Plan
has  been  designated  as Plan No. 508.  Prior  to  the  actual
payment of the benefits hereunder, there is no transfer of  any
assets  to  an  Eligible Executive or for the  benefit  of  the
Eligible Executive under this Plan, and the Plan is intended to
confer no current benefit that would be immediately taxable  to
the  Eligible Executive under the constructive receipt rule  or
economic benefit doctrine under the tax laws.

     Article  15.     Continued Service.  Nothing contained  in
this  Plan  shall be construed as conferring upon  an  Eligible
Executive  the  right  to continue in  the  employment  of  the
Company or a Participating Employer in any capacity.

     Article  16.     Nonassignment.   The  interests   of   an
Eligible  Executive  hereunder may not  be  sold,  transferred,
signed,  pledged, or hypothecated.  No Eligible  Executive  may
borrow against his interest in the Plan.

     Article   17.     Controlling  Documents.   This  document
constitutes  the actual Plan document and also  serves  as  the
Summary Plan Description as required under ERISA.

     Article 18.    Enforceability and Controlling Law.  If any
provision  of  this  Plan  is held  by  a  court  of  competent
jurisdiction  to  be  invalid or unenforceable,  the  remaining
provisions  shall  continue  in full  force  and  effect.   The
provisions  of this Plan shall be construed, administered,  and
enforced according to the laws of the State of Hawaii.

     Article 19.    Gender.  Wherever any words are used  under
the  Plan  in  the masculine, feminine, or neuter gender,  they
shall  be  construed as though they were also used  in  another
gender in all cases where they would so apply.

          IN  WITNESS WHEREOF, the Company has caused this Plan
to be executed by its duly authorized officers on this 6th  day
November,  1998.

                            MAUI LAND & PINEAPPLE COMPANY,
                            INC.
                            
                            
                            By /S/ GARY L. GIFFORD
                                  Its President
                            
                            
                            By /S/ ADELE H. SUMIDA
                                  Its  Secretary
                                                    "Company"