EXHIBIT 10-E
SIXTH AMENDMENT
TO THE
MCDONALD'S CORPORATION PROFIT SHARING PROGRAM
The McDonald's Corporation Profit Sharing Program (the "Plan"),
as amended and restated effective January 1, 1989 and subsequently
amended by the First Amendment, effective January 1, 1990; the Second
Amendment, generally effective May 1, 1992; Third Amendment, effective
July 1, 1992; the Fourth Amendment, generally effective January 1,
1993, and the Fifth Amendment, generally effective July 1, 1993 is
hereby amended effective January 1, 1994, except as otherwise provided
herein.
I
Section 1.14(a) shall be amended as follows
1.14 "Considered Compensation" of a Participant for a Plan Year
means:
(a) except as otherwise specified below, the Participant's
total compensation paid during the Plan Year to such
Participant by an Employer while an Active Participant
as reported in Box 1 of Internal Revenue Service Form
W-2 as revised for 1993 (or the equivalent box on any
comparable form for subsequent years) for the Plan
Year, increased by any amounts by which the
Participant's compensation is reduced by Participant
Elected Contributions under the McDESOP portion of the
Plan or any other portion of the Plan or of any Related
Plan which meets the requirements of Section 401(k) of
the Internal Revenue Code; compensation reduction
contributions for medical, dental or dependent care or
other benefits under a cafeteria plan meeting the
requirements of Section 125 of the Internal Revenue
Code; and payments under the McDonald's Target
Incentive Plan which the Participant elected to have
paid in April, 1994 and excluding provisions for life
insurance; reimbursement or other payments for expenses
related to moving (including the relocation bonus); any
benefits under the Plan or any other qualified plan
described in Section 401(a) of the Internal Revenue
Code; and distributions under McDonald's Profit Sharing
Program Equalization Plan ("McEqual"), McDonald's 1989
Executive Equalization Plan ("McCAP I"), the McDonald's
Supplemental Employee Benefit Equalization Plan
("McCAP II") or the McDonald's Corporation Deferred
Incentive Plan; income earned from stock options
granted under the McDonald's 1975 Stock Ownership
Option Plan; options, restricted stock, stock
appreciation rights, performance units and stock
bonuses awarded under the McDonald's 1992 Stock
Ownership Incentive Plan; Stock Exchange Rights or
Performance Units awarded under the McDonald's
Corporation 1978 Incentive Plan; payments to a
Participant for foreign service in the form of tax
gross-up benefits, allowances for cost of living,
housing and education, and other similar payments; any
income attributable to personal use of an employer-
provided vehicle, an allowance paid for the loss of an
employer-provided vehicle, use of a company condo,
participation in group trips, gift stock, spouse's
travel and perquisites whether in cash or in kind and
other similar items; and, any severance pay and any
special termination bonus paid pursuant to a
termination agreement;
II
Effective November 1, 1993, Section 1.31(b)(1) is hereby amended
to read as follows:
(b)(1) The credit for Hours of Service shall be given for
the following:
(i) For Plan Years beginning before January 1, 1994,
an Employee's prior or subsequent employment by a
Foreign Affiliate or Domestic Affiliate;
(ii) For Plan years beginning after December 31, 1993,
an Employee's prior or subsequent employment by a
Domestic or Foreign Affiliate if the employee is
transferred to or from such Domestic or Foreign
Affiliate from or to the employment of an Employer
at the initiative of an Employer (a "Company
Initiated Transfer").
In determining the number of such Hours of Service to be
credited, the Plan Administrator shall make good faith
estimates based upon the available information and records
including the use of reasonable equivalencies similar to
those permitted under DOL Reg. Section 2530.200b-3 or
estimated average number of hours per week for employees in
a given job category.
III
Section 4.3(a)(1) shall be amended to read as follows:
(1) six percent (6%) of the Participant's Considered
Compensation if the Participant is a staff or an
executive employee or a store manager,
IV
Except as amended here, the Plan as previously amended shall
remain in full force and effect.
Executed in multiple copies this 17th day of December, 1993.
McDonald's Corporation
By: /s/ Stanley R. Stein
Its: Senior Vice President