1. OBJECTIVE OF THE PLAN.

The PE Corporation 1993 Director Stock Purchase and Deferred Compensation Plan (the "Plan") is established effective October 21, 1993 for the benefit of directors of PE Corporation (the "Corporation") who are not employees of the Corporation or any of its subsidiaries. The Corporation has adopted the Plan in recognition that its long-term success and achievements are enhanced and the interests of its shareholders are best served when its outside directors have a direct and personal stake in the performance of the Corporation's stock.

2. DEFINITIONS.

As used herein, the following terms have the meanings hereinafter set forth unless the context clearly indicates to the contrary:

2.1 "Account" shall mean the deferred Fees account established for a Participant pursuant to Section 5.3.

2.2 "Board of Directors" shall mean the board of directors of the Corporation.

2.3 "Celera Stock" shall mean shares of PE Corporation- Celera Genomics Group Common Stock, par value$.01 per share, of the Corporation.

2.4 "Celera Stock Unit" shall mean the bookkeeping entry representing the equivalent of one share of Celera Stock.

2.5 2.5of the Corporation.

2.6 "Effective Date" shall mean October 21, 1993.

2.7 "Fees" shall mean all retainer, meeting and committee fees payable to a non-employee director for service on the Board of Directors for any calendar year from and after the Effective Date, before any reduction pursuant to this Plan.

2.8 "Fees Payment Date" shall mean the first calendar day of the third month of each fiscal quarter or, if such date is not a business day for the Corporation, the next succeeding business day.

2.9 "Participant" shall mean any member of the Board of Directors who is not also a regular, salaried employee of the Corporation or any of its subsidiaries.

2.10 "PE Biosystems Stock" shall mean shares of PE Corporation- PE Biosystems Group Common Stock, par value$.01 per share, of the Corporation.

2.11 "PE Biosystems Stock Unit" shall mean the bookkeeping entry representing the equivalent of one share of PE Biosystems Stock.

2.12 "Stock" shall mean Celera Stock and/or PE Biosystems Stock.

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