ARTICLE I
INTRODUCTION

Plantronics, Inc. maintains the Plantronics, Inc. 401(k) Plan, (the "Plan") consisting of the following provisions, for the exclusive benefit of Participants and their Beneficiaries (and for defraying reasonable administrative expenses of the Plan). The Plan was originally established effective as of June 1, 1968, and was subsequently restated on three (3) occasions. The Company further amends and restates this Plan in its entirety, including changing the name of the Plan from the Plantronics, Inc. Annual Profit Sharing/Individual Savings Plan to the Plantronics, Inc. 401(k) Plan, effective as of April 2, 2000(except as otherwise stated herein).

The Plan is intended to be a tax-qualified profit-sharing plan and related tax-exempt trust under Code Sections 401(a) and 501(a), which includes a cash or deferred arrangement under Code Section 401(k) and provides for a matching contribution arrangement under Code Section 401(m). The Plan is also intended to provide participant-directed investment accounts in compliance with ERISA Section 404(c), and to allow for investment in Company Stock. Finally, the Plan is intended to meet certain safe harbor requirements such that it is automatically deemed to pass certain nondiscrimination testing requirements.

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