GOODRICH CORPORATION SAVINGS BENEFIT RESTORATION PLAN

1.1

"Affiliate" means a corporation which is a member of a controlled group of corporations, as such term is defined in Code Section 1563(a), which includes the Company, or is a corporation, partnership, sole proprietorship, affiliated service group, or other business entity that is under common control with the Company (as determined in accordance with the definition of such terms contained in Code Section 414(b), (c), (m) or (o)), but with respect only to periods of time during which such controlled group status or common control status exists.

1.2

"Base Salary" means the annual base salary earned by the Eligible Employee for the Plan Year. Base Salary shall not include Incentive Compensation.

1.3

"Beneficiary" means the person or persons designated, on a form prescribed by the Company, by an Eligible Employee to be his or her Beneficiary to whom payment under the Plan shall be made in the event of the Eligible Employee’s death. If an Eligible Employee fails to designate a Beneficiary as provided above, or if the Beneficiary designation is revoked without execution of a new designation, or if every person designated as Beneficiary predeceases the Eligible Employee or dies prior to complete distribution of the Eligible Employee’s benefits, then the Committee shall direct the distribution of such benefits to the Eligible Employee’s estate.

1.4

"Book Account" means the account for each Eligible Employee established on the books of the Company. To the extent relevant with respect to an Eligible Employee, the Eligible Employee’s overall Book Account shall include the Eligible Employee’s Post-2004 Subaccount and Pre-2005 Subaccount.

1.5

"Change in Control" means a change in control of the Company, as defined in the Goodrich Corporation Management Continuity Agreement, as it may be amended from time to time.

(a)

The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either (1) the then outstanding shares of common stock of the Company (the "Outstanding Company Common Stock") or (2) the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Company Voting Securities"); provided, however , that the following acquisitions shall not constitute a Change in Control: (1) any acquisition directly from the Company (other than by exercise of a conversion privilege), (2) any acquisition by the Company or any of its subsidiaries, (3) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any of its subsidiaries or (4) any acquisition by any company with respect to which, following such acquisition, more than 70% of, respectively, the then outstanding shares of common stock of such company and the combined voting power of the then outstanding voting securities of such company entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such acquisition in substantially the same proportions as their ownership, solely in their capacity as shareholders of the Company, immediately prior to such acquisition, of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be; or

(b)

Individuals who, as of the effective date of the amended and restated Plan, constitute the Board (the "Incumbent Board") cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the beginning of such period whose election, or nomination for election by the Company’s shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest (as such terms is used in Rule 14a-11 of Regulation 14A promulgated under the Exchange Act); or

(c)

Consummation of a reorganization, merger or consolidation, in each case, with respect to which all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such reorganization, merger or consolidation, do not, following such reorganization, merger or consolidation, beneficially own, directly or indirectly, solely in their capacity as shareholders of the Company, more than 70% of, respectively, the then outstanding shares of common stock and the combined voting power of the then outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the company resulting from such reorganization, merger or consolidation in substantially the same proportions as their ownership, immediately prior to such reorganization, merger or consolidation of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be; or

(d)

Consummation of (1) a complete liquidation or dissolution of the Company or (2) a sale or other disposition of all or substantially all of the assets of the Company, other than to a company, with respect to which following such sale or other disposition, more than 70% of, respectively, the then outstanding shares of common stock of such company and the combined voting power of the then outstanding voting securities of such company entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals and entities, solely in their capacity as shareholders of the Company, who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such sale or other disposition in substantially the same proportion as their ownership, immediately prior to such sale or other disposition, of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be.

1.6

"Code" means the Internal Revenue Code of 1986. References to any Section of the Code shall be deemed to refer to such Section as it currently exists or as it may be amended from time to time and shall be read to refer also to any Treasury Regulations promulgated under such Section.

1.7

"Committee" means the Goodrich Corporation Benefit Design and Administration Committee, or any designated group with similar responsibilities.

1.8

"Compensation" means an Eligible Employee’s compensation from the Company and its Affiliates for any Plan Year. Compensation shall include Base Salary and Incentive Compensation.

1.9

"Company" means Goodrich Corporation.

1.10

"Eligible Employee" means an individual (a) who is or was an employee of the Company or any Affiliate, (b) who is or was a participant in the Goodrich Savings Plan, and (c) who is or has been designated as an Eligible Employee by the Committee.

1.11

"Goodrich Savings Plan" means the Goodrich Corporation Employees’ Savings Plan, as it may be amended from time to time, and its predecessors and successors.

1.12

"Incentive Compensation" means incentive compensation paid to an Eligible Employee by the Company and its Affiliates for a Plan Year based on an Eligible Employee’s performance. For Plan Years beginning after December 31, 2004, Incentive Compensation means performance based compensation (as defined in Code Section 409A) paid to an Eligible Employee by the Company and its Affiliates for a Plan Year.

1.13

"IRS Limits" means the limitations on qualified retirement plan benefits contained in the Code, including Code Sections 401(a)(17), 401(k), 402(g), and 415, as amended from time to time. The Committee, in its sole discretion may authorize the inclusion of additional Code Sections for purposes of this Plan.

1.14

"Key Executive" means an Eligible Employee who entered into an individual deferred compensation agreement with the Company and who was given the opportunity to transfer the entire amount deferred to this Plan.

1.15

"Make-Up Contributions" means the amounts credited to an Eligible Employee’s Book Account pursuant to Section 2.5.

1.16

"Plan" means this Goodrich Corporation Savings Benefit Restoration Plan, as in effect at any time.

1.18

"Post-2004 Subaccount" means the subaccount kept as part of a Book Account to record the crediting of the deferral of an Eligible Employee’s Compensation and the crediting of Make-Up Contributions after December 31, 2004, together with any earnings or losses thereon through the date of distribution from the Plan.

1.19

"Pre-2005 Subaccount" means the subaccount kept as part of a Book Account to record the crediting of the deferral of an Eligible Employee’s Compensation and the crediting of Make-Up Contributions prior to January 1, 2005, together with any earnings or losses thereon through the date of distribution from the Plan.

1.20

"Salary Reduction Agreement" means an agreement, on a form prescribed by the Company, between an Eligible Employee and the Company to reduce the Eligible Employee’s Compensation and to credit the amount reduced to either the Eligible Employee’s Pre-2005 Subaccount or Post-2004 Subaccount, as applicable, under this Plan. For Plan Years beginn