SANMINA-SCI CORPORATION DEFERRED COMPENSATION PLAN FOR OUTSIDE DIRECTORS

2.1   Account .  “Account” means the account established for a Participant pursuant to Article IV. A Participant’s Account shall be utilized solely as a device for the determination and measurement of the amounts to be paid to the Participant pursuant to this Plan and shall not constitute or be treated as a trust fund of any kind.

2.2   Beneficiary . “Beneficiary” means the person, persons or entity entitled under Article VI to receive any Plan benefits payable under Article V after a Participant’s death.

2.3   Board .  “Board” means the Board of Directors of Sanmina-SCI.

2.4   Change of Control .  “Change of Control” means:

(a)   A change in the effective control of the Company as defined under Treasury Regulations section 1.409A-3(i)(5)(vi)(A)(1);

(b)   A change in the ownership of the Company as defined under Code section 409A; or,

(c)   A change in the ownership of a substantial portion of the Company’s assets as defined under Code section 409A.

2.5   Code .  “Code” means the Internal Revenue Code, as amended from time to time.

2.6   Code section 409A .  Code section 409A shall refer to, collectively, section 409A of the Code and the regulations and IRS guidance issued thereunder.

2.7   Committee .  “Committee” means the Deferred Compensation Plans Committee established pursuant to the Committee Charter.

2.8   Committee Charter .  “Committee Charter” means the Sanmina-SCI Corporation Deferred Compensation Plans Committee Charter.

2.9   Compensation Committee .  “Compensation Committee” means the Compensation Committee of the Board.

2.10   Common Stock .  “Common Stock” means the shares of common stock of the Company.

2.11   Company .  “Company” means Sanmina-SCI Corporation and any successor thereto.

2.12   Compensation .  “Compensation” means all fees payable to such Director during the year, including the retainer for service as a member of the Board or any committees thereof and meeting fees. Fees payable in the form of Common Stock and any expense reimbursements for attending Board or committee meetings shall not be included in the definition of Compensation.

2.13   Deferral Commitment .  “Deferral Commitment” means an election to defer Compensation made by a Participant pursuant to Article III and submitted in a Participation Agreement.

2.14   Deferral Period .  “Deferral Period” means the period over which a Director has elected to defer his Compensation. Each calendar year shall be a separate Deferral Period.

2.15   Deferred Compensation .  “Deferred Compensation,” means the amount of Compensation that a Participant elects to defer pursuant to a Deferral Commitment.

2.16   Eligible Director .  “Eligible Director” means any individual who is a member of the Board and who is not an employee of the Company or any of its subsidiaries.  An individual shall become an Eligible Director only upon notification of his eligibility to participate and the material terms of participation.

2.17   Market Value .  “Market Value” means, with respect to one share of Common Stock on any date, the closing price for Common Stock listed in the composite tables in the “Wall Street Journal” for the applicable date.

2.18   Participant .  “Participant” means any Eligible Director who has made an election under Article III to defer any portion of his or her Compensation for any Plan Year.

2.19   Participation Agreement .  “Participation Agreement” means the Deferral Commitment agreement submitted by a Participant to the Committee pursuant to Article III.

2.20   Plan Year .  “Plan Year” means the calendar year.

2.21   Share Units . “Share Units” means a unit of measurement equivalent to one share of Common Stock, with none of the attendant rights of a holder of such share, including, without limitation, the right to vote such share and the right to receive dividends thereon, except to the extent otherwise specifically provided herein.

2.22   Separation from Service .  “Separation from Service” shall have the meaning as set forth in Code section 409A.

3.1   Participation .  An Eligible Director may elect to participate in this Plan with respect to any Deferral Period by submitting a Participation Agreement to the Committee, prior to the date established by the Committee, in the calendar year immediately preceding the Deferral Period.

3.2   Initial Year of Participation . In the event that an Eligible Director first becomes eligible to participate during a calendar year, a Participation Agreement must be submitted to the Committee no later than thirty (30) days following the date the Director becomes an Eligible Director.  Such Participation Agreement shall be effective only with regard to Compensation earned following the submission of the Participation Agreement to the Committee.

3.3   Elective Deferrals . An Eligible Director’s Deferral Commitment may defer all or part of the Compensation payable to the Director during the Plan Year.  Once made, a Deferral Commitment shall be irrevocable for the Plan Year and, to the extent permitted by the Committee, shall be effective for subsequent Plan Years unless and until it is revoked.

3.4   Limitations on Deferral Commitments .  The following limitations shall apply to Deferral Commitments:

(a)   Minimum.  The minimum Deferral Commitment shall be two thousand dollars ($2,000) per Deferral Period.

(b)   Maximum . The maximum Deferral Commitment shall be one hundred percent (100%) of the Participant’s Compensation.

(c)   Changes in Minimum or Maximum . The Committee may amend the Plan to change the minimum or maximum deferral amounts from time to time by giving written notice to all Participants. No such change may affect a Deferral Commitment made prior to the Committee’s action.

4.1   Accounts .  For record keeping purposes only, separate accounts shall be maintained on the Company’s books and records for each Participant to reflect the Participant’s interest under the Plan.

4.2   Deferred Compensation .  The amount of Compensation deferred by each Participant shall be credited to his or her Account as of the date the Deferred Compensation would otherwise have been payable.  Any withholding of taxes or other amounts which is required by state, federal or local law with respect to Deferred Compensation shall be withhe