SARA LEE CORPORATION EXECUTIVE MANAGEMENT LONG-TERM INCENTIVE PROGRAM

Exhibit 10.4

SARA LEE CORPORATION

EXECUTIVE MANAGEMENT LONG-TERM INCENTIVE PROGRAM

(FY08-10 EMLTIP)

Grant Notice and Agreement

This Performance-Based Restricted Stock Unit (PSU) Grant Notice and Agreement, made this August 30, 2007 (“Award Date”), by Sara Lee Corporation, a Maryland corporation (“Company”) to you is evidence of an award made under the Sara Lee Corporation 1998 Long-Term Incentive Stock Plan (“Plan”) which is incorporated into this “Grant Notice and Agreement” by reference. A copy of the Plan and the FY08-10 EMLTIP Program Description (“Program Description”) have been or will be provided to you and are also available from the Sara Lee Corporate Compensation Department.

1. Performance-Based Restricted Stock Unit Award. Subject to the restrictions, limitations, terms and conditions specified in the Program Description, the Plan and this Grant Notice and Agreement, the Company hereby awards to you as of the Award Date:

             Performance Stock Units (PSUs)

which are considered Stock Awards under the Plan (the “Award”). The vesting of this Award is based both upon your continued service with the Company or any of its subsidiaries (collectively the “Sara Lee Companies”) and the Company’s performance during the “Performance Cycle”, as detailed in the Program Description, and therefore the actual number of PSUs ultimately released, if any, is determined at the end of the Performance Cycle. Prior to the date the PSUs vest (“Vesting Date”), the PSUs are not transferable by you by means of sale, assignment, exchange, pledge, or otherwise.

2. Acceptance of Terms and Conditions. By acknowledging and accepting this Award, you agree to be bound by the terms and conditions contained in this Grant Notice and Agreement, the Plan and the Program Description and any and all conditions established by the Company in connection with Awards issued under the Plan and the Program Description, and understand that this Award neither confers any legal or equitable right (other than those rights constituting the Award itself) against the Company directly or indirectly, nor does it give rise to any cause of action at law or in equity against the Company. In order to vest in the Award described in this Grant Notice and Agreement, you must have accepted this Award.

3. Dividend Equivalents. Subject to the restrictions, limitations and conditions as described in the Plan and the Program Description, dividend equivalents payable on the PSUs will be accrued (in cash, without interest) on your behalf at the time that dividends are otherwise paid to owners of Sara Lee Corporation common stock.

4. Distribution of the Award. If the distribution is subject to tax withholding, such taxes will be settled by withholding cash and/or a number of shares with a market value not less than the amount of such taxes. Any cash from dividend equivalents remaining after withholding taxes are paid will be paid in cash to you. The net number of shares of Sara Lee Corporation common stock to be distributed will be delivered to your electronic stock plan account as soon as practicable after the Vesting Date. If withholding of taxes is not required, none will be taken and the gross number of shares will be distributed. You are personally responsible for the proper reporting and payment of all taxes related to this distribution.

5. Election to Defer Distribution. If the distribution is subject to U.S. tax law, you may elect to defer the distribution of all of the PSUs. Such election must be received by the Company in the form required by the Company no later than 30 days after the Award Date and is contingent upon the Company’s allowing deferrals into the Sara Lee Corporation Executive Deferred Compensation Plan (the “Deferred Compensation Plan”) at that time. The deferral, if elected, will result in the transfer of the PSUs into the Deferred Compensation Plan’s Stock Equivalent Fund in effect at the time the PSUs would have otherwise been distributed. The Deferred Compensation Plan rules will govern the administration of this Award beginning on the date the PSUs are credited to the Deferred Compensation Plan.

6. Death, Total Disability or Retirement. If you cease active employment with the Sara Lee Companies, because of your death or permanent and total disability (as defined under the appropriate disability benefit plan, if applicable), the Award will continue to vest and be distributed to your estate at the same time as it is to other Participants. In the case of your attaining age 55 or older and, if you have at least 10 years of service with the Sara Lee Companies when your employment terminates or attain age 65, regardless of service, the Award will continue to vest after your termination. These provisions apply only to Awards under this Grant Notice and Agreement; other types of awards may have different provisions.

7. Involuntary Termination, Voluntary Termination and Non-Severance Event Termination. The following provisions apply only to the Award granted herein; other types of Awards may have different provisions.

(a) Involuntary Termination . If your employment with the Sara Lee Companies is terminated and you are eligible to receive severance benefits under the Sara Lee Corporation Severance Plan for Corporate Officers, the Severance Pay Plan, the Severance Pay Plan for Executives, the Severance Pay Plan for Certain Events or any other written severance plan of the Company (collectively, a “Severance Event Termination”), you must have completed at least twelve full months of active service during the Performance Cycle to be eligible to receive a pro-rated distribution based upon your active service and the Company’s performance results. If the twelve months of active service requirement is not met, all the PSUs under this grant will be canceled.

In the event your employment with the Sara Lee Companies is terminated as a resu