Deferred Income Stock Purchase & Savings Plan

FOURTH AMENDMENT TO THE ANHEUSER-BUSCH
DEFERRED INCOME STOCK PURCHASE & SAVINGS PLAN
AS AMENDED AND RESTATED EFFECTIVE APRIL 1, 1996


Effective as of April 1, 1996, Anheuser-Busch Companies, Inc. (the "Company") amended and restated the Anheuser-Busch Deferred Income Stock Purchase and Savings Plan ("the Plan") and has subsequently amended the Plan three times. The Company reserved the right to further amend the Plan from time to time and hereby amends the Plan effective April 1, 1999 unless expressly noted otherwise as follows:


1. Effective July 1, 1999, Section 2.17 is amended to read as follows:


2.17 "Employee". An individual classified as a direct employee on the
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books and records of a Participating Employer and employed in any
capacity other than


(a) A person employed outside the United States or Puerto Rico,
except that persons who are employed outside the United
States whose Base Pay is paid through the United States
salaried payroll shall be considered "Employees" unless
excluded from participation in the Plan by individual
agreement, requirements of law or practical impediment as
determined by the Committee.


(b) A person employed in a branch operation of Wholesaler Equity
Development Corporation; or


(c) A person employed by a Participating Employer to replace
a collective bargaining unit employee during a work
stoppage, even if such person was a former Employee or
Participant.


An individual who is not classified as a direct employee on the
books and records of a Participating Employer, but who for some
other purpose is found or deemed to be an employee, shall not be
an "Employee" for purposes of this Plan notwithstanding such
finding or determination.


2. Section 2.26 is amended effective October 1, 1998, by adding a
subsection (j) as follows:


(j) In determining the Hours of Service of any individual employed by
Anheuser-Busch, Inc. as of October 1, 1998, hours of service with M&R
Advertising Warehouse, Inc. shall be considered Hours of Service in
accordance with this Section. This provision shall be effective for
purposes of both Article III and Article XI.


2


3. Sections 6.1, 6.2 and 6.3 of the Plan are amended to read in their
entirety as follows:


6.1 Required Contributions. (a) Each Participating Employer shall
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contribute, as its share of Company Matching Contributions, for
each Plan Year (or portion thereof) of its participation in this
Plan, either directly or indirectly by way of (i) release of
available Unallocated Shares having an equivalent value, or (ii)
the access or use of any funds held in the ESOP Loan Payment
Accumulation Account, the "formula amount", less the aggregate
amount of forfeitures attributable to Participants employed by it.
The "formula amount" is that amount determined by multiplying (i)
the total amount of matched Personal Contributions actually
deferred or withheld during such period from the Base Pay of all
Participants employed by such Participating Employer, by (ii) the
contribution rate in effect for such period.


(b) Each Participating Employer shall also contribute, directly
or indirectly by way of (i) release of available Unallocated
Shares having an equivalent value, or (ii) the access or use
of any funds held in the ESOP Loan Payment Accumulation
Account, for each Plan Year (or portion thereof) of its
participation in this Plan, its proportionate share of any
Supplemental Contribution for any Plan Year. Supplemental
Contributions shall be determined by the Committee under
Section 6.3. Supplemental Contributions shall equal the
greater of the Adjusted Tentative Supplement Contribution or
the value of all shares required to be, but not yet released
from this Plan's ESOP Loan Suspense Account for a Plan Year.
Section 6.3 describes the method for calculating the
Supplemental Contribution.


(c) If so directed by the Company from time to time, each
Participating Employer shall also contribute for each Plan
Year (or portion thereof) of its participation in this Plan,
either directly or indirectly by access or use of any funds
held in the ESOP Loan Payment Accumulation Account, its
proportionate share of the amount, if any, by which
dividends transferred to the ESOP Loan Payment Accumulation
Account for such year exceeds the value of Shares available
for release from the ESOP Loan Suspense Account in
connection with such transfer.


(d) If so directed by the Company from time to time, each
Participating Employer shall make its proportionate share of
any additional contributions determined b ...