Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On October 3, 2012, the Compensation and Benefits Committee (the "Committee") of the Board of Directors of Beam Inc. (the "Company") approved the adoption of the Beam Executive Deferred Compensation Plan (the "Plan"). The Plan is an unfunded, nonqualified deferred compensation plan intended to conform to the requirements of Section 409A of the Internal Revenue Code of 1986, as amended. The Plan is effective as of January 1, 2013 and provides an opportunity for eligible employees, including members of senior management, to voluntarily defer receipt of a portion of their respective cash compensation. The amount of compensation to be deferred by each participating employee (individually, a "participant" and collectively, the "participants"), if any, is determined in accordance with the Plan based on each participant's election. Deferred compensation under the Plan is payable in cash on a date or dates selected by each participant at the time of enrollment, subject to change in certain specified circumstances.

Amounts deferred under the Plan will be credited to bookkeeping accounts maintained by the Company for each participant, adjusted for any gains or losses attributable to the performance of hypothetical investment options selected by the participant. Payment obligations pursuant to the Plan are unsecured general obligations of the Company. The Committee may amend the Plan from time to time, except that no amendment may reduce the accrued and vested amount of a participant's account immediately prior to the time the amendment is adopted.

This summary of the terms of the Plan is not intended to be complete and is qualified in its entirety by reference to the Plan, a copy of which is attached hereto as Exhibit 10.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

10.1 Beam Executive Deferred Compensation Plan

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