Exhibit 10.1

                       National Semiconductor Corporation




                       Executive Preventive Health Program
                                  January 2003





                       Executive Preventive Health Program
                                  January 2003

PURPOSE:

This  benefit is  expected  to aid in the early  detection  of  disease  and the
recognition  and  correction of certain  lifestyle risk factors that may presage
illness.

ELIGIBILITY:

All  full-time  employees in Executive Job Level 41XX and above are eligible for
the benefits provided under this Program.

BENEFIT PROVIDED:

This Program is designed to encourage eligible National Semiconductor executives
to seek  periodic  health  evaluations  by  reimbursing  for  eligible  expenses
connected with the evaulation. In planning the frequency of the evaluations, the
findings  and  recommendations  of the  Council  of  Scientific  Affairs  of the
American Medical Association should be considered. The Council believes that:

"Healthy young adults,  for whom morbidity and mortality rates are generally low
except for traumatic  injuries,  should have medical evaluations at intervals of
five years until they are 40 years old.  After the age of 40 years,  the Council
recommends periodic evaluation at intervals of one to three years,  depending on
the individual's  occupation,  present health status,  medical history and other
personal  characteristics.  Thus,  for persons  about 45 years old, the interval
might be  closer  to three  years,  while for  those  older  than 65 years,  the
intervals might be closer to one year."

The health evaluation may be performed by the employee's own personal physician.
The scope of the exam and the areas for  examination  is to be determined by the
employee and physician.

The maximum benefit provided is $1500 per calendar year. (Note: Carryover is not
permitted.  The benefit covers expenses related to medical examinations only and
does not include medical treatment,  vision or dental examination,  treatment or
materials.)

ADMINISTRATION:

Expenses for  reimbursement  will be applied to the annual benefit  available in
the calendar year in which they are incurred and not when they are billed.

The Plan Year for this Program is the calendar year ending on December 31st.



HOW TO FILE A CLAIM FOR REIMBURSEMENT:

     o    Complete  and sign an Expense  Report Form.  An itemized  statement(s)
          from the health care provider should be attached to the expense report
          form.

     o    Send the form and attachments to:

          Linda Hopwood
          Corporate Benefits
          M/S C1-195
          2900 Semiconductor Drive
          Santa Clara, CA 95052

     o    Upon receipt of the expense  report,  Corporate  Benefits will forward
          the claim to your group health care plan for review and  reimbursement
          under the applicable health care plan. Any remaining balance after the
          health  plan's  reimbursement  will  be  paid  through  the  Executive
          Preventive  Health  Program.  This method of payment will maximize the
          total benefit payable to the participant in this Program.

          Note:  Some  providers may elect to bill the health care plan directly
          and then balance bill for expenses not covered  under the health plan.
          In that  case,  participants  should pay the  provider  and submit the
          claim for expenses not covered by the health plan on an Expense Report
          Form.

     o    Reimbursement  will  always  be to the  employee  who  will be  solely
          responsible for payment to the health care  provider(s).  This benefit
          may not be assigned.


OTHER PROVISIONS:

The Company  reserves the right to revise,  amend or terminate  this plan at any
time. In the case of plan termination,  the Company's  liability will be limited
to eligible expenses incurred through the date of the plan termination.