SUPPLEMENTAL AGREEMENT


                             SUPPLEMENTAL AGREEMENT made as of April 8, 2003 by and between THE INTERPUBLIC GROUP OF COMPANIES, INC., a corporation of the State of Delaware (hereinafter referred to as the "Corporation"), and PHILIPPE KRAKOWSKY (hereinafter referred to as "Executive").


W I T N E S S E T H;


                             WHEREAS, the Corporation and Executive are parties to an Employment Agreement made as of January 28, 2002 (hereinafter referred to as the "Agreement"); and

                             WHEREAS, the Corporation and Executive desire to amend the Agreement;

                             NOW, THEREFORE, in consideration of the mutual promises herein and in the Employment Agreement set forth, the parties hereto, intending to be legally bound, agree as follows:

                             1.           The Agreement shall be amended, effective as of April 1, 2003, by adding at the end of the first sentence of Section 2.01(v) the words "or to travel" and by deleting the second sentence of Section 2.01(v) in its entirety and substituting for it the following sentences: "The Corporation and the Executive agree that no business travel will be necessary for the fulfillment of the Executive's responsibilities. All travel shall be undertaken at the sole discretion of the Executive."

                             2.           Section 3.01 of the Employment Agreement is hereby amended, effective as of April 1, 2003, by deleting "Three Hundred Fifty Thousand Dollars ($350,000) per annum, of which Three Hundred Thousand Dollars ($300,000) shall be payable in equal installments, which the Corporation shall pay at semi-monthly intervals" and substitute "Four Hundred Fifty Thousand Dollars ($450,000), per annum of which Four Hundred Thousand Dollars ($400,000) shall be payable in equal installments which the Corporation shall pay at semi-monthly intervals".

                             3.           A new Section 4.05 of the Employment Agreement is hereby amended effective April 1, 2003 by adding the following "Executive has been granted an award for the 2003-2005 performance period under Interpublic's Long Term Performance Incentive Plan "LTPIP") equal to Four Thousand (4,000) performance units".

                             4.           Section 5.01 of the Employment Agreement is hereby amended effective April 1, 2003 by adding the following "Executive has been granted an additional Fifty Thousand (50,000) shares of restricted stock".

                             5.           A new Section 5.03 of the Employment Agreement is hereby added effective April 1, 2003 by adding the following: "Executive has been granted options to purchase Eighteen Thousand (18,000) shares of Interpublic Common Stock, under the 2003 Equity Program, which will be subject to all the terms and conditions of the Interpublic Stock Incentive Plan".

                             6.           Except as herein above amended, The Employment Agreement shall continue in full force and effect.

                             7.            This Supplemental Agreement shall be governed by the laws of the State of New York.

 

THE INTERPUBLIC GROUP OF

 

COMPANIES, INC.

  
  
 

By:      /s/ Brian Brooks                    

 

Name:  Brian J. Brooks

 

Title:    Executive Vice President,

 

             Human Resources

  
  
 

       /s/ Philippe Krakowsky                           

 

           Philippe Krakowsky

Source: OneCLE Business Contracts.