1995 EXECUTIVE MANAGEMENT INCENTIVE PLAN

 EXHIBIT 10.27

                              DEL WEBB CORPORATION
                    1995 EXECUTIVE MANAGEMENT INCENTIVE PLAN

              ARTICLE 1. ESTABLISHMENT, AND PURPOSE, AND DURATION

         1.1  Establishment  of the  Plan.  Del  Webb  Corporation,  a  Delaware
corporation (the "Company"),  hereby  establishes an annual incentive plan to be
known as the "Del Webb  Corporation  1995 Executive  Management  Incentive Plan"
(the "Plan").

         1.2  Purpose of the Plan.  The Plan is designed  to (i)  recognize  and
reward on an annual basis select Company  executives for their  contributions to
the overall success of the Company, and (ii) qualify compensation paid under the
Plan as  "performance-based  compensation"  as that term is  defined  in Section
162(m) of the Internal  Revenue  Code of 1986 (the  "Code") and the  regulations
thereunder.

         1.3  Duration  of the  Plan.  Subject  to  approval  by  the  Company's
stockholders,  the Plan will  commence  as of July 1,  1995.  If the Plan is not
approved by the Company's  stockholders,  the Plan will not be effective and any
grants made under the Plan prior to that date will be void. No award may be made
under the Plan after the date the Plan terminates, but awards made prior to that
date may extend beyond that date.

                    ARTICLE 2. DEFINITIONS AND CONSTRUCTION

         2.1  Definitions.  Whenever used in the Plan, the following terms shall
have the meanings set forth below and, when the meaning is intended, the initial
letter of the word is capitalized:

                  (a)  "Award"  means  the  agreement  of  the  Company  to  pay
         compensation  to  a  Participant   upon  the  attainment  of  specified
         Performance Goals.

                  (b) "Award Agreement" means the written  agreement  evidencing
         the terms and conditions of an Award.

                  (c)  "Board"  or  "Board  of  Directors"  means  the  Board of
         Directors of Del Webb Corporation.

                  (d) "Code" means the Internal Revenue Code of 1986, as amended
         from time to time.

                  (e)  "Committee"  means the Human  Resources  Committee of the
         Board or the committee  appointed by the Board pursuant to Article 3 to
         administer the Plan.

                  (f)  "Company"   means  Del  Webb   Corporation,   a  Delaware
         corporation, or any successor thereto.

                  (g)  "Covered  Employee"  means an Employee  who is a "covered
         employee" within the meaning of Section 162(m) of the Code.

                  (h)  "Director"  means any  individual  who is a member of the
         Board of Directors of the Company.

                  (i) "Employee" means any full-time,  nonunion  employee of the
         Company.  Directors who are not otherwise employed by the Company shall
         not be considered Employees under this Plan.

                  (j)  "Participant"  means a Covered Employee who is designated
         by the Committee to  participate  in the Plan for a Performance  Period
         pursuant to Article 4.

                  (k)  "Performance   Criteria"  means  the  criteria  that  the
         Committee  selects for purposes of establishing the Performance Goal or
         Performance  Goals for a  Participant  for a  Performance  Period.  The
         Performance  Criteria that will be used to establish  Performance Goals
         are limited to the following:  pre- or after-tax net earnings,  revenue
         growth,  operating  income,  operating cash flow, return on net assets,
         return on shareholders'  equity,  return on assets,  return on capital,
         Share price growth,  shareholder  returns,  gross or net profit margin,
         earnings per Share, price per Share, and market share, any of which may
         be measured either in absolute terms, or as compared to any incremental
         increase,  or as  compared to results of a peer  group.  The  Committee
         shall, within the time prescribed by Section 162(m) of the Code, define
         in an  objective  fashion  the manner of  calculating  the  Performance
         Criteria  it  selects  to use for  such  Performance  Period  for  such
         Participant.

                  (l) "Performance  Goals" means, for a Performance  Period, the
         goals  established  in writing  by the  Committee  for the  Performance
         Period  based  upon  the   Performance   Criteria.   Depending  on  the
         Performance  Criteria  used to  establish  such  Goal,  the Goal may be
         expressed in terms of overall Company performance or the performance of
         an operating unit or community. The Committee, in its discretion,  may,
         within the time  prescribed  by Section  162(m) of the Code,  adjust or
         modify the calculation of Performance Goals for such Performance Period
         in order to  prevent  the  dilution  or  enlargement  of the  rights of
         Participants,  (i) in the event of, or in anticipation  of, any unusual
         or extraordinary  corporate item,  transaction,  event, or development;
         and (ii) in recognition of, or in anticipation of, any other unusual or
         nonrecurring events affecting the Company, or the financial  statements
         of the Company,  or in response to, or in  anticipation  of, changes in
         applicable  laws,  regulations,   accounting  principles,  or  business
         conditions.

                  (m)  "Performance  Period"  means the one or more  periods  of
         time,  which  may  be of  varying  and  overlapping  durations,  as the
         Committee  may  select,  over  which  the  attainment  of one  or  more
         Performance  Goals will be measured  for the purpose of  determining  a
         Participant's  right to, and the  payment  of,  compensation  under the
         Plan.

                  (n)  "Shares"  means the  shares  of common  stock of Del Webb
         Corporation.

         2.2 Severability.  In the event that a court of competent  jurisdiction
determines that any portion of this Plan is in violation of any statute,  common
law, or public  policy,  then only the  portions of this Plan that  violate such
statute,  common law, or public  policy shall be stricken.  All portions of this
Plan that do not  violate any statute or public  policy  shall  continue in full
force and effect.  Further,  any court order  striking  any portion of this Plan
shall modify the  stricken  terms as narrowly as possible to give as much effect
as possible to the intentions of the parties under this Plan.

                           ARTICLE 3. ADMINISTRATION

         3.1  The  Committee.  The  Plan  shall  be  administered  by the  Human
Resources  Committee of the Board,  or by any other  Committee  appointed by the
Board  consisting of not less than two (2) Directors who are not Employees.  The
members  of the  Committee  shall be  appointed  from time to time by, and shall
serve at the discretion of, the Board of Directors.

         3.2  Authority  of the  Committee.  The  Committee  shall  have all the
authority   that  is  necessary  or  helpful  to  enable  it  to  discharge  its
responsibilities  under  the  Plan.  Without  limiting  the  generality  of  the
preceding  sentence,  the Committee  shall have the exclusive right to interpret
the Plan, to determine  eligibility for participation in the Plan, to decide all
questions concerning  eligibility for and the amount of Awards payable under the
Plan, to establish and administer the Performance Goals and certify whether, and
to what extent, they are attained,  to construe any ambiguous  provisions of the
Plan,  to  correct  any  default,  to supply  any  omission,  to  reconcile  any
inconsistency,   to  issue   administrative   guidelines   as  an  aide  to  the
administration  of the Plan, to make  regulations for carrying out the Plan, and
to decide any and all questions arising in the  administration,  interpretation,
and application of the Plan.

         3.3 Decisions  Binding.  All  determinations  and decisions made by the
Committee  pursuant  to the  provisions  of the Plan and all  related  orders or
resolutions of the Board of Directors shall be final, conclusive, and binding on
all persons, including the Company, its stockholders,  Employees,  Participants,
and their estates and beneficiaries.

         3.4  Section  162(m)  Compliance.  This Plan shall be  administered  to
comply with Section  162(m) of the Code and, if any provisions of the Plan cause
any Award to not qualify as performance-based  compensation under Section 162(m)
of the Code,  that  provision  shall be stricken  from this Plan,  but the other
provisions of this Plan shall remain in effect.  Any action striking any portion
of this Plan shall modify the stricken  terms as narrowly as possible to give as
much  effect as  possible  to the  intentions  of the  parties  under this Plan.
Furthermore,  if any portion of the Plan or any Award  Agreement  conflicts with
Section 162(m) or the regulations issued  thereunder,  the provisions of Section
162(m) and such regulations shall control.

                    ARTICLE 4. ELIGIBILITY AND PARTICIPATION

         4.1  Eligibility.  Participation  is  limited  in any  fiscal  year  to
Employees who the Committee concludes will be Covered Employees for such year.

         4.2 Actual Participation.  From among the Covered Employees eligible to
participate  each year,  the Committee may select those to receive Awards in any
one or more Performance Periods under the Plan.

                           ARTICLE 5. FORM OF AWARDS.

         Awards  shall  be  paid  in  cash.  The  Committee  may,  in  its  sole
discretion,  subject  any  Award to such  terms,  conditions,  restrictions,  or
limitations  (including  but not  limited to  restrictions  on  transferability,
vesting, termination of employment for cause or otherwise, or change of control)
that the  Committee  deems to be  appropriate,  provided that such terms are not
inconsistent  with the terms of the Plan or  Section  162(m)  of the  Code.  All
Awards will be evidenced by an Award Agreement.

               ARTICLE 6. DETERMINATION AND LIMITATION OF AWARDS.

         6.1  Determination  of Awards.  Within the time  prescribed  by Section
162(m) of the Code for each Performance Period, the Committee shall, in its sole
discretion, determine and establish:

                  (a) the Performance Goals applicable to the Performance Period
for each Participant;

                  (b) the total dollar amount payable to each Participant  under
the Award based upon attaining the Performance Goals; and

                  (c) such  other  terms  and  conditions  of such  Award as the
Committee determines to be appropriate under the circumstances.

Such determinations shall be reflected in the minutes of a Committee meeting, or
in a written action adopted  without the necessity of a meeting,  and also shall
be documented in the Award Agreement.

         6.2 Limitations of Awards.  If only one Performance Goal is established
for a Performance  Period, the Performance Goal for such Performance Period must
be achieved in order for a Participant to receive  payment for an Award for such
Performance  Period.  If more than one  Performance  Goal is  established  for a
Performance  Period,  one or more of the Performance  Goals for such Performance
Period  must be achieved in order for a  Participant  to receive  payment for an
Award for such Performance Period, all as set forth in accordance with the terms
of the Award  Agreement.  Furthermore,  the  Committee is authorized at any time
during  or  after a  Performance  Period  to  reduce  or  eliminate  (but not to
increase)  the  amount  of an  Award  payable  to  any  Covered  Employee  for a
Performance Period for any reason.

         6.3 Maximum  Awards.  Notwithstanding  any provision in the Plan to the
contrary, the maximum Award payable to any Covered Employee under the Plan for a
Performance Period shall be $2,000,000.00.

         6.4  Employment  Continuation.   Unless  otherwise  determined  by  the
Committee,  provided in the Award  Agreement,  or required by applicable law, no
payment  pursuant  to  this  Plan  shall  be made to a  Participant  unless  the
Participant  is  employed  by the  Company  on the last  day of the  Performance
Period.

         6.5  Deferrals of  Payments.  In the  exercise of its  discretion,  the
Committee  may allow a  Participant  to elect to defer the receipt of all or any
portion  of an Award.  Such  deferral  shall be made  pursuant  to the terms and
conditions set forth in the Del Webb Corporation Deferred Compensation Plan.

                         ARTICLE 7. RIGHTS OF EMPLOYEES

         7.1  Employment.  Nothing in the Plan shall  interfere with or limit in
any way the right of the Company to terminate  any  Participant's  employment at
any time, nor confer upon any Participant any right to continue in the employ of
the Company.

         7.2  Participation.  No Employee shall have the right to be selected to
receive an Award under this Plan, or, having been so selected, to be selected to
receive a future Award.

              ARTICLE 8. AMENDMENT, MODIFICATION, AND TERMINATION

         The  Committee  may suspend or  terminate  the Plan at any time with or
without prior notice. In addition,  the Committee may from time to time and with
or without  prior  notice,  amend or modify the Plan in any manner,  but may not
without shareholder  approval adopt any amendment that would require the vote of
shareholders of the Company pursuant to Section 162(m) of the Code.

                             ARTICLE 9. WITHHOLDING

         The Company  shall have the power and the right to deduct or  withhold,
or  require a  Participant  to remit to the  Company,  an amount  sufficient  to
satisfy  Federal,  state,  and local taxes  (including  the  Participant's  FICA
obligation) required by law to be withheld with respect to any grant,  exercise,
or payment made under or as a result of this Plan.

                             ARTICLE 10. SUCCESSORS

         All  obligations of the Company under the Plan,  with respect to Awards
granted hereunder, shall be binding on any successor to the Company, whether the
existence  of such  successor  is the result of a direct or  indirect  purchase,
merger, consolidation, or otherwise, of all or substantially all of the business
and/or assets of the Company.

                        ARTICLE 11. REQUIREMENTS OF LAW

         11.1  Requirements  of Law. The granting of Awards under the Plan shall
be subject to all applicable laws, rules, and regulations, and to such approvals
by any governmental agencies as may be required.

         11.2 Governing Law. The Plan,  and all agreements  hereunder,  shall be
governed by the laws of the State of Delaware. 

Basic Info X:

Name: 1995 EXECUTIVE MANAGEMENT INCENTIVE PLAN
Type: Incentive Plan
Date: Sept. 8, 1995
Company: DEL WEBB CORP
State: Delaware

Other info:

Date:

  • July 1 , 1995
  • last day of the

Organization:

  • Board of Directors of Del Webb Corporation
  • Board of Directors of the Company
  • Human Resources Committee of the Board
  • Del Webb Corporation Deferred Compensation Plan
  • the State of Delaware

Location:

  • Delaware

Money:

  • $ 2,000,000.00