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Program

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This Annual Executive Performance Bonus Plan (the “Plan”) is designed to achieve Company objectives by tying compensation to achievement of specific quantitative and qualitative performance objectives.

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The Plan is tied to shareholder value by designing objectives which, if achieved, should increase shareholder value.

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The Committee may periodically establish specific quantitative and qualitative objectives as specified below, and a bonus compensation level available to each eligible Participant. These objectives and bonus compensation levels available for a designated Participant shall be set forth in a written award agreement which may be granted by the Committee from time to time to eligible Participants and which shall in any event be subject to the terms of this Plan including the Committee’s authority to modify or terminate an award after granting an award.

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Determination Criteria

Gate 1

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As a condition for any bonus being paid under this Plan, the Company must achieve the following quantitative performance objectives for the year:

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100% of targeted EPS.

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The weighted average (as set forth in Rule 1 below) of all of the Other Financial Objectives actually achieved for the year shall at least equal 80% of the weighted average of the Other Financial Objectives targeted for the year for bonus payments.

Gate 2

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Bonus accruals will be calculated separately for each of the Company's fiscal quarters. In the event that the weighted average (as set forth in Rule 1 below) of all of the Other Financial Objectives actually achieved for the quarter shall not equal at least 80% of the weighted average of the Other Financial Objectives targeted for such quarter for bonus payments then no bonus shall accrue or become payable with respect to that quarter.

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Calculation Rules

Rule 1

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For purposes of determining the amount of bonuses earned, each of the Other Financial Objectives shall be weighted as follows:

Net Assets

 25%

EBIT

50%

Return on Net Assets

25%

That portion of the quarterly bonus equal to the product of the absolute percentage (not to exceed 100%) at which each Other Financial Objective has or has not been achieved for such quarter multiplied by the applicable weight assigned to such Other Financial Objective shall establish the percentage of the quarterly bonus accrual for such quarter for each of the corresponding Other Financial Objectives.

Rule 2

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If the weighted average performance of the Other Financial Objectives on an aggregate basis for a full year is more than 100% (the applicable percentage being herein called the "Over Achievement Percentage") of the weighted average of the Other Financial Objectives targeted for the year, the amount of the quarterly bonus accruals established under Rule 1 shall be increased by the product of such quarterly bonus accruals under Rule 1 multiplied by the lesser of the Over Achievement Percentage or 120%.

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Administration

EPS and Other Financial Objectives

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Calculated from audited financial statements

Pay Dates

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03/31 (or such earlier date as may be selected in the sole discretion of the Committee (as defined below)) provided the payee's Date of Termination shall not have previously occurred.

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Other Terms and Conditions

Adjustments

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The Committee shall have authority from time-to-time, at its discretion, to terminate this Plan or make such adjustments in this Plan as it deems appropriate and in the best interest of the Co