Exhibit
10.1


 


Cascade
Corporation


Executive Incentive Plan


FY 2009


 


Overview


 


Key
plan objectives are to maximize and build shareholder value.  We believe the measure with the greatest
impact on shareholder value is income before taxes.  As a result, this plan focuses on this
measure with a modifier for individual contribution.


 


Key
Plan Features


 


·                  Awards based on actual
performance, not budget.


·                  Based on consolidated income before taxes
subject to certain adjustments (“AIBT”).


·                  Threshold or minimum performance required
before Plan pays any award.


·                  Individual performance (or “how” results are
achieved) can modify the final award.


·                  Upside opportunity for extraordinary
performance.


·                  Board discretion to adjust if
economic/business conditions warrant (up to 30% of base salary maximum).


·                  Acquisitions or divestitures having a
material impact on plan metrics will be incorporated using pro-forma business
plan data.


 


Plan
Metrics/Guidelines


 


Executive
incentive payments will be determined based on AIBT and calculated as follows:


 


·                  Consolidated income before taxes for the
fiscal year (per audited financial statements) (“IBT”).


·                  Add back executive incentive expenses and
stock-based compensation expense included in AIBT.


·                  Adjust for significant non-recurring income
or expenses (i.e., insurance and other litigation settlements, environmental
expenses and asset dispositions).


·                  Adjust for costs related to European
restructuring efforts.


 


In
addition the following guidelines will apply to the determination of AIBT:


 


·                  All changes in the ABIT metrics are subject
to approval by the Compensation Committee.


·                  Ongoing earnings and losses from acquisitions
will be included.


·                  During the fiscal year in which an
acquisition or divestiture takes place, no change will be made in the ABIT
metrics.


·                  In the case of acquisitions or divestitures
having a material impact, pro forma data will be used to determine the
appropriate adjustment to ABIT.


 

















 


Award
Opportunity


 


A
minimum of $55.0 million AIBT must
be achieved for executives to receive any cash incentive.  The target AIBT for incentive purposes is
$73.5 million.  From $55.0 million to
$73.5 million each executive will receive a prorata percentage of their salary
in incentive.  From $73.5 million to
$88.0 AIBT each executive will receive an increased prorata percentage of their
salary in incentive.  The maximum incentive
available to any executive will be achieved at $88.0 million.


 


Fiscal
2009 Executive Incentive Schedule


 


	
   

  	
   

  	
  Incentive as % of Salary

  	
   

  	
  Incentive Payouts

  	
   

  
	
   

  	
   

  	
  Minimum

  	
   

  	
  Target

  	
   

  	
  Maximum

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Position

  	
   

  	
  $

  	
  55.0

  	
   

  	
  $

  	
  73.5

  	
   

  	
  $

  	
  88.0

  	
   

  	
  Minimum

  	
   

  	
  Target

  	
   

  	
  Maximum

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  President/CEO

  	
   

  	
  34

  	
  %

  	
  75

  	
  %

  	
  150

  	
  %

  	
  $

  	
  183,600

  	
   

  	
  $

  	
  405,000

  	
   

  	
  $

  	
  810,000

  	
   

  
	
  COO

  	
   

  	
  29

  	
  %

  	
  65

  	
  %

  	
  130

  	
  %

  	
  87,000

  	
   

  	
  195,000

  	
   

  	
  390,000

  	
   

  
	
  CFO/VP

  	
   

  	
  25

  	
  %

  	
  55

  	
  %

  	
  110

  	
  %

  	
  56,250

  	
   

  	
  123,750

  	
   

  	
  247,500

  	
   

  
	
  VP Human
  Resources

  	
   

  	
  20

  	
  %

  	
  45

  	
  %

  	
  90

  	
  %

  	
  41,000

  	
   

  	
  92,250

  	
   

  	
  184,500

  	
   

  
	
  VP Manufacturing

  	
   

  	
  23

  	
  %

  	
  50

  	
  %

  	
  100

  	
  %

  	
  42,780

  	
   

  	
  93,000

  	
   

  	
  186,000

  	
   

  
																				



 


The
Board may adjust the minimum level to reflect Board and management-determined
business goals and strategies.  In
addition, the Board has the discretion to allocate additional award dollars in
the event of exceptional circumstances.


 


Individual
Modifier


 


The
Compensation Committee has the discretion to modify executive incentive awards
based on individual performance as follows:


 


	
  Outstanding achievement

  	
   

  	
  1.2 times

  	
   

  
	
  Target achievement

  	
   

  	
  1.0 time

  	
   

  
	
  Below target
  achievement

  	
   

  	
  0.8 times