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                                                                 EXHIBIT 10(h)



                              NEWMONT GOLD COMPANY
                  INTERMEDIATE TERM INCENTIVE COMPENSATION PLAN

                        (EFFECTIVE AS OF JANUARY 1, 1997)


         The board of directors of Newmont Gold Company, a Delaware Corporation
(the "Company" or "NGC"), hereby establishes the Newmont Gold Company
Intermediate Term Incentive Compensation Plan (the "Plan"), effective January 1,
1997 (the "Effective Date").


                                     PURPOSE

         The purpose of the Plan is to provide to selected key employees of the
Company and its Affiliated Entities (defined herein) that participate in the
Plan a more direct interest in the success of the operations of the Company by
rewarding their successful efforts to maximize production, minimize production
costs, expand reserves and develop new capital projects in an optimal manner.
Employees of the Company and participating Affiliated Entities will be rewarded
in accordance with the terms and conditions described below.


                                    ARTICLE I

                                   DEFINITIONS

         1.1      "Affiliated Entity(ies)" means any corporation or other
entity, now or hereafter formed, that is or shall become affiliated with the
Company, either directly or indirectly, through stock ownership, control or
otherwise, as determined by the Company.

         1.2      "Board" means the Board of Directors of the Company.

         1.3      "Change in Control" means the first to occur of the events
specified in (a), (b) or (c) below (but no event other than the specified
events), except as otherwise provided in (d) below:

                  (a)    Any person becomes the beneficial owner, directly or
indirectly, of securities of NGC or NMC representing twenty percent (20%) or
more of the combined voting power of NGC's or NMC's then outstanding voting
securities, and a majority of the applicable Incumbent Board (as defined below
in Section 1.3(e)) has not approved the acquisition before the acquisition
occurs; or

                  (b)    Three or more Directors of NGC or NMC, whose election
or nomination for election is not approved by a majority of the applicable
Incumbent Board, are elected within

                   


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any single twelve (12) month period to serve on the Board or the Board of
Directors of NMC, respectively; or

                  (c)    Members of the applicable Incumbent Board cease to
constitute a majority of the Board or the Board of Directors of NMC.

                  (d)    Notwithstanding the foregoing, a Change in Control
shall not be deemed to occur solely because twenty percent (20%) or more of the
combined voting power of NGC's or NMC's then outstanding voting securities is
acquired by one or more employee benefit plans maintained by NGC or NMC or an
affiliate of NGC or NMC.

                  (e)    For purposes of Section 1.3(a), the terms "person" and
"beneficial owner" shall have the meanings set forth in Sections 3(a)(9) and
13(d) of the Securities Exchange Act of 1934, as amended, and in the regulations
promulgated thereunder. For purposes of this Section 1.3, "Incumbent Board"
means (i) members of the Board or the Board of Directors of NMC on January 1,
1997, to the extent that they continue to serve as members of the Board or the
Board of Directors of NMC, respectively, and (ii) any individual who becomes a
member of the Board or the Board of Directors of NMC, respectively, after
January 1, 1997, if such individual's election or nomination for election as a
Director was approved by a vote of at least seventy-five percent (75%) of the
then applicable Incumbent Board.

         1.4      "Code" means the Internal Revenue Code of 1986, as amended
from time to time.

         1.5      "Common Stock" means the $1.60 par value common stock of
Newmont Mining Corporation, or the $.01 par value common stock of the Company,
as the case may be.

         1.6      "Company" means NGC, and where the context requires, any
Affiliated Entity that has become a Participating Employer.

         1.7      "Compensation Committee" means the Compensation Committee of
the Board.

         1.8      "Disability" means a condition such that the Employee has
terminated employment with the Company and/or all Participating Employers with a
qualifying disability and has immediately begun receiving benefits from a
long-term disability plan of the Company or a Participating Employer.

         1.9      "Earnings Factor" means the Performance Factor determined with
respect to NGC's Earnings Per Share for the relevant Performance Period.

         1.10     "Earnings Per Share" means the earnings per share, before
extraordinary items, of NGC for the relevant Performance Period, as determined
by the Company.

         1.11     "Employee" means a full time, salaried employee of the Company
and/or a Participating Employer, excluding temporary or leased employees. For
purposes of this Plan, an employee is any individual who provides services to
the Company as a common law employee

                   
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and whose remuneration is subject to the withholding of federal income tax
pursuant to section 3401 of the Code. An Employee shall not include any
individual (a) who provides services to the Company and/or a Participating
Employer under an agreement, contract, or any other arrangement pursuant to
which the individual is initially classified as an independent contractor by the
Company and/or a Participating Employer, or (b) whose remuneration for services
has not been treated initially as subject to the withholding of federal income
tax pursuant to section 3401 of the Code even if the individual is subsequently
reclassified as a common law employee as a result of a final decree of a court
of competent jurisdiction or the settlement of an administrative or judicial
proceeding.

         1.12     "Fair Market Value" means, with respect to a share of Common
Stock as of a given date, the average of the high and low sales prices for a
share of Common Stock as reported for New York Stock Exchange issues in The Wall
Street Journal for such date; provided, however, that if there is no sale of
shares of Common Stock reported in The Wall Street Journal on such date, such
fair market value shall be the average between the bid and asked prices for a
share of common stock reported in The Wall Street Journal at the close of
trading on such date; provided further, however, that if no such prices are
reported for such day, the most recent day for which such prices are available
shall be used. In the event that the method for determining the fair market
value of a share of Common Stock provided for in the previous sentence shall not
be practicable, then such fair market value shall be determined by such other
reasonable valuation method as the Compensation Committee shall, in its
discretion, select and apply in good faith as of the given date.

         1.13     "Impact Level" means the twelve categories into which
Employees fall, based on the Pay Grade classification of their designated
Position, as determined by the Company. If the Impact Level of a Participant
changes during a Performance Period, and if the Participant's Pay Grade changes
as a result, such change shall be reflected in a proration of the Participant's
Targeted Payout Percentage in accordance with and subject to the limitations
contained in Section 1.30.

         1.14     "ITIP Bonus" means the bonus payable to a Participant under
this Plan with respect to a Performance Period (or portion thereof as provided
in Section 3.2), which shall be determined by multiplying the Participant's
Salary for the last Plan Year of such Performance Period (or portion thereof) by
the following: 70% times (Targeted Payout Percentage times Management
Effectiveness Factor) plus 30% times (Targeted Payout Percentage times Earnings
Factor). In the event of a Change in Control, each Participant's Salary for
purposes of computing the applicable ITIP Bonus in accordance with the
provisions of Section 3.3 shall be equal to each such Participant's Salary, on
an annualized basis, as of the date immediately preceding the Change in Control.

         1.15     "Management Effectiveness Factor" means, with respect to any
Performance Period, the sum of the Production Factor, the Total Cost Factor and
the Total Reserves Factor for such Performance Period divided by the number of
Plan Years in such Performance Period.


                   
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         1.16     "Measure of Performance" means Production Equity Ounces, Total
Cost Per Equity Ounce, Total Reserves Equity Ounces and Earnings Per Share, as
the case may be.

         1.17     "NMC" means Newmont Mining Corporation, a Delaware
corporation.

         1.18     "Participant" means an Employee who has satisfied the
eligibility requirements of Article II and who is, or may become, entitled to an
ITIP Bonus under the provisions of this Plan.

         1.19     "Participating Employer" means the Company and any Affiliated
Entity that the Company determines shall participate in the Plan.

         1.20     "Pay Grade" means those jobs sharing a common Salary range, as
designated by the Company. If the Pay Grade of a Participant changes during the
Performance Period, the Targeted Payout Percentage applicable to such
Participant shall be prorated in accordance with the provisions of Section 1.30.
Notwithstanding the foregoing, for purposes of this Plan the Pay Grade of an
Employee whose compensation is subject to the deduction limitation of section
162(m) of the Code with respect to a Plan Year shall be the Pay Grade applicable
to such Employee as of the first day of the applicable Performance Period, or
such lesser Pay Grade as may be assigned to the Employee during such Performance
Period.

         1.21     "Performance Categories" means the following categories used
to determine the Performance Factors: "Outstanding," "Excellent," "Target,"
"Threshold" and "Unacceptable". The Compensation Committee shall approve the
level of performance for each Performance Category and for each Measure of
Performance with respect to each Performance Period. The approval of the level
of performance for each Performance Category and for each Measure of Performance
with respect to each Performance Period shall be conducted so as to comply with
the requirements for exemption from the limitations of Section 162(m) of the
Code. The Compensation Committee shall retain the discretion to change the
required levels of performance, and the underlying measurements of performance,
in order to reflect the acquisition or disposition of assets, or for other
reasons as determined by the Compensation Committee in its sole discretion,
provided, however, that any such change shall be in conformity with generally
accepted accounting principles and provided further that no such change shall
result in any increase in the amount of ITIP Bonus payable to a Participant
hereunder whose compensation is subject to the deduction limitation of section
162(m) of the Code and all such changes shall be consistent with the
requirements for exemption under Section 162(m) of the Code.

         1.22     "Performance Factor" means the Production Factor, the Total
Cost Factor, the Total Reserves Factor or the Earnings Factor, as the case may
be, for the relevant Performance Period. The Performance Factor for each of the
foregoing Factors shall be determined based upon where each such Measure of
Performance falls with respect to the level of performance approved by the
Compensation Committee for each Performance Category. The Performance Factor for
the Outstanding Performance Category shall be three, the Performance Factor for
the Excellent Performance Category shall be two, the Performance Factor for the
Target Performance Category shall be one, the Performance Factor for the
Threshold Performance Category shall be zero, and the Performance Factor for the
Unacceptable Performance Category shall be minus one.

                   
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The Performance Factor for each Measure of Performance will be determined by
interpolation, with rounding to the nearest 0.01, where the Measure of
Performance falls between the specified Performance Categories for such
Performance Period. If the Performance Factor with respect to any Measure of
Performance falls below the Threshold Performance Category, a negative
Performance Factor for that Measure of Performance will apply for the relevant
Performance Period and such negative Performance Factor must be offset by other
positive Performance Factors in order for there to be an ITIP Bonus. The
Compensation Committee shall certify in writing, prior to the payment of any
ITIP Bonus, that the Performance Factors used for the calculation of the ITIP
Bonus have been attained and take any other action required in order to qualify
for the exemption from the provisions of Section 162(m) of the Code.

         1.23     "Performance Period" means the period of Plan Year(s) over
which the Measures of Performance shall be calculated for purposes of
determining the amount of an ITIP Bonus. The initial Performance Period shall be
the calendar year 1997, the second Performance Period shall be the period from
January 1, 1997 through December 31, 1998, and the next Performance Period shall
be the period from January 1, 1997 through December 31, 1999. Performance
Periods beginning on January 1, 1998 and future years shall be composed of three
Plan Years.

         1.24     "Plan Year" means the calendar year.

         1.25     "Position" means the defined job held by an Employee during
the Plan Year.

         1.26     "Production Equity Ounces" means the total equity ounces
produced by the Company in the relevant Performance Period, as calculated by the
Company and approved by the Compensation Committee.

         1.27     "Production Factor" means the Performance Factor attributable
to Production Equity Ounces with respect to the relevant Performance Period.

         1.28     "Retirement" means termination of employment with the Company
and/or all Participating Employers by an Employee who immediately begins to
receive benefits from a defined benefit pension plan of the Company or a
Participating Employer.

         1.29     "Salary" means an Employee's actual gross W-2 base earnings
for the Plan Year. If an Employee is absent from work because of a work-related
injury, the Employee's "Salary" will be determined by his actual gross W-2 base
earnings during the Plan Year. In the case of a Terminated Eligible Employee who
is Disabled, "Salary" will be determined by his actual gross W-2 base earnings,
including short-term disability pay received during the Plan Year, but excluding
pay from any other source. If an Employee dies during the Plan Year, the
"Salary" for such Terminated Eligible Employee will be determined by his actual
gross W-2 base earnings. If an Employee is on active military duty during a Plan
Year, the "Salary" will be determined by his actual gross W-2 base earnings
during the Plan Year, exclusive of any military pay. If an Employee does not
receive a W-2, his Salary shall be determined on the basis of his actual gross
base earnings for the Plan Year, or portion thereof, as shown on the payroll
records of the Company or the Participating Employer. Notwithstanding the
foregoing, the "Salary" of an

                   
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Employee whose compensation is subject to the deduction limitation of section
162(m) of the Code with respect to a Plan Year shall not exceed the annualized
base salary of the Employee as in effect on the first day of the applicable
Performance Period.

         1.30     "Targeted Payout Percentage" means the percentage of a
Participant's Salary taken into account when calculating the ITIP Bonus with
respect to a Performance Period. The Targeted Payout Percentage for the Payout
Period beginning January 1, 1997 and ending December 31, 1997, the Performance
Period beginning January 1, 1997 and ending December 31, 1998 and the
Performance Period beginning January 1, 1997 and ending December 31, 1999 shall
be determined in accordance with the provisions of Schedule A attached hereto
and hereby made a part hereof. Targeted Payout Percentages for subsequent
Performance Periods shall be established by the Compensation Committee and
attached as additional Schedules to this Plan. If the Pay Grade of a Participant
changes during a Performance Period, the Targeted Payout Percentage applicable
to such Participant shall be prorated based upon the number of days spent in
each Pay Grade during the Performance Period, provided, however, that for
purposes of this Plan, the Pay Grade of an Employee whose compensation is
subject to the deduction limitation of section 162(m) of the Code with respect
to a Plan Year shall be the Pay Grade applicable to such Employee as of the
first day of the applicable Performance Period, or such lesser Pay Grade as may
be assigned to the Employee during such Performance Period.

         1.31     "Total Cost Factor" means the Performance Factor determined
with respect to the Company's Total Cost Per Equity Ounce for the relevant
Performance Period.

         1.32     "Total Cost Per Equity Ounce" means the Company's total cost
of producing an ounce of gold during the relevant Performance Period, which
shall be determined by dividing the total cost of producing an ounce of gold
during such Performance Period by the total Production Equity Ounces for such
Performance Period. The Total Cost Per Equity Ounce shall be calculated by the
Company and approved by the Compensation Committee.

         1.33     "Total Reserves Equity Ounces" means the Company's total
equity ounces of gold in proven and probable gold reserves at the end of the
relevant Performance Period as calculated by the Company and approved by the
Compensation Committee.

         1.34     "Total Reserves Factor" means the Performance Factor
determined with respect to the Total Reserves Equity Ounces for the relevant
Performance Period.


                                   ARTICLE II

                                   ELIGIBILITY

         All Employees of the Company and/or a Participating Employer in Pay
Grades 109 and above are eligible to receive an ITIP Bonus under the Plan,
provided (i) they are on the payroll of the Company and/or a Participating
Employer as of the last day of the relevant Performance Period or (ii) they have
terminated employment with the Company and/or a Participating

                   
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Employer during the Performance Period on account of death, Retirement,
Disability, or such other circumstances as may be approved by the Vice President
of Human Resources of the Company. Employees who are on short-term disability
under the Company's short-term disability policy or off work because of a
work-related injury as of the last day of the Plan Year shall be eligible to
receive a bonus under clause (i). Notwithstanding the foregoing provisions of
this Article II, the Compensation Committee may, prior to the end of any
Performance Period, exclude from eligibility for participation under this Plan
with respect to such Performance Period any Employee or Employees, as the
Compensation Committee may determine in its sole discretion.


                                   ARTICLE III

                              PAYMENT OF ITIP BONUS

         3.1      Determination of ITIP Bonus. As soon as reasonably practicable
after the end of each Performance Period, when all of the necessary information
with respect to the Performance Factors for such Performance Period have been
determined, the Compensation Committee shall certify in writing the extent to
which the Measures of Performance satisfy the Performance Categories, the
Performance Factors achieved with respect to such Performance Period, and any
other material terms of this Plan that apply to the payment of the ITIP Bonus.
Following such certification, payment of the ITIP Bonus shall be made to the
eligible Participants in accordance with the provisions of this Article III as
soon as reasonably practicable.

         3.2      Termination of Employment During Performance Period. If a
Participant terminates employment during a Performance Period on account of
death, Disability, Retirement or other termination approved by the Vice
President of Human Resources of the Company, the Participant shall be entitled
to a prorated ITIP Bonus calculated by using the ratio between the levels of
performance for each Measure of Performance and each Performance Category for
the full three year Performance Period during which termination of employment
occurs and the levels of performance for the Performance Categories and the
Measures of Performance achieved for the completed Plan Years during the
applicable Performance Period and applying the Performance Factors thus derived
in order to calculate the ITIP Bonus. If a Participant terminates employment
before the completion of one full Plan Year during a Performance Period no ITIP
Bonus shall be paid. Payment shall be made to a terminated Participant with
respect to a Performance Period at the same time that payments with respect to
such Performance Period are made to Participants in accordance with the
provisions of Section 3.1.

         3.3      Change in Control. In the event of a Change in Control, each
Participant (including any Participant who has terminated employment with the
Company and/or a Participating Employer during the relevant Performance Period
under circumstances entitling such Participant to an ITIP Bonus) shall become
entitled to the payment of an ITIP Bonus based upon the applicable Targeted
Payout Percentage for the Performance Period during which such Change of Control
occurs and calculated as if the Performance Category with respect to each
Performance Factor was at the Outstanding level. If a Change in Control occurs
prior to

                   
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January 1, 2000, the Targeted Payout Percentages set forth on Schedule A under
the column headed 1997-1999 shall be applied to determine the amount of the ITIP
Bonus payable in accordance with the provisions of this Section. Payment of the
ITIP Bonus under the foregoing circumstances shall be made as soon as
practicable following the date of the Change in Control. Upon the completion of
such payments, the Participants shall have no further right to the payment of
any ITIP Bonus hereunder (other than an ITIP Bonus previously earned but not yet
paid) and this Plan shall terminate.

         3.4      Limitation on ITIP Bonus. The maximum ITIP Bonus payable to
any Participant under this Plan with respect to a Performance Period shall not
exceed 300% of the amount of such Bonus payable to the Participant if all
Performance Factors were at the Target Performance Category level, based upon
the Salary of such Participant for the last Plan Year in the Performance Period.
Notwithstanding the foregoing, the largest ITIP Bonus payable to any Participant
under this Plan with respect to any Performance Period shall not exceed $3
million.

         3.5      Form of Payment. The amount of ITIP Bonuses payable under this
Plan shall be paid 50% in cash and 50% in shares of Common Stock, which shall be
subject to the restrictions set forth in Section 3.7 below. The number of shares
of Common Stock to be issued in payment of an ITIP Bonus shall be determined
based upon the Fair Market Value of the Common Stock on the date that the
Compensation Committee meets and certifies the satisfaction of the material
terms of this Plan with respect to the payment of the ITIP Bonus in accordance
with the provisions of Section 3.1. Notwithstanding the foregoing, the
Compensation Committee may, in its sole discretion, cause all or any portion of
any ITIP Bonus otherwise payable in shares of Common Stock to be paid in cash.

         3.6      Withholding Taxes. All bonuses payable hereunder shall be
subject to the withholding of such amounts as the Company may determine is
required to be withheld pursuant to any applicable federal, state or local law
or regulation. The Compensation Committee may, in its sole discretion, permit
any Participant to satisfy the applicable withholding by causing the Company to
withhold the appropriate number of shares of Common Stock from the ITIP Bonus
otherwise payable and to make the requisite withholding payments on behalf of
the Participant.

         3.7      Restrictions on Common Stock. (a) Shares of Common Stock
issued as payment of a portion of an ITIP Bonus hereunder shall be restricted
and subject to forfeiture as follows: If a Participant terminates employment
prior to the January 1st occurring one year after the end of the Performance
Period with respect to which shares of Common Stock are issued as a part of the
ITIP Bonus, all such shares of Common Stock shall be forfeited. If a Participant
terminates employment more than one year after the end of a Performance Period
with respect to which shares of Common Stock were issued as a part of the ITIP
Bonus, but prior to the January 1st occurring two years after the end of such
Performance Period, the Participant shall forfeit 50% of the shares of Common
Stock awarded as a part of such ITIP Bonus. If a Participant terminates
employment on or after the January 1st occurring two years after the end of such
Performance Period, the shares of Common Stock shall not be subject to
forfeiture. Notwithstanding the foregoing, if a Participant terminates
employment during the two year period following the end of a Performance Period
on account of death, Disability, Retirement, Change in Control, or other

                   
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termination approved by the Vice President of Human Resources of the Company in
writing, none of the shares of Common Stock shall be subject to forfeiture.

                  (b)    Shares of Common Stock issued hereunder as a part of an
ITIP Bonus shall not be subject to transfer by the Participant for a period of
five years from the end of the Performance Period with respect to which such
shares of Common Stock were issued, provided, however, that such Common Stock
shall be transferable (i) upon the death, Disability or Retirement of the
Participant, (ii) in the event of a Change in Control, or (iii) to family trusts
or similar vehicles for personal estate planning purposes as approved by the
Vice President of Human Resources of the Company in writing.

                  (c)    The Compensation Committee shall cause a legend to be
placed on the Common Stock certificates issued pursuant to this Plan referring
to the restrictions provided by this Section and, in addition, may in its sole
discretion require one or more of the following methods of enforcing the
restrictions: (i) requiring the Participant to keep the stock certificates, duly
endorsed, in the custody of the Company while the restrictions remain in effect;
or (ii) requiring that the stock certificates, duly endorsed, be held in the
custody of a third party while the restrictions remain in effect.

                  (d)    Shares of Common Stock issued under this Plan may be
issued pursuant to the provisions of the Newmont Mining Corporation 1996
Employees Stock Plan, or otherwise, as determined in the sole discretion of the
Compensation Committee.

                  (e)    The Compensation Committee may, in its sole discretion,
require the Participant to agree not to make an election pursuant to section
83(b) of the Code as a condition for the receipt of Common Stock hereunder.

         3.8      Shareholder Approval Requirement. Notwithstanding the
foregoing provisions of this Article III, no ITIP Bonus shall be paid under this
Plan to a Participant to the extent that such payment would be non-deductible
under the provisions of Section 162(m) of the Code unless and until the
shareholders of the Company have approved this Plan and the material terms of
the performance goals established under this Plan in conformity with the
requirements of Section 162(m) of the Code and the Regulations thereunder.

         3.9      Deferral of Certain Payments. Notwithstanding the foregoing
provisions of this Article III, if a Participant would receive compensation with
respect to any Plan Year, including ITIP Bonuses under this Plan, that would
exceed the $1,000,000 compensation deduction limitation of Section 162(m) of the
Code and therefore be non-deductible for federal income tax purposes, the amount
of the Participant's ITIP Bonus for such Plan Year may be reduced by the
Compensation Committee to the extent necessary to avoid such limitation and any
such reduction shall be paid to the Participant in a subsequent year in
accordance with the provisions of this Section. In the event of any such
deferral, the amount deferred, which shall consist of the cash portion of the
ITIP Bonus and the number of shares of Common Stock that would have otherwise
been issuable to the Participant, together with interest and dividends credited
as set forth below, shall be paid to the Participant in the first calendar year
during which the deduction of such

                   
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amounts shall not be subject to the limitations of Section 162(m) of the Code.
The amount of the cash portion of the ITIP Bonus deferred shall be credited to a
special deferred compensation account in the name of the Participant and such
account shall be credited with interest at a rate equal to the rate of interest
announced publicly by The Chase Manhattan Bank (National Association) from time
to time as its "prime rate", with the interest rate hereunder adjusted at such
time as such "prime rate" is adjusted, from the period beginning upon the date
on which such amount otherwise would have been paid under the provisions of this
Plan through the last day of the month immediately preceding the date of
payment. Any dividends paid with respect to the shares of Common Stock that are
deferred in accordance with the provisions of this Section 3.8 shall be credited
to the special deferred compensation account as of the date such dividends would
otherwise have been paid and such amounts shall be credited with interest as
above provided. Notwithstanding the foregoing, in the event of a Change in
Control, all amounts deferred in accordance with the provisions of this Section,
together with interest and dividends credited with respect to such deferred
amounts, shall be paid to the appropriate Participants as soon as practicable
following the date of the Change in Control. Determinations with respect to the
deferral of ITIP Bonuses hereunder shall be made by the Compensation Committee
in its sole discretion.


                                   ARTICLE IV

                               GENERAL PROVISIONS

         4.1      Administration. The Plan will be administered by the
Compensation Committee or its delegees. The Compensation Committee shall
interpret the provisions of the Plan in its full and absolute discretion. The
determinations of the Compensation Committee with respect to the Plan shall be
conclusive. All expenses of the Company in administering the Plan shall be borne
by the Company.

         4.2      Plan Unfunded. The Plan shall be unfunded and no trust or
other funding mechanism shall be established for the Plan. All benefits to be
paid pursuant to the Plan shall be paid by the Company from its general assets
and an Employee (or his heir or devisee) shall not have any greater rights than
a general, unsecured creditor against the Company for any benefit hereunder.

         4.3      Participation in Plan by Affiliates. Any Affiliated Entity
shall become a party to this Plan and become a Participating Employer upon
designation by the Company as a Participating Employer.

         4.4      Amount Payable Upon Death of Employee. If a Participant who is
entitled to payment hereunder dies before receiving full payment of the amount
due, such amount shall be paid, in a cash lump sum, to the beneficiary or
beneficiaries designated by the Participant to receive life insurance proceeds
under the Company's life insurance plan. In the absence of an effective
beneficiary designation under said plan, any amount payable hereunder following
the death of a Participant shall be paid to the Participant's estate.

                   
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         4.5      Right of Offset. To the extent permitted by applicable law,
the Company may, in its sole discretion, apply any bonus payments otherwise due
and payable under this Plan against any Participant loans outstanding to the
Company or other debts of the Participant to the Company.

         4.6      Amendments, Termination, Etc. The Board, upon the 
recommendation of the Compensation Committee, may at any time amend, modify,
suspend or terminate the Plan.

         4.7      Payments Due Minors or Incapacitated Persons. If any person
entitled to a payment under the Plan is a minor, or if the Compensation
Committee determines that any such person is incapacitated by reason of physical
or mental disability, whether or not legally adjudicated as an incompetent, the
Compensation Committee shall have the power to cause the payment becoming due to
such person to be made to another for his benefit, without responsibility of the
Compensation Committee, the Company, or any other person or entity to see to the
application of such payment. Payments made pursuant to such power shall operate
as a complete discharge of the Compensation Committee, the Plan and the Company.

         4.8      Section Headings. The Section headings are included herein
only for convenience, and they shall have no effect on the interpretation of the
Plan.

         4.9      Severability. If any article, section, subsection or specific
provision is found to be illegal or invalid for any reason, such illegality or
invalidity shall not affect the remaining provisions of the Plan, and the Plan
shall be construed and enforced as if such illegal and invalid provision had
never been set forth in the Plan.

         4.10     No Right to Employment. The establishment of this Plan shall
not be deemed to confer upon any person any legal right to be employed by, or to
be retained in the employ of, the Company or any Affiliated Entity, or to give
any Employee or any person any right to receive any payment whatsoever, except
as provided under this Plan. All Employees shall remain subject to discharge
from employment to the same extent as if this Plan had never been adopted.

         4.11     Transferability. Any ITIP Bonus payable hereunder is personal
to the Participant and may not be sold, exchanged, transferred, pledged,
assigned or otherwise disposed of except by will or by the laws of descent and
distribution.

         4.12     Successors. This Plan shall be binding upon and inure to the
benefit of the Company, the Participating Employers and the Participants and
their respective heirs, representatives and successors.


                   
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         4.13     Governing Law. The Plan and all agreements hereunder shall be
construed in accordance with and governed by the laws of the State of Colorado,
unless superseded by federal law.

         Adopted as of January 1, 1997.


                                          NEWMONT GOLD COMPANY


                                          By: /s/ T. J. Schmitt
                                             -----------------------------------


                   
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<PAGE>   13


                                   SCHEDULE A

                           TARGETED PAYOUT PERCENTAGES



<TABLE>
<CAPTION>
         Impact
          Level            Pay Grade              1997           1997-1998           1997-1999
         -------           ---------              ----           ---------           ---------
           <S>              <C>                    <C>              <C>                 <C>
            I                 203                  N/A              N/A                 N/A
           II                 202                  28%              56%                 85%
           III              200-201                25%              50%                 75%
           IV               113-114                17%              34%                 50%
            V               111-112                13%              26%                 40%
           VI                 110                  10%              20%                 30%
           VII                109                   7%              14%                 20%
</TABLE>



                   
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