CBRL 8-K FY 2007 Annual Bonus Plan


    Exhibit 10.1

    
 

    CBRL
      GROUP, INC. 

    and
      

    SUBSIDIARIES

    


    FY
      2007 Annual
      Bonus Plan

    


    ARTICLE
      I

    General

    


    1.1  Establishment
      of the Plan.
      Pursuant to the 2002 Omnibus Incentive Compensation Plan (the "Omnibus Plan"),
      the Compensation and Stock Option Committee (the "Committee") of the Board
      of
      Directors of CBRL Group, Inc. (the “Company”) hereby establishes this FY 2007
      Annual Bonus Plan (the "ABP").

    


    1.2  Plan
      Purpose.
      The
      purpose of this ABP is to specify appropriate opportunities to earn an Annual
      Bonus in order to reward officers of the Company and of its subsidiaries for
      the
      Company's financial performance during fiscal year 2007 and to further align
      their interests with those of the shareholders of the Company. 

    


    1.3  ABP
      Subject to Omnibus Plan.
      This
      ABP is established pursuant to, and it comprises a part of the Omnibus Plan.
      Accordingly, all of the terms of the Omnibus Plan are incorporated in this
      ABP
      by reference as if included verbatim. In case of a conflict between the terms
      and conditions of the ABP and the Omnibus Plan, the terms and conditions of
      the
      Omnibus Plan shall supersede and control the issue.

    


    ARTICLE
      II

    Definitions

    


    2.1  Omnibus
      Plan Definitions.
      Capitalized terms used in this ABP without definition have the meanings ascribed
      to them in the Omnibus Plan, unless otherwise expressly provided.

    


    2.2  Other
      Definitions.
      In
      addition, whenever used in this plan, the following terms have the meanings
      set
      forth below: 

    


    (a)  "Additional
      Performance Factor" is that portion of the Annual Bonus based upon the degree
      of
      achievement from continuing operations of 2007 Plan Income, revenue growth
      and
      operating margins during the Company's 2007 fiscal year, and it ranges from
      100%
      to a high of 225%, calculated according to Schedule
      1
      attached
      to and part of this ABP. 

    


    (b)  "Annual
      Performance Bonus Component" is that portion of the Annual Bonus based upon
      the
      degree of achievement of Threshold Income during the Company's 2007 fiscal
      year
      and earned as follows:

     

    
 

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

      

    
      	 	 Annual Performance Bonus
	 2007 Income Achieved	 Component        
	 Less than Threshold Income 	  0
	 Threshold Income  	  60%
	 Ratably above Threshold	 
	     up
              to 2007 Plan
              Income 	 Between 60% and 100%
	 2007 Plan Income   	 100%


    

    


         (c)  "Company
      Performance Factor” means a percentage resulting from multiplying the Additional
      Performance Factor by the Annual Performance Bonus Component.

    


    (d)  “Performance
      Period” means the Company's 2007 fiscal year.

     

    (e)  “2007
      Income” means operating income from continuing operations during the 2007 fiscal
      year, excluding, in either event, extraordinary gains or losses and the effects
      of any acquisitions (other than the opening of restaurant facilities by the
      Company and its principal operating subsidiaries in the ordinary course of
      business). 

     

    (f)  “2007
      Plan Income” means approved 2007 Annual Plan operating income from continuing
      operations. 

     

    (g)  "Threshold
      Income" means operating income from continuing operations in fiscal year
      2006.

    


    (h)  “Target
      Bonus” means an Award equal to a Participant's applicable base salary for the
      Company's 2007 fiscal year multiplied by that Participant's Target
      Percentage.

     

    (i)  “Target
      Percentage” means a percentage applicable to each Participant that has been
      established by the Committee within the first 90 days of the Company's 2007
      fiscal year or, in the case of new hires or Participants who are promoted,
      established at the time of hiring or promotion, consistent with those
      established for the same or similar position by the Committee within the first
      90 days of the 2007 fiscal year.

     

     

    ARTICLE
      III

    Eligibility
      and Participation

    


    3.1  Eligibility.
      The
      Participants in the ABP shall be those persons designated by the Committee
      during the first 90 days of the Company's 2007 fiscal year, and those hired
      or
      promoted during the fiscal year and at that time designated as Participants
      by
      the Committee.

     

    
 

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    ARTICLE
      IV

    Awards

    


    4.1  Qualified
      Performance Measures.
      The
      Qualified Performance Measure for the ABP shall be a combination of the Annual
      Performance Bonus Component and the Additional Performance Factor during the
      Company's 2007 fiscal year as specified in the Company’s 2007 Annual Plan and in
      this ABP.

     

    4.2  Calculation
      and Payment of Awards.
      After
      the close of the Performance Period, the Committee shall certify in writing
      the
      achievement of the applicable Qualified Performance Measures and the amounts
      of
      any Awards payable to the Participants under all applicable formulas and
      standards. The Award due any Participant shall be calculated by multiplying
      the
      Company Performance Factor times the Target Bonus. The Award amount shall be
      paid to each Participant within a reasonable time after certification of the
      achievement of the Qualified Performance Measures by the Committee.

     

     

    ARTICLE
      V

    Termination
      of Employment

    


    5.1  Termination
      of Employment.
      Except
      upon death or disability, if, prior to the certification of the Award as set
      forth in Section 4.2, a Participant’s employment is terminated or the
      Participant voluntarily resigns, all of the Participant’s rights to an ABP Award
      for the Performance Period shall be forfeited. If a Participant’s employment is
      terminated because of a Participant's death or disability, the Award shall
      be
      reduced to reflect only the period of employment prior to termination. The
      adjusted award shall be based upon the number of days of employment during
      the
      Performance Period. In the case of a Participant’s disability, the employment
      termination shall be deemed to have occurred on the date the Committee
      determines that the disability has occurred, pursuant to the Company’s
      then-effective group long-term disability insurance benefit for officers. The
      pro-rated Award thus determined shall be payable at the time specified in
      Section 4.2.