EXHIBIT (10)T


 


2009 NAMED EXECUTIVE OFFICER


SUMMARY OF BASE SALARY, BONUS AWARD
OPPORTUNITIES,


AND EXECUTIVE
BENEFITS AND PERQUISITES


 


Base
Salary


 


The table below sets forth the base salaries established for the 2009
fiscal year for the Company’s Principal Executive Officer and Principal
Financial Officer and the next three most-highly compensated executive officers
who were serving in those capacities at December 31, 2008 (the “NEOs”).


 


	
  Name and Principal Position

  	
   

  	
  Amount

  	
   

  
	
  Douglas M. Baker, Jr. 

  Chairman of the Board, President and 

  Chief Executive Officer

  	
   

  	
  $

  	
  1,000,000

  	
   

  
	
  Steven L. Fritze 

  Chief Financial Officer

  	
   

  	
  $

  	
  500,000

  	
   

  
	
  James A. Miller 

  President Institutional 

  North America Sector

  	
   

  	
  $

  	
  437,500

  	
   

  
	
  Thomas W. Handley 

  President Industrial and Services 

  North America Sector

  	
   

  	
  $

  	
  425,000

  	
   

  
	
  Lawrence T. Bell 

  General Counsel and Secretary

  	
   

  	
  $

  	
  400,000

  	
   

  



 


Bonus Award Opportunities


 


The Company maintains annual cash incentive programs
for executives referred to as the Management Incentive Plan or MIP and Management
Performance Incentive Plan or MPIP.  The
Company’s stockholders approved the current version of the MPIP in 2004, an
annual incentive plan under which awards should qualify as performance based
under Internal Revenue Code Section 162(m).  The Company is asking its shareholders to
re-approve the MPIP at the 2009 Annual Meeting of Shareholders.  On February 25, 2009, as required under
the terms of the MPIP, the Compensation Committee of the Board (“Committee”) selected
each of the NEOs to participate in the MPIP for 2009 and established the 2009
performance goal based upon the performance criteria of diluted earnings per
share (“EPS”), and EPS performance target of a designated earnings per share,
and a cash award of 300% of the base salary of each such officer for 2009 to
the extent the goal is achieved.  The
award is subject to and interpreted in accordance with the terms and conditions
of the MPIP and no amount will be paid under the MPIP unless and until the
Committee has determined the extent to which the performance goal has been met
and the corresponding amount of the award earned by the participant.  The MPIP permits the Committee to exercise
downward discretion so as to pay an amount which is less than the amount of the
award earned by the participant.  In
applying this downward discretion, the Committee considers underlying operable
metrics communicated to the participant, which are noted in the table
below.  Although the chart below
indicates a threshold payment, a named executive officer may receive no 


 

















 


payment as determined by results and approved
by the Compensation Committee.


 


	
   

  	
   

  	
  Target 

  Award 

  Opportunity 

  (% of base

  salary)

  	
   

  	
  Potential Award Payouts at Different 

  Levels of Performance 

  (% of Target Award)

  	
   

  	
  Performance Measure Mix

  	
   

  
	
  Name

  	
   

  	
   

  	
  Threshold

  	
   

  	
  Target

  	
   

  	
  Max

  	
   

  	
  EPS

  	
   

  	
  Business

  Unit

  	
   

  	
  Individual

  	
   

  
	
  Douglas
  M. Baker, Jr.

  	
   

  	
  130

  	
  %

  	
  40

  	
  %

  	
  100

  	
  %

  	
  200

  	
  %

  	
  100

  	
  %

  	
  0

  	
  %

  	
  0

  	
  %

  
	
  Steven
  L. Fritze

  	
   

  	
  70

  	
  %

  	
  40

  	
  %

  	
  100

  	
  %

  	
  200

  	
  %

  	
  70

  	
  %

  	
  0

  	
  %

  	
  30

  	
  %

  
	
  James
  A. Miller

  	
   

  	
  70

  	
  %

  	
  40

  	
  %

  	
  100

  	
  %

  	
  200

  	
  %

  	
  30

  	
  %

  	
  70

  	
  %

  	
  0

  	
  %

  
	
  Lawrence
  T. Bell

  	
   

  	
  60

  	
  %

  	
  40

  	
  %

  	
  100

  	
  %

  	
  200

  	
  %

  	
  70

  	
  %

  	
  0

  	
  %

  	
  30

  	
  %

  
	
  Thomas
  W. Handley

  	
   

  	
  70

  	
  %

  	
  40

  	
  %

  	
  100

  	
  %

  	
  200

  	
  %

  	
  30

  	
  %

  	
  70

  	
  %

  	
  0

  	
  %

  



 


Executive
Benefits and Perquisites


 


The
Company’s named executive officers participate in all the same health care,
disability, life insurance, pension, and 401(k) benefit plans made
available generally to the Company’s U.S. Employees.  In addition, the Company’s named executive
officers are eligible to participate in a deferred compensation program,
restoration plans for the qualified 401(k) and pension plans, a supplement
retirement benefit and an executive disability and life benefit.  Our named executive officers receive the
following perquisites: an executive cash allowance in lieu of a company
automobile, executive physical examinations, financial planning, spousal travel
in limited circumstances.