ex10_1-22.htm


    


    Exhibit
10.1.22

    


    


      


      Great
Plains Energy Incorporated

      Kansas
City Power & Light Company

      Annual
Incentive Plan

      Amended
effective as of January 1, 2007

      


      Objective

      


      The Great
Plains Energy and Kansas City Power & Light Company (KCP&L) Annual
Incentive Plan (“Plan”) is designed to motivate and reward senior management to
achieve specific key financial and business goals and to also reward individual
performance.  By providing market-competitive target awards, the Plan
supports the attraction and retention of senior executive talent critical to
achieving Great Plains Energy‘s strategic business objectives.

      


      Eligible
participants include executives and other key employees of Great Plains Energy,
KCP&L, and Strategic Energy L.L.C. (SE) (“participants”), as approved by the
Compensation and Development Committee (“Committee”) of the Board of
Directors.

      


      Target
Awards

      


      Target
award levels are approved by the Committee and set as a percentage of the
participant’s base salary.  Percentages will vary based on level of
responsibility, market data and internal comparisons.

      


      Plan
Year and Incentive Objectives

      


      The
fiscal year (“Plan Year”) of the Plan will be the fiscal year beginning on
January 1 and ending on December 31.  Within the first 90 days of the
Plan Year, the Committee will approve specific annual objectives and performance
targets that are applicable to each participant.  Annual objectives
will include core earnings as a financial objective weighted at 40% and relating
to the earnings for the participant’s primary business or as determined by the
Committee; 40% reflecting key Great Plains Energy, KCP&L, and/or SE business
objectives; and 20% as a discretionary individual component.  Each
objective is subject to an established threshold, target, and maximum
level.  Each participant will be provided a copy of the applicable
objectives and targets within the first 90 days of the
year.  Objectives, thresholds, targets and maximums for each Plan Year
will be fixed for the Plan Year and will be changed only upon the approval of
the Committee.

      


      Payment
of Awards

      


      Approved
awards will be payable to each participant as soon as practicable after the end
of the Plan Year and after the Committee has certified the extent to which the
relevant objectives were achieved.  The awards will be paid in a lump
sum cash payment unless otherwise deferred under the Deferred Compensation
Plan.

       

      
        
          

        



      The size
of an individual participant’s award will be determined based on performance
against the specific objectives and performance targets approved by the
Committee.  Assuming the threshold level for core earnings is met,
each goal will pay out at 100% for target levels of goal performance; 50% for
threshold levels of goal performance; and 200% for a maximum level of goal
performance.  Awards will be extrapolated for performance between
threshold and target, and between target and superior
levels.  Individual awards will not be paid if the threshold level of
core earnings is not met.

      


      An award
for a person who becomes a participant during a Plan Year will be prorated
unless otherwise determined by the Committee.  A participant who
retires during a Plan Year will receive a prorated award as of his or her
retirement date unless otherwise determined by the
Committee.  Prorated awards will be payable in the event of death or
disability of the employee.  A participant who leaves the Company
prior to December 31 of a Plan Year for any reason other than retirement, death,
or disability will forfeit any award unless otherwise determined by the
Committee in its sole discretion.

      


       The
Company may deduct from any award all applicable withholding and other
taxes.

      


      Administration

      


      The
Committee has the full power and authority to interpret the provisions of the
Plan and has the exclusive right to modify, change, or alter the plan at any
time.

      



      
        
           


        

        
           


          
            

          

        

        
           


        

      



     

     

    
      
        	
                2008
      Annual Incentive Plan - Officers

              	 
      	 
      	 
      	 
      
	 
      	
                Objectives

              	
                Weighting

              	
                Threshold

              	
                Target

              	
                Superior

              
	
                40%
      of Payout

              	
                Core
      Financial Objectives

              	 
      	 
      	 
      	 
      
	 
      	
                1.
      GPE Core Earnings per Share1

              	
                40%

              	
                $1.60

              	
                $1.67

              	
                $1.77

              
	 
      	 
      	
                40%

              	 
      	 
      	 
      
	
                40%
      of Payout

              	
                Key
      Business Objectives

              	 
      	 
      	 
      	 
      
	 
      	
                2.
      SAIDI  (system-wide reliability in
    minutes)

              	
                5%

              	
                99.5

              	
                95.5

              	
                90.0

              
	 
      	
                3.
      % Equivalent Availability -coal & nuclear (plant
      performance)

              	
                10%

              	
                77.25%

              	
                80.0%

              	
                82.0%

              
	 
      	
                4.
      OSHA Incident Rate

              	
                10%

              	
                4.0

              	
                3.4

              	
                3.1

              
	 
      	
                5.
      JD Power Cust. Satisfaction Index - residential cust sat

              	
                5%

              	
                Bottom
      Half of

                Tier
      II

              	
                Top
      Half of

                Tier
      II

              	
                Tier
      I

              
	 
      	
                6.
      Comprehensive Energy Plan Progress

              	
                10%

              	
                Qualitative
      Measure

                Judgment
      made on collective work progress

              
	 
      	 
      	
                40%

              	 
      	 
      	 
      
	
                20%
      of Payout

              	
                Individual
      Performance

              	 
      	 
      	 
      	 
      
	 
      	
                7.
      Individual Performance

              	
                20%

              	
                Discretionary

              	
                Discretionary

              	
                Discretionary

              
	 
      	 
      	
                20%

              	 
      	 
      	 
      


      



    
      1 The
range provided for the core earnings per share objective is for incentive
compensation purposes.  The range is subject to change at any time by
the Compensation and Development Committee of the Board of Directors prior to
the actual payment of annual incentive compensation.  Due to the
Aquila transaction as well as the sale of Strategic Energy, Great Plains Energy
has not, and will not, issue earnings guidance for 2008. The range does not
constitute, and should not be construed as, any guidance, projection or estimate
of expected core earnings per share.


      Adopted
May 6, 2008