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EVERGREEN SOLAR, INC. MANAGEMENT INCENTIVE PLAN

The purpose of the Management Incentive Plan is to recognize and reward key
employees of Evergreen Solar for the business performance of the organization.
The Management Incentive Plan is based on company performance results, compared
to annually established plan goals.

Objectives

      -     Promote strong linkage between employee contributions and overall
            Company performance that enhances shareholder value.

      -     Reward performance that directly supports the achievement of Company
            annual business objectives.

      -     Attract and retain critical technical and management talent
            necessary for the Company's success.

      -     Provide the opportunity for significant compensation based company
            annual performance.

Eligibility

Plan participants will include: CEO, SVP's, VP's, Director's and all other
Professional Staff. The plan allows the inclusion of other non-referenced
employees as approved by the CEO or Compensation Committee.

Individual Participation Levels

Participation in the Management Incentive Plan will be based on position level
in the company at the beginning of each calendar year. EMPLOYEES HIRED OR
PROMOTED ON OR AFTER OCTOBER 1ST WILL NOT BE ELIGIBLE FOR PARTICIPATION IN THE
MANAGEMENT INCENTIVE PLAN. Promotions and new hires prior to October 1st will be
eligible for participation in the plan on a pro-rated basis, determined by using
the promotion date or hire date. The following table identifies eligible
participants and the targeted bonus level:

<TABLE>
<CAPTION>
Position Level                           Incentive Target
-------------         ------------------------------------------------------------------
<S>                   <C>
Level 4               40% (based on 100% attainment of Company Performance Targets
                      AND Corporate Strategic Goals)

Level 3               25% (based on 100% attainment of Company Performance Targets
                      AND Corporate Strategic Goals)

Level 2               15% (50% of bonus opportunity is based on 100% attainment of
                      Company Performance Targets and 50% is based on 100% attainment of
                      Departmental Objectives)

Level 1               5% (50% of bonus opportunity is based on 100% attainment of
                      Company Performance Targets and 50% is based on 100% attainment
                      Of Department Objectives)
</TABLE>

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Actual Management Incentive Plan payments can be more or less than the targeted
amount based on Company Performance Target Calculations and/or achievement of
Corporate Strategic Goals and departmental objectives.

Level 3 and Level 4 plan participants become eligible for bonus payout based on
attainment of Company Performance Targets AND the achievement of Corporate
Strategic Goals. Level 3 and Level 4 employees must be performing at a "Meets
Expectations" level or above, and must be employed by Evergreen Solar at the
time plan payments are made.

Level 1 and 2 plan participants become eligible for 40-60% of their bonus amount
based on attainment of Company Performance Targets. The remaining 40-60% of the
eligible bonus amount is earned based on the attainment of Strategic and/or
Departmental Objectives as outlined by the Plan. The actual weighting of Company
Performance Targets and Strategic/Departmental Objectives will be established
annually. As with Level 3 and level 4 participants, level 1 and 2 participants
must be employed by Evergreen Solar at the time plan payments are made and be
performing at or above a "Meets Expectations" level.

Company Performance Targets

Total Company performance for the purposes of this bonus plan will be determined
by attainment of financial, strategic and departmental objectives. Specific
targets will be determined and communicated to plan participants on an annual
basis.

The CEO, in conjunction with the Board of Directors, reserves the right to amend
or change Company Performance Targets at any time during the plan year, if such
a change is deemed to be in the best interest of Evergreen Solar, Inc.

The CEO and the Board of Directors also reserve the right to make discretionary
bonus payments to plan and non-plan participants, based on their contribution to
Evergreen Solar goals and objectives, regardless of the achievement of Company
Performance Targets.

Company Strategic Objectives

As the company enters its' next growth phase, we are cognizant that many factors
beyond pure financial measures, will contribute to our overall success. As such,
the Management Incentive Plan payouts will be calculated based on the attainment
of financial targets as well as Corporate Strategic Goals and departmental
objectives. Specific Corporate Strategic Goals will be established and
communicated by the CEO, and must be executed by year-end in order for Level 3
and Level 4 participants to receive a bonus payout.

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Departmental Objectives

As outlined above, Level 1 and Level 2 participants will have a significant
percentage (established and communicated annually) of their bonus opportunity
based on departmental goal attainment. Departmental objectives must be clear
linkage to the "macro" strategy and/or objectives of Evergreen Solar; be easily
recognizable or measurable when completed; and, Level 1 and level 2 plan
participants play a key role in its' attainment.

Establishment of Company Performance Targets and Department Objectives

The CEO will recommend performance targets for revenue and gross margin for the
coming year to the Compensation Committee. He will also establish and gain
necessary approvals relative to the Corporate Strategic Goals for the upcoming
year. The Compensation Committee will set the coming year's targets at the last
meeting of each calendar year.

For Level 1 and Level 2 participants, departmental objectives will be
established by the appropriate department Vice President and approved by the
CEO. Departmental objectives will be communicated to plan participants at the
beginning of each calendar year.

Determination and Approval of Company Performance Results and Departmental
Objective Results

The CEO will review company performance with the Board of Directors and the
Compensation Committee at the first meeting of each calendar year. Additionally,
the CEO will review attainment of departmental results with each Vice President.
Upon approval from the Compensation Committee, Management Incentive Plan
calculations will be initiated and payment will be made to eligible
participants.