Unassociated Document


    Exhibit
10.1

    


    2010 Composite Technology
Corporation Omnibus  Incentive Plan Summary

     

    The
discretionary bonus pool consists of $1.8 million at 100% payout. Approximately
$1,200,000 is set forth for executives and $600,000 for other employees of the
Company and its subsidiaries.

    


    All
participants of the management bonus to be paid off “Adjusted
Revenues.”

    


    Adjusted
Revenues shall be subject to minimum actual revenue gates, backlog gates and
profitability gates for both CTC Cable and CTC Consolidated.  The
gates are described below.

    


    Adjusted
Revenues is calculated as:

    


    
      	
              1)

            	
              Actual
      revenues recorded for calendar year 2010
plus;

            


    

    
      	
              2)

            	
              Gross
      margin adjustment (see below) plus;

            


    

    
      	
              3)

            	
              Backlog
      credit (see below)

            


    

     

    
      Gross margin
adjustment will be an addition or reduction of Adjusted Revenue credit
for actual gross margins that deviate from the planned 30% margin
rate.    For example, if 2010 revenues are $50 million and
generate $15 million in margin there is no adjustment.  If the $50
million in revenues generates 40% margin = $20 million then Adjusted Revenues
would be increased by the $5 million in additional margin divided by 30% = $16.6
million in additional Adjusted Revenue credit.  If the $50 million
generates 25% margin, Adjusted Revenues would be decreased by the $2.5 million
in reduced margin divided by 30% = $8.3 million in reduced Adjusted
Revenues.

    

    


    Backlog credit – for
existing backlog (unrecognized revenue) a revenue credit shall be given for 25%
of the backlog in excess of $20 million, but not to exceed a $5 million adjusted
revenue credit in total.  This is to provide incentive to bring in new
orders.

    


    Bonus
payout to be as follows:

     

    
      
        	
                Bonus
      Payout

              	
                Pool
      in $

              	
                Adjusted
      Revenue Threshold

              
	
                25%

              	
                $450K

              	
                $30
      million to $40 million

              
	
                50%

              	
                $900K

              	
                $40
      million to $50 million

              
	
                Each
      10%

              	
                +$180K

              	
                Each
      +$2M over $50M

              
	
                100%

              	
                $1.8M

              	
                $60M

              
	
                Each
      20%

              	
                +$180K

              	
                Each
      $3M over $60M

              
	
                200%

              	
                $3.6M

              	
                Up
      to $75M

              


      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Bonus
Gates:

    


    Minimum
Revenue Gate:  No CTC bonus shall be paid for actual revenues below
$30M, regardless of Adjusted Revenues.

    


    CTC Cable
profitability gate:  The maximum bonus payout percentage shall be 25%
of the bonus pool figure unless CTC Cable EBITDAS, (Earnings before Interest,
Taxes, Depreciation, Amortization, and Stock Compensation) is
positive.  If the calculated bonus accrual itself pushes CTC Cable
EBITDAS to a loss, then the bonus limit shall be 25% of the pool, plus 50% of
the EBITDAS gain remaining after the initial 25% bonus is reduced from pre-bonus
EBITDAS.

    


    CTC
Corporate profitability gate:  The maximum bonus payout percentage
shall be 50% of the bonus pool figure unless CTC consolidated EBITDAS, (Earnings
before Interest, Taxes, Depreciation, Amortization, and Stock Compensation) is
positive. If the calculated bonus accrual itself pushes CTC Cable EBITDAS to a
loss, then the bonus limit shall be 50% of the pool, plus 50% of the EBITDAS
gain remaining after the initial 50% bonus is reduced from pre-bonus
EBITDAS.

    


    The
maximum bonus is 200% of pool target.