Exhibit 10.1


 


2008 Qwest Management
Bonus Plan Summary


 


Purpose


 


Qwest
Communications International Inc.’s compensation philosophy is to pay for
performance.  The purpose of this bonus
plan is to tie a portion of each participant’s compensation to corporate goals
and individual achievements.


 


Eligibility


 


Except
as set forth below, all Qwest management employees in non-sales-commissioned
positions who are on the payroll during 2008 and who remain on the payroll
until the “close date”, two weeks prior to the bonus pay out date, are eligible
to participate in the 2008 Qwest Management Bonus Plan.  If a 2008 bonus is paid, the bonus payout is
expected to occur during the first quarter of 2009.


 


Employees
are ineligible for a bonus if their employment terminates, either voluntarily
or involuntarily, prior to the bonus program close date; if they are hired
after September 30, 2008; if they are on other incentive plans (e.g.,
sales compensation plans); if they are rated “Unacceptable” by their supervisor
or, in the discretion of the supervisor, their performance and/or behavior does
not warrant a payout. In addition, occupational employees, interns, contract
employees and temporary employees are ineligible for a bonus.


 


Bonus Target Percentages


 


The
target percentage used to calculate the bonus is expressed as a percentage of
base salary. The target percentage varies based on an employee’s job
responsibility and impact on the business.


 


Bonus
Calculation


 


The bonus payment is based on three measures:
Corporate Performance, Business Unit Performance, and Individual
Performance.  Corporate and Business Unit
Performance will be combined and scored between 0% - 150% based on the
applicable components described below. 
Individual Performance will
be scored between 0% -150%.   The actual
bonus payment will be computed as shown:


 


                                Eligible 2008 Salary


            x  Bonus Target Percentage


            x  [Corporate Performance Score x 60%] +
[Business Unit Performance Score x 40%]


            x  Individual Performance Score


            =  Bonus


 


1)             Corporate Performance
(60% for all employees)


Corporate Performance is
determined by the following:


 


Revenue (total company)  (20%)


EBITDA (total company)  (30%)


Cash Flow (total
company)  (30%)


Imperatives (total
company)  (20%)


 

















 


2)             Business
Unit Performance (40% for all employees)


 


a.               Revenue
Generating Business Units Performance


Revenue Generating Business
Unit Performance is determined by the following:


 


1)              For Employees in Business Markets (BMG):


 


BMG:


Revenue (50%)


Operating Margin (30%)


Imperatives (20%)


 


2)              For Employees in Wholesale:


 


Wholesale:


Revenue (20%)


Operating Margin (60%) 


Imperatives (20%)


 


3)              For Employees in Mass
Markets:


 


Mass Markets:


Revenue (40%)


Operating Margin (40%)


Imperatives (20%)


 


b.               Product
Management and Information Technologies (IT) Performance


Product
Management and IT Performance is determined by the following:


 


Revenue
( Weighted Avg. BMG, Mass Markets, Wholesale) (20%)


Operating
Margin (Weighted Avg. BMG, Mass Markets, Wholesale) (30%)


Capital
Expenditures (Product Management/IT &
Nework Operations) (30%)


Imperatives
(20%)


 


c.               Network
Operations Performance


Network
Operations Performance is determined by the following:


 


Operating
Margin (total company) (20%)


Capital
Expenditures (40%)


Expense
(20%)


Imperatives
(20%)


 


d.               Administrative
Support Groups Performance (Executive, Federal Relations, Finance, Legal,
Corporate Relations and Public Policy)


 


Performance
for employees in Executive, Federal Relations, Finance, Legal, Corporate
Relations and Public Policy  is determined
by the average of BMG, Wholesale, Mass Markets and Network Operations
Performance.


 


All performance targets for each measure will be established at the
beginning of 2008 and approved by the Board of Directors.


 


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3)    Individual Performance:


Individual
Performance is determined in an evaluation
by the supervising manager of overall employee performance compared to
established performance objectives and behaviors exhibited by the employee
compared to Qwest’s brand attributes and values.


 


Each
of the above financial performance targets may be based on non-GAAP measures
including adjustments to the reported GAAP financial statements as determined
at the end of the year and approved by the Board of Directors.  Imperative achievement is based on a
qualitative evaluation of non-financial performance objectives by our CEO.  The Board of Directors will certify
performance attainment and approve payout prior to payout date.  The Board of Directors may consider the
impact of any one time or unusual items in determining the percentage
achievement of any performance target.


 


Nothing
in the 2008 Qwest Management Bonus Plan is intended to modify the “At-Will”
nature of Qwest employees’ employment. 
All Qwest management employees are employed “At-Will.” 
This means either the employee or the company may terminate the employee’s
employment with or without cause at any time, and without advance notice,
procedure or formality.


 


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