**Exhibit 10.8(e)**

 
| ***AMO  BONUS PLAN*** | **** |
|-----------------------|------|

 

**2006 PERFORMANCE OBJECTIVE**

 

***2006 PERFORMANCE OBJECTIVE***

 

The 2006 performance objective for the Bonus Plan is 75%based on Adjusted Operating Income and 25% based on Revenue for the full yearof AMO performance. “Adjusted Operating Income” is defined as sales less cost of goods sold and all basicoperating expenses of the business. “Adjusted Operating Income” excludesspecial charges associated with AMO’s rationalization and repositioning programand the effect of stock option expense. “Revenue” is defined as the totaldollar payment for goods and services that are credited to the income statementover the measurement period.

 

Each segment of the bonus is funded when AMO achievesthe threshold levels of Adjusted Operating Income and Revenue performance, respectively,as indicated below. If the Adjusted Operating Income funding trigger thresholdis not met, the 75% element of the plan is not funded. If the Revenue fundingtrigger threshold is not met, the 25% element of the plan is not funded. Ifneither funding trigger threshold is met, no bonuses will be paid out.

 

***FUNDING TRIGGER ELEMENTS***

 
| **75% - ADJUSTED  OPERATING INCOME**                                                                                                              | ** ** |
|---------------------------------------------------------------------------------------------------------------------------------------------------|------------|
| **PERFORMANCE    LEVEL**                                                                                                                          | ** ** | **2006 ADJ OP  INCOME   RANGE** | ** ** | **BONUS   AWARD AS A  % OF TARGET** | ** ** |
| Below Threshold                                                                                                                                   |       | -38.26 mm |   | 0% |   |
| Threshold                                                                                                                                         |       | -38.25 mm |   | 40% |   |
|                                                                                                                                              |       | Target |   | 100% |   |
| Maximum                                                                                                                                           | ** ** | +38.25 mm |   | 150% | ** ** |
| If actual Adjusted Operating Income results fall  between the performance levels shown above, the portion of bonus will be  prorated accordingly. |       |

 
| **25%  - REVENUE**                                                                                                              | ** ** |
|---------------------------------------------------------------------------------------------------------------------------------|------------|
| **PERFORMANCE    LEVEL**                                                                                                        | ** ** | **2006  REVENUE  RANGE** | ** ** | **BONUS   AWARD AS A  % OF TARGET** | ** ** |
| Below Threshold                                                                                                                 | ** ** | -51.06 mm |   | 0% | ** ** |
| Threshold                                                                                                                       | ** ** | -51.05 mm |   | 50% | ** ** |
| ** **                                                                                                                      |       | **Target** |   | **100%** | ** ** |
| Maximum                                                                                                                         | ** ** | +157.15 mm |   | 150% | ** ** |
| If actual Revenue results fall between the  performance levels shown above, the portion of bonus will be prorated  accordingly. |       |

 

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# **BONUS POOL FUNDING**

 

At the end of the year,the President and Chief Executive Officer of Advanced Medical Optics, Inc. mayrecommend adjustments to the bonus funding levels to the Organization,Compensation and Corporate Governance Committee (the “Committee”) afterconsideration of key operating results. When calculating Adjusted OperatingIncome and Revenue performance for purposes of this Plan, the Committee has thediscretion to include or exclude any or all of the following items:

 

•                  Extraordinary,unusual or non-recurring items

 

•                  Effects ofaccounting changes

 

•                  Effects offinancing activities

 

•                  Expenses forrestructuring or productivity initiatives

 

•                  Othernon-operating items

 

•                  Spending foracquisitions

 

•                  Effects ofdivestitures

 

**BONUS POOL DIFFERENTIATION BYBUSINESS UNIT/FUNCTION**

 

The target bonus pool isdetermined by performance against Adjusted Operating Income (75%) and Revenue (25%).The factors below will be considered for allocation of region/function bonuspools:

 

***CORPORATE& GLOBAL MARKETING***

 

•                  Corporate AdjustedOperating Income (60%)

 

•                  CorporateRevenue (40%)

 

***STRATEGICBUSINESS UNITS***

 

•                  Business Unit AdjustedOperating Income (40%)

 

•                  Business UnitRevenue (60%)

 

***RESEARCH& DEVELOPMENT***

 

•                  Corporate AdjustedOperating Income (20%)

 

•                  CorporateRevenue (20%)

 

•                  Achievement of R& D and Business Development Milestones (60%)

 

***WORLDWIDE MANUFACTURING***

 

•                  Corporate AdjustedOperating Income (20%)

 

•                  CorporateRevenue (20%)

 

•                  Achievement ofWorld Wide Manufacturing Milestones (60%)

 

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**INDIVIDUAL BONUS AWARDCALCULATION**

 

Target bonus awards areexpressed as a percentage of the participant’s year-end annualized base salary.The target percentages for managers other than corporate officers vary by salarygrade:

 

| **SALARY GRADE** | ** ** | **TARGET BONUS** |
|------------------|------------|------------------|
| 6E *             |       | 10%              |
|             |       |             |
| 7E               |       | 15%              |
|             |       |             |
| 8E               |       | 20%              |
|             |       |             |
| 9E               |       | 25%              |
|             |       |             |
| 10E              |       | 30%              |
|             |       |             |
| 11E              |       | 35%              |

 

Target percentages forcorporate officers are individually established by the Committee.

 

A participant’s actualbonus award may vary above or below the targeted level based on the supervisor’sevaluation of his or her performance in relation to the predetermined MBOs. Eachparticipant may receive from 0% to 150% of his or her target bonus amount. However,the total of all bonus awards given within each region/function must total nomore than 100% of the total bonus pool dollars allocated to thatregion/function.

 

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* U.S. and Puerto Ricoemployees only.

 

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