Exhibit 10.1
 NOTE: CERTAIN MATERIAL HAS BEEN REDACTED FROM THIS DOCUMENT AND FILED SEPARATELY WITH THE SEC
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT UNDER RULE 24b-2. THE LOCATIONS OF THESE
REDACTIONS ARE INDICATED THROUGHOUT THE DOCUMENT BY THE FOLLOWING MARKING: [***].
 2009 EXECUTIVE MANAGEMENT INCENTIVE AWARDS
 Introduction
  Administration
  Eligibility to Participate
   a.
    
    unless the Committee shall determine otherwise, an EMIA may be established for a Top
Executive after 90 days have elapsed since January 1, 2009 only if 75.1% or more of the
performance time period is remaining at the time the EMIA is established, in accordance
with Treas. Reg. § 1.162-27(e);b.
    
    any executive hired after September 30, 2009 is ineligible for an EMIA; andc.
    
    any employee of the Company promoted into an EMIA-eligible position who becomes an EMIA
Participant (but who is not a Top Executive) shall participate prorata in the EMIA




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program and in any other 2009 cash incentive plan in which the employee participated prior
to becoming an EMIA Participant.
 Objectives
  Approval of Objectives
  Weighting of Objectives
  FinancialExecutive
    
    Objective*President and Chief Executive Officer
    
    100% Corporate Cash from OperationsSteven J. Andrzejewski and Commercial
    
    80% Corporate Cash from Operations;Operations Participants
    
    20% Total prescriptions and/orunits for promoted productsEric J. Bruce and Animal Health
    
    80% Corporate Cash from Operations;Participants
    
    20% Animal Health Operating IncomeDennis OBrien and Meridian
    
    80% Corporate Cash from Operations;Participants
    
    20% Meridian Operating IncomeAll other Participants
    
    100% Corporate Cash from Operations
 
 *
    
    See below for details regarding the Financial Objectives. Determination of Award Amounts
  EMIA Payout($) =
    
    2009 base salary earned ($)
x Weighted Financial Objective Achievement Percentage (%)
  2




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Weighted Financial Objective Achievement Percentage
  ACHIEVEMENT PERCENTAGEPOSITION
    
    THRESHOLD
    
    TARGET
    
    STRETCHPresident & Chief Executive Officer
    
    50%
    
    100%
    
    200%Chief Financial Officer
    
    35%
    
    70%
    
    140%Chief Commercial Officer
    
    30%
    
    60%
    
    120%President, Animal Health
    
    30%
    
    60%
    
    120%Chief Science Officer
    
    30%
    
    60%
    
    120%Chief Legal Officer
    
    30%
    
    60%
    
    120%EVP Level 1
    
    25%
    
    50%
    
    100%EVP Level 2
    
    20%
    
    40%
    
    80%[***]
    
    [***]%
    
    [***]%
    
    [***]%[***]
    
    [***]%
    
    [***]%
    
    [***]%[***]
    
    [***]%
    
    [***]%
    
    [***]%
   Limitation of Payouts
    3




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Eligibility for EMIA Payout
  a.
    
    In the case of any of the Top Executives, EMIA Payouts shall be contingent upon the
Committees approval of the Weighted Financial Objective Achievement Percentage.b.
    
    In the case of all other EMIA Participants, payment of any EMIA shall be contingent
upon the determination of the Chief Executive Officer, or his designee, of the Weighted
Financial Objective Achievement Percentage.
      Timing of EMIA Payout
  4




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Tax Matters
   Other Matters
     5




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Financial Objectives
  Financial Objective 1: Cash From Operations
 ACHIEVEMENT LEVELThreshold
    
    Target
    
    StretchCorporate Cash from Operations (1)
    
    $[***]
    
    $[***]
    
    $[***]
 
 (1)
    
    [***] Financial Objective 2: Total Prescriptions and/or Units from Promoted Products
   ACHIEVEMENT LEVELProduct
    
    Metric (2)
    
    Weight
    
    Threshold
    
    Target
    
    Stretch[***]
    
    [***]
    
    [***]%
    
    [***]
    
    [***]
    
    [***]
 
 (2)
    
    [***]  ACHIEVEMENT LEVELProduct
    
    Metric (3)
    
    Weight
    
    Threshold
    
    Target
    
    Stretch[***]
    
    [***]
    
    [***]%
    
    [***]
    
    [***]
    
    [***]
 
 (3)
    
    [***]  Financial Objective 3: Animal Health Operating Income
 ACHIEVEMENT LEVELThreshold
    
    Target
    
    StretchAnimal Health Operating Income (4)
    
    $[***]
    
    $[***]
    
    $[***]
 
 (4)
    
    [***]. Financial Objective 4: Meridian Medical Technologies, Inc. Operating Income
 6




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ACHIEVEMENT LEVELThreshold
    
    Target
    
    StretchMeridian Medical Technologies, Inc. 
Operating Income (5)
    
    $[***]
    
    $[***]
    
    $[***]
 
 (5)
    
    [***]. 7