Unassociated Document


    
      Exhibit
10.21

      

       

    

    2008
ANNUAL SALARIED TEAM MEMBER INCENTIVE PLAN

    


    


    


    Purpose

    


    The
purpose of the 2008 Annual Salaried Team Member Incentive Plan (the “Plan”) is
to attract, retain, motivate and reward team members for successful company,
business unit, and individual performance with awards that are commensurate with
the level of performance attained.

    


    Eligibility

    


    Each
eligible salaried team member employed by U. S. Concrete and its subsidiary
companies is a Participant in the Plan, and must be an active team member or on
an approved leave of absence in order to receive any
payout.   Team members hired during 2008 will receive a pro-rata
incentive payout for any award they are eligible to receive under the provisions
of the Plan.  In order to receive a payout, a Performance Review Form
for each team member must be completed by the team member’s supervisor and
submitted on or before January 31, 2009.

    


    Individual Target
Bonus

    


    The
amount of each team member’s Individual Target Bonus Percentage is based on
their grade level and is expressed as a percentage of their annual base pay (see
Exhibit I).   The Individual Target Bonus Percentage for
employees who receive a change in grade level and/or base pay after April 1,
2008, will be prorated to reflect the new grade and/or base pay at the
discretion of the Plan Administrator.

    


    Threshold Performance
Level

    


    In order
for any bonus to be paid out, the overall company EBITDA performance to budget
must be equal to or greater than 85% of budget.  After that level of
performance is attained, the individual bonus payout will be based
on:  1) the financial and non-financial performance of the business
unit and, 2) individual performance.  The total bonus pool available
to be paid out can be increased or decreased at the discretion of the
Compensation Committee based on overall company and business unit(s) EBITDA
performance compared to budget and/or prior year performance.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
         

        2008
ANNUAL SALARIED TEAM MEMBER INCENTIVE PLAN 

        
          

          

        

      

    

     

    Bonus
Available for Individual Payout 

    


    The
percent of an individual’s target bonus available for payout it determined by
the entity’s performance relative to budget for each criteria listed below and
its corresponding weighting:

     

    
      	 	 	 	 
	 	 	

              Criteria

            	

              Weighting

            
	
              FINANCIAL

            	 	 
      	 
      
	
              I.

            	 	
              EBITDA

            	
              25%

            
	
              II.

            	 	
              Contribution
      Margin

            	
              25%

            
	
              III.

            	 	
              Return
      on Assets

            	
              25%

            
	
              NON-FINANCIAL

            	 	 
      	 
      
	
              IV.

            	 	
              Safety
      Rates

            	
              25%

            
	
              TOTAL

            	 	 
      	
              100%

            


    

    


    The
entity performance relative to each of the above criteria will yield a payout
from 0% to 200% for each criteria based on the schedule in Exhibit
II.  The sum each criteria’s weighting multiplied by the percent of
target bonus for the corresponding level of budget variance will yield the
percent of an individual’s target bonus available for
payout.

    


    Individual Bonus
Payout

    


    The
amount of the available bonus paid
to an individual is a function of their individual performance according to the
following schedule:

     

    
      
        	
                Individual
      Rating

              	
                % of Available Bonus
      Paid Out

              
	 
      	 
      
	
                0.0
      (Below Threshold)

              	
                0%

              
	
                1.0
      (Threshold)

              	
                70%
      of the individual bonus portion

              
	
                2.0
      (Target)

              	
                100%
      of the individual bonus portion

              
	
                3.0
      (Optimum)

              	
                120%
      of the individual bonus
portion

              


      



    Individual
bonus payouts will be pro-rated for individual performance level ratings between
the “Below
Threshold-Threshold-Target-Optimum” levels.

    


    An
individual may not receive more than 200% of their target bonus.

    


    Bonus
Payment

    


    All Bonus
Payments are contingent on the approval of the Compensation Committee of the
Board of Directors.  The payments will be paid as soon as
administratively feasible after the previous year’s financial results are
finalized.

     

    
      
        
        

      

      
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        2008
ANNUAL SALARIED TEAM MEMBER INCENTIVE PLAN 

        
          

          

        

      

       

    

    Plan
Administration

    


    The Plan
shall be administered by the Chief Executive Officer, the Chief Financial
Officer, and the Vice President of Human Resources, referred to collectively
hereafter as the “Plan Administrators.”

    


    Except
for the terms and conditions set forth in this document, the Plan Administrators
shall have sole authority to construe and interpret the Plan, to establish,
amend, and rescind rules and regulations relating to the Plan, to exercise
discretion in interpolating performance
levels and award payouts outside of or within designated ranges, and to take all
such steps and make all such determinations in connection with the Plan and
Bonus Payments granted hereunder as it may deem necessary or advisable, which
determination shall be final and binding upon all Participants.

    


    Plan
Communication

    


    A copy of
the Plan including an exhibit specifying the team member’s job title, grade
level, target and optimum bonus percentages, and performance review form will be
distributed to each eligible team member.

    


    Retirement, Termination,
Death and Disability

    


    The Plan
Administrators may, but
are not required to, grant a prorated Bonus Payout as it deems advisable to a
Participant (or beneficiary in the event of death) who terminates employment
during 2008 due to retirement, involuntary termination not for cause, or
disability.  Payment of this pro-rated bonus will be made at the same
time payment is made to other Participants in accordance with the terms and
conditions of this Plan, and is contingent upon the Participants signing of an
agreement and release with the Company.

    


    No Right to Continued
Employment

    


    The Plan
shall not create any contractual or other right to receive payouts or other
benefits in the future.  All determinations with respect to any such
payments shall be made at the sole discretion of the Plan
Administrators.  A team member’s participation in the Plan shall not
create a right to further employment with his or her employer nor interfere with
the ability of his or her employer to terminate his or her employment with or
without cause.

    


    Termination

    


    The Plan
is in effect for the 2008 calendar year.  The Plan Administrator may
at any time suspend the operation of or terminate the Plan.

     

    
      
        
        

      

      
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        2008
ANNUAL SALARIED TEAM MEMBER INCENTIVE PLAN 

        
          

          

        

      

       

    

    Exhibit
I

    2008
Individual Target Bonus Percentage Chart

     

    
      	
              Grade
      Level

            	
              Target
      %

            
	
              19

            	
              40%

            
	
              18

            	
              35%

            
	
              17

            	
              30%

            
	
              16

            	
              25%

            
	
              15

            	
              20%

            
	
              14

            	
              15%

            
	
              13

            	
              12.50%

            
	
              12

            	
              10%

            
	
              11

            	
              5%

            
	
              10

            	
              5%

            
	
              9
      and below

            	
              3%

            


    

     

    
      
        
        

      

      
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      2008
ANNUAL SALARIED TEAM MEMBER INCENTIVE PLAN 

      
        

        

      

       

    

    Exhibit
II

    Range
of Target Bonus Pool

     

    
      	
              EBITDA

              25%

              Weighting

            	
              Marginal
      Contribution

              25%
      Weighting

            	
              Return
      On Assets

              25%

              Weighting

            	
              Safety
      Targets

              25%

              Weighting

            
	
               %
      of Budget

              Attained

            	
              %
      Target

              Bonus

            	
               Change

              In
      Marg. Cont.

            	
              %
      Target

              Bonus

            	
               Change
      in ROA

            	
              %
      Target

              Bonus

            	
              %
      of Budget

                Attained

            	
              %
      Target

              Bonus

            
	 
      	 
      	
              +6%

            	
              200%

            	
              +6%

            	
              200%

            	
              0%

            	
              200%

            
	
              200%

            	
              200%

            	
              +5%

            	
              183%

            	
              +5%

            	
              183%

            	
              10%

            	
              190%

            
	
              180%

            	
              180%

            	
              +4%

            	
              166%

            	
              +4%

            	
              166%

            	
              20%

            	
              180%

            
	
              160%

            	
              160%

            	
              +3%

            	
              150%

            	
              +3%

            	
              150%

            	
              30%

            	
              170%

            
	
              140%

            	
              140%

            	
              +2%

            	
              133%

            	
              +2%

            	
              133%

            	
              40%

            	
              160%

            
	
              120%

            	
              120%

            	
              +1%

            	
              116%

            	
              +1%

            	
              116%

            	
              50%

            	
              150%

            
	
              100%

            	
              100%

            	
              0%

            	
              100%

            	
              0%

            	
              100%

            	
              60%

            	
              140%

            
	
              95%

            	
              75%

            	
              -1%

            	
              50%

            	
              -1%

            	
              50%

            	
              70%

            	
              120%

            
	
              90%

            	
              50%

            	
              -2%

            	
              0%

            	
              -2%

            	
              0%

            	
              80%

            	
              110%

            
	
              85%

            	
              25%

            	 
      	 
      	 
      	 
      	
              90%

            	
              100%

            
	
              80%

            	
              0%

            	 
      	 
      	 
      	 
      	
              100%

            	
              50%

            


    

    
 

    
      
        
        

      

      
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