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    Exhibit
      10.3

    


    Performance
      Targets for Annual Incentive Program and Certain Compensation
      Actions

    


    (1) The
      2006
      corporate performance goals for the Annual Incentive Program under the Lincoln
      National Corporation Amended and Restated Incentive Compensation Plan (the
      “ICP”), which apply to the Corporate Center executive officers are:

    


    ·  growth
      in
      our income from operations per share (with a weighting of 50%), 

    ·  sales
      growth (with a weighting of 30%), and

    ·  merger-related
      expense savings (with a weighting of 20%)

    


    The
      2006
      performance goals for executive officers in our business lines, include the
      corporate goals weighted as follows:

    


    ·  growth
      in
      income from operations per share (with a weighting of 15%), 

    ·  sales
      growth (with a weighting of 5%), and

    ·  merger-related
      expense savings (with a weighting of 5%).

    


    In
      addition, executive officers in our business lines, with the exception of
      Delaware, have the following goals weighted as follows

    


    ·  line
      of
      business income from operations (with a weighting of 35%), 

    ·  line
      of
      business sales growth (with a weighting of 25%), and

    ·  line
      of
      business merger-related expense savings (with a weighting of 15%).

    


    In
      addition, executive officers in Delaware have the following goals weighted
      as
      follows:

    


    ·  line
      of
      business income from operations (with a weighting of 20%), 

    ·  line
      of
      business sales growth (with a weighting of 20%), 

    ·  line
      of
      business merger-related expense savings (with a weighting of 15%)

    ·  retail
      investment performance (10%), and 

    ·  institutional
      investment performance (10%).

     

    (2) The
      performance goals for the three-year (2006-2008) ICP long-term performance
      cycle
      are as follows:

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    ·  growth
      in
      income from operations per share (with a weighting of 33.3%) 

    ·  sales
      growth (with a weighting of 33.3%), and

    ·  return
      on
      equity (with a weighting of 33.3%).

    


    Income
      from operations is defined for the purposes of paragraphs (1) and (2) above
      as
      net income determined in accordance with generally accepted accounting
      principles (“GAAP”) excluding, as applicable, the after-tax effects of realized
      gain or losses on investments and derivatives, gains (losses) related to
      reinsurance embedded derivatives/trading account assets, cumulative effect
      of
      accounting changes, reserve changes on business sold through reinsurance net
      of
      related deferred gain amortization, gains (losses) on the sale of subsidiaries
      and blocks of business, and losses on early retirement of debt, including
      subordinated debt. In addition, income from operations for the purposes of
      paragraphs (1) and (2) above will exclude the after tax merger/integration
      related expenses.

    


    (3) The
      salary of Jon A. Boscia, our chairman and chief executive officer, was increased
      from $850,000 to $925,000. This was the first increase in Mr. Boscia’s salary in
      five years. The salaries of the other named executive officers in our 2006
      proxy
      statement are not changed from the year ended December 31, 2005. The salary
      for
      Dennis R. Glass, president and chief operating officer, is
      $900,000.

    


    (4) Dennis
      R.
      Glass, our president and chief operating officer, may use the corporate aircraft
      for business as well as personal travel, when practical. The policy was adopted
      due to security concerns and to allow for more efficient travel time so that
      the
      chief operating officer can devote more time to our business.

    


    (5) David
      A.
      Stonecipher in his capacity as lead director may receive an office and
      secretarial support, and access to company aircraft for business purposes,
      plus
      up to 25 hours per year of flight time for personal use, with imputation of
      taxable income for any such use. Mr. Stonecipher will forego regular board
      compensation including retainer, meeting fees and stock options while serving
      in
      this capacity. The foregoing is subject to change or termination at any time
      by
      the Corporate Governance Committee of our Board of Directors.