Summary of 2002 Incentive Compensation Plan

At the end of 2001, the Human Resources Committee of the Board of Directors
adopted the Year 2002 Incentive Compensation Plan (the "Plan"). The Plan
established target award opportunities ranging from 23% of base salary for
key employees to 80% of base salary for the Chief Executive Officer. The
bonuses were earned based on the achievement of certain financial targets,
which are established based on the individual participant's position. For
the Chief Executive Officer and the Chief Operating Officer the bonus awards
for 100% of targeted performance were set at 80% and 65%, respectively, of
their base salaries. For the Senior Vice Presidents and the General Counsel
the bonus awards for 100% of targeted performance were set at 55% and 43%,
respectively, of their base salaries. Messrs. Miles, Kunkle, Jellison,
Lehner, Roos, Weston, Whiting and Addison received bonus awards for 2002 of
97.0%, 78.8%, 66.7%, 74.4%, 52.0%, 59.4%, 74.4% and 52.1%, respectively.


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