PLUM CREEK MANAGEMENT COMPANY, L.P.
LONG-TERM INCENTIVE PLAN
SECTION 1 - ESTABLISHMENT, PURPOSE, AND EFFECTIVE DATE
1.1 Establishment of Plan. Plum Creek Management Company, L.P., a Delaware limited partnership (the
"Company") hereby establishes this 28th day of January, 1994 the "PLUM CREEK MANAGEMENT
COMPANY, L.P. LONG-TERM INCENTIVE PLAN" (the "Plan") for the benefit of certain executives of the
Company. Subject to the terms and conditions provided herein, the Plan provides for rewarding participating
executives with a transfer of Units (as defined herein) representing an ownership interest in the Plum Creek
Timber Company, L.P. (the "Partnership").
1.2 Purpose. The purpose of the Plan is to help retain the services of participating executives, to align their
interests with the interests of the partners of the Partnership, and to encourage participating executives to increase
operating profitability, allocate capital wisely, and generate cash with the ultimate goal of attaining appreciation in
the value of the Units. Transfers of Units under this Plan will reward participating executives with ownership
interests in the Partnership for which the Company serves as general partner and to which it provides
management support through the efforts of the participating executives of the Company. This Plan is intended to
be an unfunded "bonus program" within the meaning of the United States Code of Federal Regulations Section
2510.3-2(c) and is maintained primarily for the purpose of providing long-term incentives to a select group of
management or highly compensated employees.
1.3 Effective Date of Plan. The Plan shall be effective as of October 1, 1993 upon the approval of the Board of
Directors of PC Advisory Corp. I (the "Board"), the general partner of PC Advisory Partners I, L.P., which
serves as a general partner of the Company, which serves as the general partner of the Partnership.
SECTION 2 - DEFINITIONS
2.1 Definitions. When used in the Plan, the following terms