PNM RESOURCES, INC.
2006 OFFICER INCENTIVE PLAN
This document serves as a comprehensive single source of information about the PNM Resources, Inc. Officer
Incentive Plan (the “Plan”). It describes the objectives of the Plan, its various elements, and how they function. If
you have questions that are not addressed by this document, please direct them to the Compensation
The Plan is designed to motivate and reward participants for achieving and exceeding annual company, business
unit and individual goals, and the company-wide earnings per share (“EPS”) goal.
The Plan is effective from January 1, 2006 through December 31, 2006 (the “Plan Year”). Management reserves
the right, however, to adjust, amend or suspend the Plan at its discretion during the Plan Year, with the approval
of the Human Resources and Compensation Committee (the “Committee”) of the Board of Directors (the
Individual goal sets (e.g. combined company, business unit, and individual) will be established for each
Officer. After considering the recommendations of management, the Committee will approve the company-
wide EPS goals against which performance will be measured for the Plan Year.
Shortly after the end of the Plan Year, the Committee or the Board will, in its sole discretion, determine the
final performance results which will be used to calculate awards, if any. Awards will be distributed by check
to eligible participants following such approval during the first quarter following the end of the Plan Year.
The purpose of the Plan is to fairly reward performance achievement. Any employee who manipulates or
attempts to manipulate the Plan for personal gain at the expense of customers, other employees or company
objectives will be subject to appropriate disciplinary action, up to and including termination of employment.
All officers are eligible to participate