EXHIBIT 10.17
COOPER CAMERON CORPORATION
1997 MANAGEMENT INCENTIVE COMPENSATION PLAN
I. PURPOSE
The Cooper Cameron Management Incentive Compensation Plan (the "Plan"), has been designed to motivate
and reward key management employees whose efforts impact the performance of Cooper Cameron Corporation
(the "Company") and its subsidiaries through the achievement of pre-established financial and individual
objectives.
Performance under the Plan is measured on the fiscal (calendar) year and payments under the Plan are made
annually.
II. ELIGIBILITY
Officers and key management employees may be eligible to participate in the plan, upon the recommendation of
their manager and approval by the Chief Executive Officer of the Company. An employee who is eligible to
participate in any other cash incentive plan of the company is not eligible to participate in this Plan.
III. AWARD CRITERIA
The Compensation Committee of the Board of Directors is responsible for approving the Company performance
objectives that are used to determine awards paid for Company objectives under this plan. Performance
objectives for operating units below the corporate level will be established by the appropriate manager subject to
overall approval of the Chief Executive Officer. For 1997, performance under the Plan will be determined based
on:
Earnings Before Interest, Taxes and Depreciation (EBITDA) Return on Equity (ROE)
The basic measure of financial performance under this Plan will be EBITDA. In addition, ROE will be used as an
attainment hurdle, which must be reached before bonuses are paid in full. For 1997, the Board has established a
7% ROE hurdle. If this ROE target is not achieved for the year, bonuses, to the extent earned, will be reduced by
50%.
In addition, up to 25% of an individual's award may, at the discretion of the individual's immediate manager, be
based on individual objectives established at the beginning of the calendar year.
IV. TARGET AWARDS
A target award percentage is established fo