This excerpt taken from the PRE DEF 14A filed Mar 31, 2006.
Annual Executive Compensation and Benefits Review
Each year the Compensation Committee reviews all components of compensation and benefits for the CEO and NEOs including salary, annual incentive, long-term incentives, and the dollar value of all perquisites and other benefits-in-kind paid to or on behalf of the executive during the year. Additionally the Committee reviews actual projected payout obligations of the Company under each potential termination scenario (death, disability, with and without Cause, with and without Good Reason, retirement, and Change in Control). Based on this review, the Committee currently finds the CEO and other NEO total compensation and projected termination compensation to be reasonable and not excessive.