Summary Compensation Table - 2004 Proxy Statement - Duke Energy
Duke Energy

Summary Compensation Table

The following table sets forth information regarding compensation to the current Chief Executive Officer, the prior Chief Executive Officer, the other four most highly compensated executive officers of Duke Energy who were serving as executive officers at the end of 2003 and one additional individual (Robert P. Brace) who would have been among the four highest paid executive officers had he been serving in that capacity at the end of 2003, for services to Duke Energy for the years ended December 31, 2003, 2002, and 2001.

Name and Principal Position Year Annual Compensation
Salary ($) Bonus ($)5 Other Annual Compensation ($)
Paul M. Anderson1
Chairman of the Board and Chief Executive Officer
2003 0 0 0
Richard B. Priory2
Former Chairman of the Board and Chief Executive Officer
2003 1,200,012 1,090,011 268,857
2002 1,191,678 0 575,135
2001 1,088,544 2,177,088 319,150
Fred J. Fowler
President and Chief Operating Officer
2003 670,009 603,000 46,237
2002 559,996 0 63,866
2001 500,004 750,006 79,305
Robert P. Brace3
Former Executive Vice President and Chief Financial Officer
2003 579,996 405,997 115,8826
2002 579,996 0 336,731
2001 550,000 715,000 1,126,722
Richard J. Osborne
Group Vice President, Public and Regulatory Policy
2003 540,000 405,000 47,493
2002 540,000 0 69,072
2001 500,004 750,006 70,960
Richard W. Blackburn4
Former Executive Vice President, General Counsel, Chief Administrative Officer and Secretary
2003 500,004 350,003 27,264
2002 500,004 0 54,654
2001 474,996 617,495 44,748
Ruth G. Shaw
President, Duke Power Company
2003 500,004 223,152 25,294
2002 500,004 0 38,282
2001 474,996 617,495 37,279
 
Name and Principal Position Year Long-Term Compensation All Other
Compensation
($)10
Awards Payouts
Restricted
Stock
Award(s)
($)7,8
Securities
Underlying
Options/SARS
(#)
LTIP
Payouts
($)9
Paul M. Anderson1
Chairman of the Board and Chief Executive Officer
2003 11,255,250 1,100,000    
Richard B. Priory2
Former Chairman of the Board and Chief Executive Officer
2003 2,144,127 490,800   128,725
2002 1,679,552 408,400 2,219,167 274,518
2001 996,991 400,000   224,202
Fred J. Fowler
President and Chief Operating Officer
2003 878,113 201,000   44,102
2002   42,100 532,600 77,068
2001 535,810 119,000   209,961
Robert P. Brace3
Former Executive Vice President and Chief Financial Officer
2003 557,410 127,600   37,422
2002   66,800   58,872
2001 1,330,759 406,200   26,498
Richard J. Osborne
Group Vice President, Public and Regulatory Policy
2003 566,222 129,600   45,933
2002   28,000 514,847 78,795
2001 486,072 107,800   69,194
Richard W. Blackburn4
Former Executive Vice President, General Counsel, Chief Administrative Officer and Secretary
2003 480,573 110,000   30,000
2002   57,700 248,547 48,525
2001 412,596 91,500   59,699
Ruth G. Shaw
President, Duke Power Company
2003 480,573 110,000   35,249
2002     248,547 70,861
2001 412,596 91,500   62,739
 
Note: 1. Mr. Anderson's compensation is solely stock-based. His award value reflected in the Restricted Stock Awards column reflects compensation through 2006. Over half of this value is contingent upon his performance (i.e., "at risk"). Mr. Anderson will not receive payment on any of the awards reflected in the Restricted Stock Awards column until his employment ends, other than dividend equivalents or in certain limited circumstances. Details are set forth in notes 7 and 8 below and under "Employment Contracts and Termination of Employment and Change in Control Arrangements".
  2. Amounts shown in the Restricted Stock Awards column for 2003 for all other Named Executive Officers represent performance shares that were forfeited because the 2003 earnings per share goal was not met. Details are set forth in notes 7 and 8 below.

1 Mr. Anderson was elected Chairman of the Board and Chief Executive Officer effective November 1, 2003.

2 Mr. Priory resigned as Chairman and Chief Executive Officer effective November 1, 2003.

3 Mr. Brace resigned as Executive Vice President and Chief Financial Officer effective November 21, 2003.

4 Mr. Blackburn resigned as Executive Vice President, General Counsel, Chief Administrative Officer and Secretary effective January 1, 2004.

5 Messrs. Fowler, Brace, Osborne and Blackburn elected to forego a portion of their 2001 cash bonus, as shown, for stock options under the Short-Term Incentive Exchange Program described in the Report of the Compensation Committee above as follows: Mr. Fowler, $225,002 for 42,100 option shares; Mr. Brace, $357,500 for 66,800 option shares; Mr. Osborne, $150,001 for 28,000 option shares; Mr. Blackburn, $308,747 for 57,700 option shares. The awards were granted under the Duke Energy 1998 Long-Term Incentive Plan on January 17, 2002, at the fair market value on that date of $38.33, as provided under the plan. The number of option shares awarded was calculated by dividing the foregone cash by 50% of the present value of a share of Duke Energy Common Stock on the date of grant. The options were 100% vested at grant.

6 Includes payments totaling $65,408 for financial planning services in connection with Mr. Brace's employment package.

7 Mr. Anderson received an award of performance shares granted under the Duke Energy 1998 Long-Term Incentive Plan upon his employment with Duke Energy. The award was made on November 17, 2003. Performance shares are represented by units denominated in shares of Duke Energy Common Stock. Each performance share represents the right to receive, upon vesting, one share of Duke Energy Common Stock. Up to one hundred twenty thousand (120,000) shares will vest on each of December 31, 2004, December 31, 2005, and December 31, 2006, subject to achievement of performance goals to be established for calendar years 2004, 2005, and 2006, respectively. Any shares subject to vesting in calendar years 2004, 2005, and 2006 that do not vest as a result of achieving performance goals associated with those years will be forfeited. Payment of any vested performance shares will be made in shares of Duke Energy Common Stock to Mr. Anderson upon termination of his employment with Duke Energy. The performance share award also grants an equal number of dividend equivalents, which represent the right to receive cash payments equivalent to the cash dividends paid on the number of shares of Duke Energy Common Stock represented by the performance shares awarded, less any shares forfeited based on performance, until termination of Mr. Anderson's employment with Duke Energy. Mr. Anderson's aggregate performance share holdings at December 31, 2003, were 360,000 shares, with a value on that date of $7,362,000. Other payment conditions with respect to Mr. Anderson's performance share award are described in more detail in "Employment Contracts and Termination of Employment and Change-in-Control Arrangements".

Awards made in 2003 to Messrs. Priory, Fowler, Brace, Osborne and Blackburn and Dr. Shaw are performance shares granted under the Duke Energy 1998 Long-Term Incentive Plan. The awards were made on February 25, 2003. Performance shares are represented by units denominated in shares of Duke Energy Common Stock. Each performance share represented the right to receive, upon vesting, one share of Duke Energy Common Stock. Between fifty percent (50%) and one hundred percent (100%) of the shares awarded were eligible for vesting based upon achievement of Duke Energy 2003 earnings per share (EPS) within a specified range. Based on 2003 EPS, all performance shares in each award were forfeited.

8 Mr. Anderson received an award of phantom stock granted under the Duke Energy 1998 Long-Term Incentive Plan upon his employment with Duke Energy. The award was made on November 17, 2003. Phantom stock is represented by units denominated in shares of Duke Energy Common Stock. Each phantom stock unit represents the right to receive, upon vesting, one share of Duke Energy Common Stock. Forty-five thousand (45,000) units of the phantom stock award to Mr. Anderson vested on January 1, 2004. The remaining 240,000 units will vest in quarterly installments of 20,000 units beginning April 1, 2004, and ending on January 1, 2007. Payment of vested phantom stock units will be made in shares of Duke Energy Common Stock to Mr. Anderson upon termination of his employment with Duke Energy. The phantom stock award also grants an equal number of dividend equivalents, which represent the right to receive cash payments equivalent to the cash dividends paid on the number of shares of Duke Energy Common Stock represented by the phantom stock units awarded, until termination of Mr. Anderson's employment with Duke Energy. Other payment conditions with respect to Mr. Anderson's phantom stock award are described in more detail in "Employment Contracts and Termination of Employment and Change-in-Control Arrangements".

Messrs. Priory, Fowler, Brace, Osborne and Blackburn and Dr. Shaw elected to receive a portion of the value of the long-term incentive component of their 2002 compensation in the form of phantom stock. Messrs. Priory, Fowler and Osborne also elected to receive a portion of the value of the long-term incentive component of their 2001 compensation in the form of phantom stock. The awards were granted under the Duke Energy 1998 Long-Term Incentive Plan. The 2002 awards for Messrs. Fowler, Brace, Osborne and Blackburn and Dr. Shaw were made on December 19, 2001. The 2001 awards for Messrs. Fowler and Osborne were made on December 20, 2000. Mr. Priory's 2002 and 2001 awards were made on February 26, 2002, and February 27, 2001, respectively. Phantom stock is represented by units denominated in shares of Duke Energy Common Stock. Each phantom stock unit represents the right to receive, upon vesting, one share of Duke Energy Common Stock. One quarter of the award vests on each of the first four anniversaries of the grant date provided the recipient continues to be employed by Duke Energy or his or her employment terminates on account of retirement. The awards fully vest in the event of the recipient's death or disability or a change in control of Duke Energy as specified in the plan. If the recipient's employment terminates other than on account of retirement, death or disability, any unvested shares remaining on the termination date are forfeited. The phantom stock award also grants an equal number of dividend equivalents, which represent the right to receive cash payments equivalent to the cash dividends paid on the number of shares of Duke Energy Common Stock represented by the phantom stock units awarded, until the related phantom stock units vest or are forfeited.

The aggregate number of phantom stock units held by Messrs. Anderson, Priory, Fowler, Brace, Osborne and Blackburn and Dr. Shaw at December 31, 2003, and their values on that date are as follows:
 
  Number of
Phantom Stock Units
Value At
December 31, 2003
Paul M. Anderson 285,000 $5,828,250
Richard B. Priory 48,728 996,488
Fred J. Fowler 8,690 177,711
Robert P. Brace 6,346 129,776
Richard J. Osborne 8,030 164,214
Richard W. Blackburn 5,476 111,984
Ruth G. Shaw 5,476 111,984
 
Note: This table includes phantom stock units granted in 2000, 2001 and 2003. Phantom stock units granted in 2001 and 2003 are included in the totals shown under the "Long-Term Compensation" portion of the Summary Compensation Table above and are not additional compensation. All of Mr.  Anderson's phantom stock unit holdings shown in this table were granted in 2003 and are included in the "Long-Term Compensation" portion of the Summary Compensation Table.
 
Mr. Brace received an award of restricted stock upon his employment with Duke Energy. Mr. Brace's aggregate restricted stock holdings at December 31, 2003, were 20,000 shares, with a value on that date of $409,000. Dividends are paid on such shares. The shares vested on January 1, 2004.

9 Amounts shown represent the dollar value of Duke Energy Common Stock paid in 2002 based on achievement in 2000 of a target total shareholder return goal. Pursuant to the terms of the performance share awards granted in 1999, no payments under the award could occur prior to the third anniversary of the date of the award. Each of the executives receiving these payments, except Dr. Shaw, elected to defer them in the form of stock units held in accounts in the Duke Energy Corporation Executive Savings Plan.

10 All Other Compensation column includes the following for 2003:
 
a.  Matching contributions under the Duke Energy Retirement Savings Plan as follows:
           
    Richard B. Priory $ 12,000  
    Fred J. Fowler $ 12,000  
    Robert P. Brace $ 12,000  
    Richard J. Osborne $ 10,940  
    Richard W. Blackburn $ 12,000  
    Ruth G. Shaw $ 12,000  
           
b.  Make-whole matching contribution credits under the Duke Energy Corporation Executive Savings Plan as follows:
           
    Richard B. Priory $ 0  
    Fred J. Fowler $ 27,200  
    Robert P. Brace $ 22,800  
    Richard J. Osborne $ 21,460  
    Richard W. Blackburn $ 18,000  
    Ruth G. Shaw $ 18,000  
           
c.  Above-market interest earned on account balances in the Duke Energy Corporation Executive Savings Plan, Supplemental Account as follows:
           
    Richard B. Priory $ 20,434  
    Fred J. Fowler $ 0  
    Robert P. Brace $ 0  
    Richard J. Osborne $ 10,565  
    Richard W. Blackburn $ 0  
    Ruth G. Shaw $ 2,354  
           
d.  Economic value of life insurance coverage provided under life insurance plans as follows:
           
    Richard B. Priory $ 23,172  
    Fred J. Fowler $ 4,902  
    Robert P. Brace $ 2,622  
    Richard J. Osborne $ 2,968  
    Richard W. Blackburn $ 0  
    Ruth G. Shaw $ 2,895  
           
e.  The economic benefit of split-dollar life insurance coverage pursuant to the Duke Energy Estate Conservation Plan as follows:
           
    Richard B. Priory $ 149  
    Fred J. Fowler $ 0  
    Robert P. Brace $ 0  
    Richard J. Osborne $ 0  
    Richard W. Blackburn $ 0  
    Ruth G. Shaw $ 0  
           
f.  Imputed income associated with premium payments on split-dollar life insurance coverage pursuant to the Duke Energy Estate Conservation Plan as follows:
           
    Richard B. Priory $ 72,970  
    Fred J. Fowler $ 0  
    Robert P. Brace $ 0  
    Richard J. Osborne $ 0  
    Richard W. Blackburn $ 0  
    Ruth G. Shaw $ 0