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BJS > SEC Filings for BJS > Form 8-K on 12-Dec-2007All Recent SEC Filings

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Form 8-K for BJ SERVICES CO


12-Dec-2007

Change in Directors or Principal Officers, Amendments to Articles of Inc. or Bylaw


Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.


On December 6, 2007, the Executive Compensation Committee (the "Compensation
Committee") approved the following annual salaries for our named executive
officers effective December 1, 2007.



    Name                                                           New Salary
    J. W. Stewart                                                  $ 1,150,000
    Chairman of the Board, President and Chief Executive Officer
    Jeffrey E. Smith                                               $   495,000
    Senior Vice President-Finance and Chief Financial Officer
    David D. Dunlap                                                $   605,000
    Executive Vice President and Chief Operating Officer
    Margaret B. Shannon                                            $   410,000
    Vice President-General Counsel
    Alasdair Buchanan                                              $   400,000
    Vice President-International Pressure Pumping Services

The Compensation Committee also set the corporate performance objectives for the persons listed in the table above to be used in determining cash bonus awards for our executive officers in fiscal year 2008 under our Annual Bonus Plan. For fiscal year 2008, bonus targets for our executive officers will be based on corporate performance, specifically earnings per share objectives. Cash bonus awards are based on a percentage of a participant's December 1st base salary. There are three bonus award levels for each executive officer: entry level (minimum), expected value (target) and over achievement. Each level represents the percentage of base salary that the executive officer will receive as a bonus if that particular bonus award level is met for the fiscal year. The bonus levels for fiscal 2008 are 10%, 100% and 175% of base salary for Mr. Stewart, 8%, 80% and 140% of base salary for Messrs. Dunlap and Smith and 7%, 70% and 122.5% of base salary for the other NEOs. If we fail to meet the entry-level earnings per share objective, no bonus will be paid.



Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 6, 2007 the Board of Directors adopted an amendment to our bylaws that created an exception to the requirement that a director's service on the Board of Directors ends at the first annual stockholder's meeting following the director's 70th birthday. The amended Bylaws will allow James L. Payne, one of our current directors who is currently 70 years old, to stand for election to an additional three-year term at the 2008 annual meeting of stockholders and to serve until the end of the three-year term for which he is elected. Our amended and restated bylaws are filed as an exhibit to this report.




Item 9.01. Financial Statements and Exhibits

               Exhibit
               Number    Description of Exhibit
               3.1       Amended and Restated Bylaws of the Company


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