On February 5, 2013, the Human Resources and Compensation Committee (the "Committee") of the Board of Directors of Saks Incorporated (the "Company") established the performance measures for the Company's 2013 annual bonus program and the 2013 long-term incentive program for the Company's executive officers, including those persons who were the "named executive officers" in the Company's most recent filing with the Securities and Exchange Commission ("SEC") that required disclosure pursuant to Item 402(c) of Regulation S-K.

The Committee established the following performance measures for the 2013 annual bonus program: (i) earnings before interest, taxes, depreciation and amortization ("EBITDA") at specified levels (75% weight) and (ii) the accomplishment of key corporate objectives (25% weight). For fiscal year 2013, the payout of each of the named executive's target bonus will be determined according to the Company's level of achievement for the Company's 2013 fiscal year against each of the performance measures as follows:

Performance Measures



                    EBITDA   Threshold        Target        Maximum
                                     30 %         100 %          150 %




                        Meeting No       Meeting Some       Meeting Most          Meets
 Corporate Objectives   Objectives        Objectives         Objectives         Objectives
                                  0 %               50 %               75 %             100 %

Should the Company's EBITDA exceed certain levels, the payout of the corporate objectives component of an executive's target bonus may be increased. In addition, the Committee may reduce award amounts under the 2013 annual bonus program at its discretion.

The Company's 2013 long-term incentive program consists of awards of performance shares, performance units to be settled in cash, and restricted stock granted under the Company's 2009 Long-Term Incentive Plan. The Committee determined that restricted stock vests three years following the grant date. The Committee also determined that the payout of performance shares and performance units will be subject to the following performance measure: Operating Income at specified levels (100% weight), with, for performance shares, a performance period of two years and a holding period of an additional one year, and for performance units, a performance period of one year, with 50% payable six months following the Committee's determination that the award (in part or in full) has been earned, and 50% payable eighteen months after such determination. The payout of the awards for achievement of the performance measure is capped at 150%. The payout of awards will be determined according to the Company's level of achievement against the performance measure as follows:

Performance Measure

Operating Income Threshold Target Maximum 30 % 100 % 150 %