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l \pThe Free Software Foundation B=PF0*8X@"1 Helvetica1Courier1Courier New1Courier New1 Helvetica$#,##0_);($#,##0)$#,##0_);[Red]($#,##0)$#,##0.00_);($#,##0.00)$#,##0.00_);[Red]($#,##0.00)**_($* #,##0_);_($* (#,##0);_($* ""_);_(@_)*)'_(* #,##0_);_(* (#,##0);_(* ""_);_(@_)5,2_($* #,##0.00_);_($* (#,##0.00);_($* ""??_);_(@_)2+/_(* #,##0.00_);_(* (#,##0.00);_(* ""??_);_(@_)2$#,##0.00;[Red]$#,##0.003$#,##0.00;[Red]($#,##0.00)4$#,##0;[Red]($#,##00)50.00%;[Red](0.00%)60%;[Red](0%)7#,##0.00;[Red](#,##0.00)8#,##0;[Red](#,##0) + ) , * Ј ~~ ؈ ~~#؈ ~~"؈ ~~ ؈ ~~9"܈ ~~8"܈ ~~9#܈ ~~4#܈ ~~8#܈ ~~7#܈ ~~3#܈ ~~"؈ ~~83ffff̙̙3f3fff3f3f33333f33NO TITLE$Kirby Corporation 5Kirby Corporation (1)&0MDocuments and Information Avail]BUSINESS AND PROPERTYMARINE TRANSPORTATION tMARINE TRANSPORTATION (1)(DIESEL ENGINE SERVICES&Railroad Competitive Conditions&The construction cost of inland&
The construction cost of in (1)&9The construction cost of in (2)&rBThe construction cost of in (3)&ZThe construction cost of in (4)&0pCash Flow and Capital Expenditu&Cash Flow and Capital Expen (1)&Gain Loss on Disposition of Assw
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Cash Flows#)Treasury Stock Purchases (3)Taxes on Income&qImpairment of LongLived Assets %Impairment of LongLived As (1)%Impairment of LongLived As (2)%?Impairment of LongLived As (3)%Impairment of LongLived As (4)%Impairment of LongLived As (5)%BImpairment of LongLived As (6)%ZWImpairment of LongLived As (7)%pImpairment of LongLived As (8)%Impairment of LongLived As (9)%Impairment of LongLived A (10)%@Impairment of LongLived A (11)%_Impairment of LongLived A (12)% Impairment of LongLived A (13)%*Impairment of LongLived A (14)%2Impairment of LongLived A (15)SPension Plan}Pension Plan (1)ѾPension Plan (2)]Pension Plan (3)Pension Plan (4)Pension Plan (5)#Pension Plan (6)DPension Plan (7)jPension Plan (8)%(}Impairment of LongLived A (16)%ӜImpairment of LongLived A (17)%Impairment of LongLived A (18)%Impairment of LongLived A (19)%_Impairment of LongLived A (20)&Certain Significant Risks and U&;Certain Significant Risks a (1)&SCertain Significant Risks a (2)&fCertain Significant Risks a (3)&ICertain Significant Risks a (4)&`Certain Significant Risks a (5)&Certain Significant Risks a (6)&*Certain Significant Risks a (7)KIRBY CORPORATION (2)%6EPerformance Measurement Period\Plan ObjectivesoPlan Objectives (1)&.Annual Incentive Plan Calculati&Performance Measures and Weight&*Performance Standards 038 Award Example Award Calculation$`Example Award Calculation (1)p
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Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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KIRBY CORP10K
02/27/2008NO TITLE$ (Mark One)
?/'ANNUAL REPORT PURSUANT TO SECTION 13 OR/'15(d) OF THE SECURITIES EXCHANGE ACT OF
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:3+For the fiscal year ended December 31, 2007
or ?%TRANSITION REPORT PURSUANT TO SECTION2*13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934+#For the transition period from to$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/6\yS^3=PF0*8X>
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NO TITLEKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }0}$ }
KIRBY CORP10K
02/27/2008Kirby Corporation Nevada
741884980'
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(I.R.S. Employer&incorporation or organization)Identification No.)"
55 Waugh Drive, Suite 1000
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(Zip Code)0((Address of principal executive offices)$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/.wS
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NO TITLEKirby Corporation!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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KIRBY CORP10K
02/27/2008Kirby Corporation PART I
Item 1. BusinessItem 1A. Risk Factors*"Item 1B. Unresolved Staff Comments
Item 2. Properties!Item 3. Legal Proceedings2*Item 4. Submission of Matters to a Vote ofSecurity HoldersPART II.&Item 5. Market for Registrant?s Common.&Equity and Related Stockholder Matters'Item 6. Selected Financial Data4,Item 7. Management?s Discussion and Analysis80of Financial Condition and Results of Operations%Item 7A. Quantitative and Qualitative%Disclosures about Market Risk6.Item 8. Financial Statements and SupplementaryData1)Item 9. Changes in and Disagreements with/'Accountants on Accounting and Financial
Disclosure( Item 9A. Controls and ProceduresPART IIIDlwj@TS> ! " # $ % & ' ( ) * + ,  Items 10 Through 14.'!Annual Incentive Plan Guideline"Principal Subsidiaries0#(Consent of Independent Registered Public$Accounting Firm7%/Certification of CEO Pursuant to Rule 13a14(a)7&/Certification of CFO Pursuant to Rule 13a14(a)0'(Certification of CEO Pursuant to Section~
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NO TITLEKirby CorporationKirby Corporation (1)BUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
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Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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02/27/20087/Documents and Information Available on Web Site ? Audit Committee Charter
?&Compensation Committee Charter
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KIRBY CORP10K
02/27/2008MARINE TRANSPORTATION
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capacities
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02/27/2008MARINE TRANSPORTATION
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02/27/2008'Railroad Competitive Conditions Name Age Positions and Offices
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02/27/2008 Treasury Stock Purchases ~
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02/27/2008 Treasury Stock Purchases
" Notional
Fixed
amountEffective dateTermination datepay rate
Receive rate~
B
April 2004
May 2009
4.00%
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March 2006
February 2013
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02/27/2008
Balance Sheet ~
^ ~
Z
($ in thousands)
!ASSETS
Current assets:
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Deferred income taxes~
f~
VOTotal current assets~
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6~
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02/27/2008Income Statement
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02/27/2008
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
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NumberDescription of Exhibit
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(Restated Articles of Incorporation filed2*June 18, 1976, with all amendments to date1)(incorporated by reference to Exhibit 3.1/'of the Registrant?s Quarterly Report on0(Form 10Q for the quarter ended June 30,~
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? ?7/Bylaws of the Company, as amended (incorporated7/by reference to Exhibit 3.1 of the Registrant?s4,Current Report on Form 8K dated January 28,~
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? ?0(Indenture, dated as of December 2, 1994,.&between the Company and Texas Commerce7/Bank National Association Trustee (incorporated7/by reference to Exhibit 4.3 of the Registrant?s/'1994 Registration Statement on Form S3(Reg. No. 3356195)).~
? ?4,Rights Agreement, dated as of July 18, 2000,4,between Kirby Corporation and Fleet National0(Bank, a national bank association, whichD]
lth\OC@Hvg !"#$%&'()*+,./0123456789:;<=>? 5 includes the Form of Resolutions Establishing!!!!!!.!&Designations, Preference and Rights of""""""/"'Series A Junior Participating Preferred######/#'Stock of Kirby Corporation, the form of$$$$$$4$,Rights Certificate and the Summary of Rights%%%%%%1%)(incorporated by reference to Exhibit 4.1&&&&&&6&.of the Registrant?s Current Report on Form 8K'''''''dated July 18, 2000).(~
((333333?( (?(.(&Amendment to Rights Agreement dated as))))))4),of April 30, 2002 (incorporated by reference******1*)to Exhibit 4.3 of the Registrant?s Annual++++++;+3Report on Form 10K for the year ended December 31,,,,,,,~
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? ?1)Amendment No. 2 to Rights Agreement dated......8.0as of January 24, 2006 between Kirby Corporation///////%and Computershare Trust Company, N.A.00000010)(incorporated by reference to Exhibit 4.1111111/1'of the Registration?s Current Report on222222)2!Form 8K dated January 24, 2006).3~
33?3 3?3/3'Master Note Purchase Agreement dated as44444424*of February 15, 2003 among the Company and55555525*the Purchasers named therein (incorporated66666676/by reference to Exhibit 4.3 of the Registrant?s77777757Annual Report on Form 10K for the year ended8888888December 31, 2002).9~
99333333?9 9?939+First Supplement to Note Purchase Agreement::::::8:0dated as of May 31, 2005 among Kirby Corporation;;;;;;6;.and the Purchasers named therein (incorporated<<<<<<7</by reference to Exhibit 4.2 of the Registrant?s======0=(Current Report on Form 8K dated May 31,>>>>>>~
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?*??? ???2?*Indemnification Agreement, dated April 29,Dl'$ DGOVZVgab@ABCDEFGHI@@@@@@1@)1986, between the Company and each of itsAAAAAA9A1Directors and certain key employees (incorporatedBBBBBB9B1by reference to Exhibit 10.11 of the Registrant?sCCCCCC5CAnnual Report on Form 10K for the year endedDDDDDDDDecember 31, 1986).EF$G____________________________1H)Created by Morningstar Document Research.0I(http://documentresearch.morningstar.com/yyQ=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
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KIRBY CORP10K
02/27/20084,Certain Significant Risks and Uncertainties.! Exhibit
NumberDescription of Exhibit
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'1989 Employee Stock Option Plan for the6.Company, as amended (incorporated by reference3+to Exhibit 10.11 of the Registrant?s Annual;3Report on Form 10K for the year ended December 31,~
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*.3? ?/'1989 Director Stock Option Plan for the6.Company, as amended (incorporated by reference3+to Exhibit 10.12 of the Registrant?s Annual;3Report on Form 10K for the year ended December 31,~
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*.4? ?%Deferred Compensation Agreement dated/'August 12, 1985 between Dixie Carriers,7/Inc., and J. H. Pyne (incorporated by reference3+to Exhibit 10.19 of the Registrant?s Annual;3Report on Form 10K for the year ended December 31,~
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*.5? ?1)1994 Employee Stock Option Plan for Kirby.&Corporation (incorporated by reference3+to Exhibit 10.21 of the Registrant?s AnnualDP
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"*".6?" "?"."&1994 Nonemployee Director Stock Option######0#(Plan for Kirby Corporation (incorporated$$$$$$9$1by reference to Exhibit 10.22 of the Registrant?s%%%%%%5%Annual Report on Form 10K for the year ended&&&&&&&December 31, 1993).'~
'*'.7?' '?'4',Deferred Compensation Plan for Key Employees((((((2(*(incorporated by reference to Exhibit 10.7))))))6).of the Registrant?s Annual Report on Form 10K******.*&for the year ended December 31, 2005).+~
+*+.8?+ +?+/+'Amendment to 1989 Director Stock Option,,,,,,0,(Plan for Kirby Exploration Company, Inc.3+(incorporated by reference to Exhibit 10.24......6..of the Registrant?s Annual Report on Form 10K//////./&for the year ended December 31, 1993).0~
0*0?0 0?010)Distribution Agreement, dated December 2,11111101(1994, by and among Kirby Corporation and222222;23Merrill Lynch, Pierce, Fenner ? Smith Incorporated,33333353Salomon Brothers Inc, and Wertheim Schroder ?44444434+Co. Incorporated (incorporated by reference55555525*to Exhibit 1.1 of the Registrant?s Current66666636+Report on Form 8K dated December 9, 1994).7~
7*7.10?7 7?717)1996 Employee Stock Option Plan for Kirby888888.8&Corporation (incorporated by reference99999939+to Exhibit 10.24 of the Registrant?s Annual::::::;:3Report on Form 10K for the year ended December 31,;;;;;;~
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A*A.12?A A?A1A)2001 Employee Stock Option Plan for KirbyBBBBBB.B&Corporation (incorporated by referenceCCCCCC3C+to Exhibit 10.23 of the Registrant?s AnnualDDDDDD;D3Report on Form 10K for the year ended December 31,EEEEEE~
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F*F.13?F F?F3F+2002 Stock and Incentive Plan (incorporatedGGGGGG9G1by reference to Exhibit 10.13 of the Registrant?sHHHHHH5HAnnual Report on Form 10K for the year endedIIIIIIIDecember 31, 2006).J~
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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KIRBY CORP10K
02/27/20084,Certain Significant Risks and Uncertainties.! Exhibit
NumberDescription of Exhibit
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&Amended and Restated Credit Agreement,4,dated June 14, 2006 among Kirby Corporation,80JPMorgan Chase Bank, N.A. as Fund Administrator,0(Issuer and Administration Agent, and the6.banks named therein (incorporated by reference/'to Exhibit 10.1 of Registrant?s Current0(Report on Form 8K dated June 14, 2006).~
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^.1* ?0(Consent of Independent Registered PublicAccounting Firm.~
~.1* ?0(Certification of Chief Executive Officer#Pursuant to Rule 13a14(a).~
~.2* ?0(Certification of Chief Financial Officer#Pursuant to Rule 13a14(a).~
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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KIRBY CORP10K
02/27/20084,Certain Significant Risks and Uncertainties. Signature Capacity Date
/s/ C. Berdon Lawrence*"Chairman of the Board and DirectorFebruary 27, 2008
C. Berdon Lawrence/s/ Joseph H. Pyne*"President, Chief Executive OfficerFebruary 27, 2008and DirectorJoseph H. Pyne#Principal Executive Officer/s/ Norman W. Nolen1)Executive Vice President, Chief FinancialFebruary 27, 2008Officer and TreasurerNorman W. Nolen#Principal Financial Officer/s/ Ronald A. Dragg%Vice President and ControllerFebruary 27, 2008Ronald A. Dragg/s/ C. Sean DayDirectorFebruary 27, 2008C. Sean DayD) lth\oH8sX !"#$%&'()*+,./0123456789 /s/ Bob G. Gower Director February 27, 2008!"Bob G. Gower#####$/s/ Walter E. Johnson$$Director$$February 27, 2008%&Walter E. Johnson'''''"(/s/ William M. Lamont, Jr.((Director((February 27, 2008)*William M. Lamont, Jr.+++++,/s/ David L. Lemmon,,Director,,February 27, 2008.David L. Lemmon/////0/s/ Monte J. Miller00Director00February 27, 200812Monte J. Miller33333#4/s/ George A. Peterkin, Jr.44Director44February 27, 200856George A. Peterkin, Jr.$7____________________________18)Created by Morningstar Document Research.09(http://documentresearch.morningstar.com/8<v:k*_S8]5=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}}$ }$}$ }2
KIRBY CORP10K
02/27/20084,Certain Significant Risks and Uncertainties.! Exhibit
NumberDescription of Exhibit
~
*
.15?*
1
)Annual Incentive Plan Guidelines for 2008
Plan year.~
V.1* ?1)Principal Subsidiaries of the Registrant.~
^.1* ?2*Independent Registered Public Accountants?Consent.~
~.1* ?0(Certification of Chief Executive Officer#Pursuant to Rule 13a14(a).~
~.2* ?0(Certification of Chief Financial Officer#Pursuant to Rule 13a14(a).~
* ?0(Certification Pursuant to Rule 13a14(b)1)and Section 906 of the SarbanesOxley Actof 2002.$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/@>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }6}$ }}$
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KIRBY CORP10K
02/27/2008KIRBY CORPORATION Introduction ~
!The Annual Incentive Plan~
&
Performance Measurement Period
~
Eligibility~
Plan Objectives~
Performance Measures~
.&Corporate and Business Group Weighting~
Individual Bonus Targets~
%Annual Incentive Plan Concept~
*"Performance Measures and Weighting~
5Performance Standards and Award Opportunities~
!Example Award Calculation~
"D lw;^"A*Na% !"#$%& !Administration!!~
!&!"#$$____________________________1%)Created by Morningstar Document Research.0&(http://documentresearch.morningstar.com/xxl`8=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2)Plan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$}$ }>
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KIRBY CORP10K
02/27/2008&Performance Measurement Period ?3+Generally, shore staff managerial employees 5 in salary grades 15 and above, and Wheelhouse
/
'employees classified as Captain, Relief<4Captain or Pilot, will be eligible for consideration7/to be participants. Selection for participation
6
.in the Plan will be based upon each position?s%ability to impact longterm financial%results of the Company. Consequently,3+all employees in positions at salary grades1)15 and above might not be included in the.&Plan, and employees in positions below*"salary grade 15 might be included. ?3+In order to be eligible to receive an award1)participants must be employed on the last1)day of the Performance Period, and on the91date bonuses are actually paid for the respective0(Performance Period, unless their earlier80termination is due to death, normal retirement 1or disability 1 . ?2*It should also be noted that participation80in the Bonus Plan in one year does not guarantee3+participation in future years. ParticipantsD lvj~&8S gx,G !"#$%& 0 (in the Plan will be notified annually of!!*!"their selection for participation."#$$____________________________1%)Created by Morningstar Document Research.0&(http://documentresearch.morningstar.com/xnbV.=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }I;
KIRBY CORP10K
02/27/2008Plan Objectives ?4,Provide an annual incentive plan that drives . &performance toward objectives critical
&
to creating shareholder value. ?91Offer competitive cash compensation opportunities
to key Kirby employees. ?5Award outstanding achievement among employees0(who can directly affect Kirby?s results. ?0(Assist Kirby in attracting and retaininghigh quality employees. ?1)Reflect both quantitative and qualitative4,performance factors in actual bonus payouts.$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/<Fyxl
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan Objectives!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }U
KIRBY CORP10K
02/27/2008Plan Objectives ?EBITDA
?
Return on Total Capital ?Earnings per share
$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/(rTyB6_=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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KIRBY CORP10K
02/27/2008)!Annual Incentive Plan Calculation Incentive
Bonus Calculation %
Kirby (Company)Business Group
All Corporate
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%
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% Employees Business Group Employees~
z %~
%%(Inland, Engine Systems, Offshore andOsprey)Inland ? Engine Systems~
%~
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
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02/27/2008*"Performance Measures and Weighting9 1 Measure Weight1
)? EBITDA (Earnings Before Interst, Taxes,
331/3
%'Depreciation and Ammortization)2
*? Return on Total Capital (Earnings before
331/3
%%interest and taxes divided by average0(beginning and ending shareholders equityplus longterm debt)? Earnings per Share331/3 %~
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and WeightExample Award CalculationExample Award Calculation (1)
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02/27/20087/Performance Standards #038; Award Opportunities Performance Relationship to % of Target
Level
Definition
Budget
Earned ThresholdMinimal acceptable
80% of Budget~
%performance for payout
Target!Expected performance at a100% of Budget~
%
stretch level MaximumOutstanding performance120% of Budget~
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award Calculation (1)
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02/27/2008!Example Award Calculation
Example Calculation
Assumed
percent
Weighted
PerformancePerformance StandardsActual
ofPercent
Objectives
Below
ResultsTarget of Target
Percent of Target
Threshold
Threshold
Target
Maximum
(% Budget
Award
Objective
Award
Award Earned:
0%50%
100%
200% Achieved)EarnedWeightEarned EBITDA
(% Budget Achieved)? 80 %~
B %
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%
~
%~
j %~
. %331/3 %~
f %
Return on Total Capital? 80 %~
B %
~
%
~
%~
%~
Z %331/3 %~
%(% Budget Achieved)
Earnings per Share
(% Budget Achieved)? 80 %~
B %
~
%
~
%~
%~
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award Calculation
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }7
&
KIRBY CORP10K
02/27/2008!Example Award Calculation ?3+As shown in the exhibit, actual performance 4 ,on each objective results in a corresponding
'
percent of target award earned. ?/'The percents of target award earned for
1
)each objective are then multiplied by the6.weight for the objective, producing a weighted/'percent of target award earned for each
objective. ?4,The weighted percents of target award earned0(for all objectives are summed to produce0(a total percent of target awards earned./'This factor, when multiplied by the sum0(of target bonuses for plan participants,&equals the bonus funding pool. ?575% of the total pool is paid to participants1)prorata, based on their individual bonus.&level and their applicable base salaryfor the period. ?4,The remaining 25% is awarded to participants( based on individual performance.D l{oh\MSL
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)Promotions (1)VP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }:
KIRBY CORP10K
02/27/2008Promotions. ?2*Approve the designation of Business Groups within the Company
?0(Approve the Performance Measures and the80Threshold, Target and Maximum budget performance
levels ?3+Approve linkage for participants to Company&and Business Group performance ?5Approve the Bonus Levels for all participants/'whose salaries are at or above $100,000$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/6/}"{}/#nbV.=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsVP of Human Resources!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }7
!
KIRBY CORP10K
02/27/2008Promotions. ?2*Provide annual reports to the Compensation 6 .Committee and the CEO on each Business Group?s
/
'performance at the end of the Company?sfiscal year
?
/
'Maintain a financial information system6.that reports results on an estimated quarterlyand annual basis ?.&Coordinate with the Company?s auditors4,to properly recognize any accounting expense%associated with awards under the Plan ?2*Provide the VP of Human Resources with the2*performance results of each Business Group.&as well as overall Company performance ?3+Calculate new Threshold, Target and Maximum%performance objectives as required bythe Plan$____________________________1)Created by Morningstar Document Research.Dl}"m2&p0$q[H 0 (http://documentresearch.morningstar.com/H=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)!Business Group Presidents and V!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }8
KIRBY CORP10K
02/27/2008VP of Human Resources ?5Develop and recommend Target Award Guidelines . &and eligible participants for each new
2
*Performance Period to the CEO for approval ?4,Coordinate communications with participants,
7
/including materials to facilitate understanding'the Plan?s objectives and goals ?%Provide quarterly performance updatesto Plan participants ?%Calculate participants? awards, using/'the performance factors provided by theCFO ?.&Process paperwork approving individualaward payments$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/@DseYNBFY=PF0*8X>
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!PRINCIPAL SUBSIDIARIES OF THE RU }$ }$}$ }8
KIRBY CORP10K
02/27/20085Business Group Presidents and Vice Presidents ?3+Recommend participants for each Performance Period
?0(Coordinate with the CFO to determine any2*significant changes in business conditions
0
(for purposes of reviewing the Threshold,1)Target and Maximum performance objectives ?%Insure that participants are informed7/of the actual award earned for each PerformancePeriod$____________________________1)Created by Morningstar Document Research.0(http://documentresearch.morningstar.com/4'sg[d
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NO TITLEKirby CorporationKirby Corporation (1)!Documents and Information AvailBUSINESS AND PROPERTYMARINE TRANSPORTATIONMARINE TRANSPORTATION (1)DIESEL ENGINE SERVICES!Railroad Competitive Conditions!The construction cost of inland!The construction cost of in (1)!The construction cost of in (2)!The construction cost of in (3)!The construction cost of in (4)!Cash Flow and Capital Expenditu!Cash Flow and Capital Expen (1)!Gain Loss on Disposition of Ass
Balance Sheet!Financial Condition Capital Res!Financial Condition Capital (1)!Financial Condition Capital (2)Treasury Stock PurchasesTreasury Stock Purchases (1)Treasury Stock Purchases (2)Balance Sheet (1)Income StatementShareholders Equity
Cash FlowsTreasury Stock Purchases (3)Taxes on Income!Impairment of LongLived Assets Impairment of LongLived As (1) Impairment of LongLived As (2) Impairment of LongLived As (3) Impairment of LongLived As (4) Impairment of LongLived As (5) Impairment of LongLived As (6) Impairment of LongLived As (7) Impairment of LongLived As (8) Impairment of LongLived As (9) Impairment of LongLived A (10) Impairment of LongLived A (11) Impairment of LongLived A (12) Impairment of LongLived A (13) Impairment of LongLived A (14) Impairment of LongLived A (15)Pension PlanPension Plan (1)Pension Plan (2)Pension Plan (3)Pension Plan (4)Pension Plan (5)Pension Plan (6)Pension Plan (7)Pension Plan (8) Impairment of LongLived A (16) Impairment of LongLived A (17) Impairment of LongLived A (18) Impairment of LongLived A (19) Impairment of LongLived A (20)!Certain Significant Risks and U!Certain Significant Risks a (1)!Certain Significant Risks a (2)!Certain Significant Risks a (3)!Certain Significant Risks a (4)!Certain Significant Risks a (5)!Certain Significant Risks a (6)!Certain Significant Risks a (7)KIRBY CORPORATION (2) Performance Measurement PeriodPlan ObjectivesPlan Objectives (1)!Annual Incentive Plan Calculati!Performance Measures and Weight!Performance Standards 038 AwardExample Award CalculationExample Award Calculation (1)
PromotionsPromotions (1)VP of Human Resources!Business Group Presidents and VU }7}$ }m

KIRBY CORP10K
02/27/20080(PRINCIPAL SUBSIDIARIES OF THE REGISTRANT Domicile of
Incorporation1
)KIRBY CORPORATION ? PARENT AND REGISTRANT
Nevada1)SUBSIDIARIES OF THE PARENT AND REGISTRANT( Kirby Corporate Services, LLC(1)DelawareKIM Holdings, Inc.(1)Delaware Kirby Terminals, Inc.(1)
Texas( Sabine Transportation Company(1)DelawareAFRAM Carriers, Inc.(1)Delaware%Kirby Engine Systems, Inc.(1)Delaware Kirby Tankships, Inc.(1)Delaware0(Dixie Offshore Transportation Company(1)Delaware.&Mariner Reinsurance Company Limited(1)BermudaCONTROLLED CORPORATIONS6.KIM Partners, LLC (Subsidiary of KIM Holdings, LouisianaInc.)(1).&Kirby Inland Marine, LP (KIM Holdings,Delaware1)Inc. 1% General Partner, KIM Partner, LLC99% Limited Partner)(1)1)Dixie Carriers, Inc. (subsidiary of Kirby
TexasInland Marine, LP)(1)Dlxl`<
Y>f"}BL) !"#$%&'()*+,1 )Marine Systems, Inc. (subsidiary of Kirby Louisiana!!Engine Systems, Inc. )(1)/"'Rail Systems, Inc. (subsidiary of Kirby""Delaware!#Engine Systems, Inc. )(1)1$)Engine Systems, Inc. (subsidiary of Kirby$$Delaware %Engine Systems, Inc.)(1)&%Osprey Line, L.L.C. (66 2 / 3 %)(1)&
&Texas%'Marine Highways, LLC (40%)(1)''Delaware()$*____________________________1+)Created by Morningstar Document Research.0,(http://documentresearch.morningstar.com/2
F=PF0*8X>
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