Reliant FORM 10-K manual Long Term Compensation Name Principal Position, Year, Annual Compensation

2004

Long Term

Compensation

Name

And Principal

Position

W.A. Owens*

President and Chief

Executive Officer

P.Debon** President, Carrier Networks

B.W. McFadden**

Chief Technology Officer

S.L. Spradley**

President, Global

Operations

N.J. DeRoma

Chief Legal Officer

F.A. Dunn*

Former President and

Chief Executive Officer

Year

2004

2003

2002

2004

2003

2002

2004

2003

2002

2004

2003

2002

2004

2003

2002

2004

2003

2002

				Awards
	Annual Compensation			Securities
			Other Annual	Underlying
	Salary	Bonus	Compensation	Options
($)		($)(1)	($)	(#)
681,818		–	–	–
	–	–	–	–
	–	–	–	–
	590,000	–	10,445(3)	–
590,000		743,400(6)	–	–
		1,475,000(8)(9)
537,143		–	–	250,000
	530,000	–	–	–
501,667		528,675(6)	–	–
		1,291,000(8)(9)
458,545		–	–	250,000
	530,000	–	–	–
496,667		609,325(6)	–	–
		1,285,000(8)(9)
354,275		–	–	291,999(15)
	526,000	–	–	–
526,000		524,685(6)	–	–
		1,315,000(8)(9)
526,000		–	24,038(13)(16)	250,000
	417,043(17)	–	–	–
868,750		– (18)	–	–
		3,540,000(8)(19)
825,000		–	–	750,000(20)

Payouts

LTIP

Payouts

(#)

–

–

–

–

90,000(7)

745,000(10)

–

–

90,000(7)

745,000(10)

–

–

575,000(10)

–

–

135,000(7)

535,000(10)

–

–

225,000(7)

745,000(10)(19)

–

All Other

Compensation

($)

70,298(2)

–

–

85,577(4)(5)

92,346(4)(5)

125,875(4)(5)(11)

38,601(12)(13)

65,430(12)(13)

16,503(12)(13)

6,500(14)

6,000(14)

5,500(14)

31,960(12)(13)

54,494(12)(13)

17,885(12)(13)

9,138(12)(13)

26,145(12)(13)

24,747(12)(13)

*On April 27, 2004, Mr. Dunn’s employment as President and Chief Executive Officer of the Company and Nortel Networks Limited was terminated for cause and Mr. Owens was appointed President and Chief Executive Officer of the Company and Nortel Networks Limited.

**Prior to the change in positions effective October 1, 2004 in accordance with the corporate reorganization announced by the Company on August 19, 2004, Messrs. Debon and McFadden and Ms. Spradley held, respectively, the positions of: President, Wireless Networks; President, Optical Networks; and President, Wireline Networks.

(1)Incentive cash awards for each fiscal year under the Nortel Networks Limited SUCCESS Incentive Plan (or SUCCESS Plan), including payments made in connection with the “Return to Profitability” bonus program component of that plan, in respect of each of the fiscal years, whether or not deferred by the named executive officer. On April 27, 2004, the Company and Nortel Networks Limited terminated for cause the employment of each of its then president and chief executive officer, chief financial officer and controller. On August 19, 2004, the Company announced that seven individuals with, or who had, significant responsibilities for financial reporting at the line of business and regional levels were terminated for cause. Nortel Networks has demanded from these individuals repayment of any payments made under bonus plans in respect of 2003, including any awards under the SUCCESS Plan. See footnotes (8) and (19) below.

(2)Represents contributions under the Nortel Networks Long-Term Investment Plan ($1,038), expatriate expenses related to Mr. Owens’ responsibilities as President and Chief Executive Officer of the Company and Nortel Networks Limited ($43,588) and fees earned as a non-employee director prior to being appointed as President and Chief Executive Officer of the Company and Nortel Networks Limited ($25,672). See “Compensation of directors”.

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