8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): February 10, 2006

USEC Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-14287	52-2107911
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
2 Democracy Center, 6903 Rockledge Drive, Bethesda, Maryland		20817
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (301) 564-3200

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

On February 6, 2006, the Compensation Committee of the Board of Directors of USEC Inc. (the "Company") approved the annual performance objectives and targets that will be used to determine the annual incentive awards for the Company’s executive officers for the 2006 fiscal year. These actions are described in Exhibit 10.1 to this report, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

Exhibit Number--Description

10.1--Summary of 2006 Annual Performance Objectives for Executive Officers.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	USEC Inc.
February 10, 2006	By:	/s/ Timothy B. Hansen
		Name: Timothy B. Hansen
		Title: Senior Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.	Description
10.1	Summary of 2006 Annual Performance Objectives for Executive Officers.

EX-10.1

EXHIBIT 10.1

SUMMARY OF 2006 ANNUAL PERFORMANCE OBJECTIVES
FOR EXECUTIVE OFFICERS

On February 6, 2006, the Compensation Committee of the Board of Directors of USEC Inc. (the “Company”) approved the annual performance objectives and targets that will be used to determine the annual incentive awards which may be granted to the Company’s executive officers under the annual incentive program under the USEC Inc. 1999 Equity Incentive Plan for the 2006 fiscal year.

Target awards for executive officers for 2006 generally range from 36% to 100% of base salary. Actual awards can range from 0% to 150% of the targeted percentage, depending on performance against pre-determined annual performance objectives. The 2006 annual incentive awards will be based on a combination of formula-based Company financial goals and individual performance. The Company financial goals for 2006 involve the achievement of a targeted net income and a targeted cash flow from operations. The individual performance goals for 2006 consist of individual key performance objectives.

Participants must take at least 35% of their annual incentive award in restricted stock until they meet applicable stock ownership guidelines. As an incentive to take more of their compensation in the form of Company stock, participants receive additional shares of restricted stock equal to 20% of the cash portion of any annual incentive award that they elect to take in shares of restricted stock. The restricted stock portion of the award vests one year from the date of grant.