In 2004, key employees of Georgia Gulf Corporation
("Georgia Gulf"), including Messrs. Schmitt, Seal, Beerman, Doherty and
Shannon,the named executive officers (each, a "Participant," and
collectively, the ("Participants"), participated in our management
incentive bonus plan (the "Plan").  The objective of the Plan is to
motivate the performance of the Participants by creating the potential
for increased compensation tied directly to company profit.

	In December 2003, the Compensation Committee assigned bonus points
to each Participant, set primarily by reference to his salary level,
which, for Mr. Schmitt, were equal to 55% of his base salary, and for
each other Participant, were equal to 50% of his base salary.
The Compensation Committee also established a corporate target for 2004
earnings which was an EBITDA (earnings before interest, taxes, depreciation
and amortization) return equal to Georgia Gulf's cost of capital
plus 200 basis points.

            Under the terms of the Plan, if the corporate target is
reached, the Participants receive a payment equal to 70% of their
points awarded.  If the corporate target is not reached, payments
are ratably reduced to a minimum target, which is the greater of half
of the corporate target or a risk-free rate of return (e.g., 10 year
Treasury Bill), in which case Participants receive a payment equal
to 10% of their points awarded.  If the corporate target is surpassed,
payments are ratably increased to a maximum, which is double the
Participants' points where earnings equal two times the corporate target.
The Plan also provides that payment adjustments will be made to reflect
changes in the current performance of the chemical industry when compared
to historical performance.

            Georgia Gulf's 2004 earnings exceeded the target.  Payments to
Participants, calculated in accordance with the Plan, were increased by 69%.
On January 31, 2005, the Compensation Committee approved the award to each
Participant of a payment equal to 1.69 times 70% of his awarded points.

            The remaining 30% of each Participant's bonus payment under the
Plan was awarded based on Georgia Gulf's 2004 earnings and each Participant's
performance for 2004.  On January 31, 2005, the Compensation Committee, in its
discretion, also approved the award to each Participant of a payment equal to
double the remaining 30% performance-based bonus payment for 2004.