KIMBERLY CLARK CORP
EX-10
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<TYPE>EX-10
<SEQUENCE>3
<FILENAME>ex10.txt
<DESCRIPTION>EX-10
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                                                                     Exhibit 10


                          KIMBERLY-CLARK CORPORATION
                  EXECUTIVE OFFICER ACHIEVEMENT AWARD PROGRAM
                     (AS ADOPTED EFFECTIVE APRIL 25, 2002)


1.     PURPOSE

       This Executive Officer Achievement Award Program ("EOAAP" or the "Plan")
       is adopted effective April 25, 2002. The purpose of EOAAP is to further
       unite the interests of the stockholders of Kimberly-Clark Corporation
       (the "Company")  and  its  executive  officers  through  the  annual
       payment  of performance-based  incentive  compensation  to each
       participating executive in the  form  of  a  cash  award.

2.     ELIGIBILITY

       Employees  eligible to participate in EOAAP (the "Participants") shall be
       limited to the Chief Executive Officer and other executive officers of
       the Company (within the meaning of Rule 3b-7 of the Securities Exchange
       Act of 1934  as  amended  from  time  to  time)  as of March 30 of each
       calendar year ("performance  year")  who  shall  receive  awards  under
       the Plan for such performance year.  An individual who becomes an
       executive officer after March 30 and on or before October 1 of a calendar
       year shall receive an award as provided  in  Section  3.

3.     AWARDS

       Subject to the Compensation Committee's discretion to reduce such awards,
       each Participant shall be entitled to an award for each performance year
       equal to 0.5  percent  of  the  Company's earnings before unusual items.
       The Company's independent auditors will review the Corporation's
       calculation of the award amount  and  confirm  its mathematical accuracy
       to the Compensation Committee.

       An individual who becomes a Participant after March 30 and on or before
       October  1  of  a performance year shall receive an award for that
       performance year  based  on  the  earnings  before  unusual  items of the
       Company for each calendar  quarter  following  the  quarter  in which the
       individual becomes an executive  officer.

4.     PAYMENT OF AWARDS; COMPENSATION COMMITTEE DISCRETION TO REDUCE

       As  soon  as  practicable  after  the  end  of each performance year, the
       Company's  independent auditors shall determine and report to the
       Compensation Committee the Company's earnings  before unusual items and
       the Compensation Committee shall certify the amount of each award for
       that year under the provisions  of  this  Plan.

       The Compensation Committee, in its sole discretion, based on any factors
       the Compensation Committee  deems  appropriate,  may  reduce  the  award
       to  a Participant  in  any  year  (including  reduction  to zero if the
       Compensation Committee  so  determines).    The  Compensation  Committee
       shall  make  a determination  of  whether  and to what extent to reduce
       awards under the Plan for  each  year at such time or times as the
       Compensation Committee shall deem appropriate.    The reduction in the
       amount of an award to a Participant for a performance year shall have no
       effect on the amount of the award to any other Participant for such
       year.

       Payments of awards to Participants who are employees of subsidiaries of
       the Company  shall  be  paid  directly  by  such  subsidiaries.

       Termination  of  employment  for  any reason may result in a pro rata or
       other adjustment  to  the  amount  of the award on such basis as shall be
       determined fair  and  equitable  by  the  Compensation  Committee.

       Notwithstanding any provision of EOAAP, no award shall be  paid  to  a
       Participant who, in any calendar  year, has  discharged  his  principal
       accountabilities in a manner deemed unacceptable by the Chief Executive
       Officer. Participants under the EOAAP will be ineligible for awards
       relating to  the same calendar quarter under the Company's Management
       Achievement Award Program.

<PAGE>

       Awards shall be paid in cash as of a date or dates determined by the
       Compensation Committee, or if the Compensation Committee makes no
       determination, then  as soon as practicable after the amount of the award
       has been  determined.

       Prior to becoming entitled to receive an award, a Participant may elect
       to defer the receipt thereof to some future date or dates.  Except as
       otherwise provided under the Company's Deferred Compensation Plan,
       deferred EOAAP awards shall  not  bear  interest.

5.     GENERAL  PROVISIONS

       The  Plan  shall  be  administered  by  the  Compensation  Committee.
       The Compensation  Committee,  in  its  sole  discretion,  shall  have
       the power to interpret  and  construe  the  Plan; provided, however,
       that no such action or determination  may  increase  the  amount  of
       compensation payable that would otherwise  be  due  in  a  manner  that
       would result in the disallowance of a deduction  to  the  Company  under
       Section 162(m) of the Code or any successor section.  Any interpretation
       or construction of any provisions of the Plan by the Compensation
       Committee shall be final and conclusive upon all persons.  No member  of
       the  Board  or  the Compensation Committee shall be liable for any
       action  or  determination  made  in  good  faith.

       "Compensation  Committee" means the Compensation Committee of the Board
       of Directors  of the Company, provided that if the requisite number of
       members of the  Compensation  Committee  are not Disinterested Persons,
       the Plan shall be administered  by a committee, all of whom are
       Disinterested Persons, appointed by the  Board  and consisting of two or
       more directors with full authority to act  in  the  matter.

       Except  as provided in this Plan, no right of any Participant shall be
       subject in any manner to anticipation, alienation, sale, transfer,
       assignment, pledge, encumbrance,  charge, attachment, garnishment,
       execution, levy, bankruptcy, or any  other disposition of any kind,
       whether voluntary or involuntary, prior to actual  payment  of an award.
       No Participant, or any other person, shall have any interest in any
       fund, or in any specific asset or assets of the Company, by reason of an
       award that has been made but has not been paid or distributed.

       Nothing contained in EOAAP shall be construed as a contract of employment
       or as  a  right  of  any  Participant to be  continued in the employment
       of the Company,  or  as  a  limitation  on  the right of the Company to
       discharge any Participant  with  or  without  cause.

       The Compensation Committee may at any time amend, suspend, or discontinue
       the Plan  or  alter  or  amend  any or all awards under the Plan to the
       extent (1) permitted by law and (2) that such action would not result in
       the disallowance of a deduction to the Company under Section  162(m)  of
       the Code or any successor section (including the rules and regulations
       promulgated thereunder); provided, however, that if any of the foregoing
       requires the approval  by stockholders of any such amendment, suspension
       or discontinuance, then the  Compensation Committee may take such action
       subject to the approval of the stockholders.  No such amendment,
       suspension, or termination of the Plan  shall, without the consent of the
       Participant, adversely alter or change any of the rights or  obligations
       under any awards previously granted the Participant.   In the case of a
       Participant employed outside the United States the  Board  may  vary the
       provisions of the Plan as it may deem appropriate to conform  to  local
       laws,  practices  and  procedures.    Further,  unless the stockholders
       of  the Company shall have first approved thereof, no amendments shall
       be  made which shall increase the maximum amount of any award above the
       amount  determined  by  the  formula  described  in  Section  3  in  any
       year.

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