These days it's not enough for some chief executives to receive an enormous salary, bonus and grant of stock options. Many of them are also hauling in "special" bonuses on top of all that.

In their proxy statements, companies explain these bonuses by citing a special achievement by the boss. Sometimes the achievements sound a lot like part of the job the CEOs are getting all that other pay to perform.

In 1999, as Baxter International Inc.'s Vernon Loucks relinquished his CEO duties after 18 years, directors handed him a special stock-option grant of 950,000 shares "for the specific purposes of motivating" him "to implement a smooth transition of his responsibilities."

Thomas Unterman, executive vice president and chief financial officer of Times Mirror Co., received a $1 million award in 1998 for the "successful completion" of three divestitures. CEO Douglas Pinner of Tokheim Corp., a gasoline-pump maker, received a $150,000 bonus "for directing and accomplishing" an acquisition.

Uni-Marts Inc. gave CEO Henry Sahakian a $100,000 one-time bonus in 1999 even though sales slid 24% and the convenience-store chain posted its second consecutive annual loss. The compensation committee, which includes Mr. Sahakian's brother, said the special bonus reflected "significantly" improved financial results. In 1998, Uni-Marts narrowed its loss to $372,000 from $6 million in 1997.

In all, in 1998, nearly 9% of companies gave special awards to top executives, up from just 2% in 1995, according to William M. Mercer Inc., which analyzes proxy statements of 350 major U.S. companies.

Flush with huge gains from the bull stock market, some companies are simply passing on part of the abundance, pay experts say. And, as always with executive pay, you can expect that a goody enjoyed by a few CEOs will quickly spread to other companies. Says Steve Gross, a Mercer compensation consultant and principal, "There's a little bit of the herd mentality going on."

Companies say the bonuses are well deserved. In Fort Wayne, Ind., Tokheim's Mr. Pinner says acquiring a fuel-dispenser business was difficult because other suitors were vying for it and financing for such deals came at a very bad time in the market. Directors told him, he adds, that by closing the "must-do" strategic deal, which nearly doubled Tokheim's sales, "we had pulled off what they described as an almost impossible task."

Times Mirror spokeswoman Martha Goldstein says the special bonus for Mr. Unterman recognizes his leadership in dealing with the complexity involved in the divestitures, and the $1.35 billion gain realized from their dispositions. Uni-Marts, based in State College, Pa., didn't return phone calls, but Daniel Sahakian, a member of the board's compensation committee, says only that his role in approving the bonus was "not that of brother to brother."

At Baxter, the special grant to Mr. Loucks came even though during the last four years of his stewardship its return to shareholders trailed its peer group, the Standard & Poor's medical products and supplies group. Why pay him extra for handing over the reins to a successor?

Vice President of Corporate Communications Jill Carter explains: "We absolutely wanted Vern to continue to work very closely with [his successor], our customers, government folks, and to continue as an active chairman." She also notes that the special options granted to Mr. Loucks are "significantly premium-priced" to the market.

One of the biggest special bonuses in 1998 went to Richard McGinn, after his first year as chief executive officer of Lucent Technologies Inc. During that time, the fiscal year ended Sept. 30, the telecommunications-equipment maker, based in Murray Hill, N.J., saw its net income leap 79% and its stock soar 70%.

"In recognition of outstanding performance," Lucent's proxy said, the board gave him a special bonus of $7.4 million . He also got a special stock option of 400,000 shares, as well as a special restricted stock award of 200,000 shares valued at $8.6 million. That was all in addition to a base salary of $1.1 million, a regular bonus of $4.4 million, an option on 150,000 shares of stock and $144,000 worth of various perks.

Lucent's proxy says the CEO "has personally led the company's efforts to create a high-performance operating environment and an open, supportive and diverse workplace." Adds spokesman Jeff Baum, the compensation "is directly tied to building shareholder value, and his total compensation is in line with what CEOs of other large, high-performance companies are receiving."

Mr. McGinn's package strikes others as excessive. It "offers a vivid illustration of how out of control things have gotten in the world of executive compensation," says Graef Crystal, a veteran pay consultant. "One has to wonder how anyone can be worth so much money over a short period, no matter what his performance."

For "exceptional services" in negotiating and establishing a nationwide asbestos-claims program, two Owens Corning Inc. senior vice presidents, Maura Abeln and Domenico Cecere, received $400,000 each in 1998. The program settled 90% of the claims in the complex litigation, which wound along for 15 years before being settled. But Ms. Abeln got the award even though she didn't join the company until February 1998, when she also received a $100,000 sign-on bonus and a $750,000 incentive bonus.

And how did the Toledo, Ohio, glass-and-materials company fare in 1998? Sales rose 15% to $5 billion, but Owens Corning incurred a loss of $705 million after a $1.42 billion pretax provision for the asbestos settlement.

William Hamilton, an Owens Corning spokesman, says the special bonuses were the first he had seen in his nearly 30 years at the company. On the asbestos-litigation issue, he says, Ms. Abeln, who is also general counsel, had "turned our thinking around 180% from being heavily adversarial to sitting down with plaintiffs' attorneys and working out a long-term agreement." He adds that she and Mr. Cecere, as chief financial officer, had worked tirelessly to negotiate the national settlement with some 80 law firms.

Some directors say they are using special awards to keep CEOs from jumping ship. Playtex Products Inc.'s CEO, Michael Gallagher, got a special $1 million bonus in 1998 when the company's stock hit a certain threshold, $15 a share, then stayed at or above it for 30 days. Under a "special price-based incentive" program, he can receive three additional $1 million awards if the stock price hits $20, $25 and $30 before June 30, 2000. The proxy for Playtex, an apparel maker based in Westport, Conn., says the special award reflects the company's "need to attract, retain and incentivize a chief executive officer of Mr. Gallagher's caliber."

Michael Goff, Playtex Products' chief financial officer, calls the special bonus plan "very clever" because it's a way for Mr. Gallagher "to get some current cash and motivate him to get the stock price up." Each time Playtex stock rises $5 a share, Mr. Goff says, the company gains $300 million in shareholder value -- and Mr. Gallagher gets the special $1 million bonus. The CEO also receives regular stock options tied to the company's stock performance.