MOCON, INC. DESCRIPTIONOF EXECUTIVE OFFICER COMPENSATIONARRANGEMENTS

Exhibit 10.22

MOCON, INC.

DESCRIPTION OF EXECUTIVE OFFICER

COMPENSATION ARRANGEMENTS

All of the employees of MOCON, Inc., including executive officers, are employed “at will” and do not have employment agreements with MOCON.  MOCON has, however, entered into a written Executive Severance Agreement with each of its full-time executive officers, a form of which has been filed as an exhibit to MOCON’s annual report on Form 10-K for the year ended December 31, 2000.  The following is a description of oral compensation arrangements between MOCON, Inc. and the following executive officers of MOCON:

(1)                                  MOCON provides its executive officers and other employees a direct financial incentive to achieve MOCON’s annual profit goals through the MOCON, Inc. Incentive Pay Plan, which was established pursuant to resolutions of the Compensation Committee effective January 1, 2003 and filed as an exhibit to MOCON’s annual report on Form 10-K for the year ended December 31, 2002.  Under the Incentive Pay Plan, annual goals are measured by MOCON’s annual net income before income taxes and incentives for Mr. Demorest, Mr. Anderson, Mr. Mayer and Mr. Meyer, who have overall corporate responsibilities, and by MOCON’s semi-annual operating profit before incentives, and by semi-annual bookings, by business units for Mr. Lindemann, who is in charge of several of MOCON’s business units.  The Incentive Pay Plan contemplates that each year the Compensation Committee will establish goal amounts for MOCON’s executive officers and will determine the percentage of salary at goal for MOCON’s executive officers.  On December 23, 2004, the Compensation Committee established these goal amounts and determined these percentages.  Although the goal amounts are confidential, the 2005 percentages of salary at goal range from thirty percent to sixty-five percent of 2005 base salary earned, at goal, with the actual incentive paid based on the percentage of goal achieved, up to a maximum of one hundred fifty percent.  The fiscal 2005 goals and percentages of salary were set forth in resolutions approved by the Compensation Committee and are not otherwise set forth in any written agreements between MOCON and the executive officers.  The following are the amounts paid to each of MOCON’s executive officers under the Incentive Pay Plan with respect to fiscal 2004:  Mr. Demorest: $130,333; Mr. Mayer: $57,039; Mr. Anderson: $48,628; Mr. Lindemann: $48,165 and Mr. Meyer: $9,005.  These amounts were paid in February 2005.

(2)                                  On December 23, 2004, the Compensation Committee established individual special performance related bonus arrangements for Messrs. Demorest, Mayer, Anderson and Lindemann to further motivate these individuals to attain certain company-related performance goals in addition to the profitability performance-related goals covered under MOCON’s Incentive Pay Plan.  While the specific performance goals remain confidential, the bonuses if paid will be in the form of an extra week of paid vacation and an all-expense paid trip for two, up to maximum amounts ranging from $7,500 to $10,000.  The terms of the fiscal 2005 special performance related bonuses were set forth in resolutions approved by the Compensation Committee and are not otherwise set forth in any written agreements between MOCON and the executive officers.