The judge in Tribune Co.’s bankruptcy case approved more than $40 million in 2010 incentive bonuses for 635  operating managers and executives Wednesday.

But based on the company’s projected performance through the end of the year, the payout will likely be closer to $30 million, according to court documents.

Reacting to objections to the plan, the company also agreed to withhold payments for five top executives  identified as potential defendants in legal claims related to Tribune Co.’s 2007 leveraged buyout.

The court did not address what would happen to the bonuses slated for former Tribune Co. Chief Executive Randy Michaels, who resigned under pressure Oct. 22, or the 11 members of his team who also have left the company. But sources close to the situation said that in Michaels case at least, an exit package is still being negotiated with no determination  about how his share of the 2010 bonus program would fit in.

At a hearing Wednesday in Delaware, U.S. Bankruptcy Judge Kevin Carey, who has approved $57 million in management bonuses since the Chicago-based media company filed for Chapter 11 protection Dec. 8, 2008, said the new request (filed in May) was “meaningful but not excessive” in rewarding management performance for 2010.

He noted that Tribune Co. had moved the incentive targets upward and adjusted the payouts downward in response to pressure from creditors in July, making 2010 program slightly less lucrative than the one he approved for 2009.

The 2010 plan gives Tribune Co. managers the opportunity to earn a maximum of $42.9 million in bonuses if they generate $685 million or more in operating cash flow through December, up from a cash flow of  $492 million in 2009.

But Eddy Hartenstein, Tribune Co. co-president and publisher of the company’s Los Angeles Times, testified at the hearing that the company is projecting cash flow of $617 million for the year, which would trigger the mid-level bonus payouts. That would pay out a total of $33 million to 640 managers, or $4.4 million for Tribune Co.’s top nine executives and $28.2 million for the rest.

It is not clear, however, how much of that total will actually be paid since it is unclear what Michaels and his team will receive, and Tribune Co. has not said how much was slated for the five executives who will be denied payments until the potential claims against them are dropped or resolved in court.

The five executives named in the objection filed by the Official Committee of Unsecured Creditors are Tribune Co. Chief Financial Officer Chandler Bigelow; Daniel Kazan, senior vice president of investments; Harry Amsden, senior vice president of financial operations; Robert Gremillion, executive vice president of Tribune Publishing; and David Williams, chief executive of Tribune Media Services.

The creditors committee and the U.S. Bankruptcy Trustee argued that it would be inappropriate to pay these executives from estate funds given that they have been identified as potential defendants in claims raised by Kenneth Klee, the court appointed examiner, or the committee, which recently filed two massive complaints related to the buyout.

Tribune Co. on Tuesday issued a statement saying that if the five named employees were denied bonuses based on “judicially untested” claims it would “improperly penalize” them. But in court Wednesday, the company bowed to the objections  to get the broader bonus plan approved quickly.