Exhibit 10(b)(1) First Amendment to Standstill Agreement with John D. Weil Reference is hereby made to the Agreement, entered into as of March 2, 1992, by and between Oglebay Norton Company, a Delaware corporation and John D. Weil ("Weil") (the...

Exhibit 10(b)(1)

           First Amendment to Standstill Agreement with ▇▇▇▇ ▇. ▇▇▇▇



     Reference is hereby made to the Agreement, entered into as of March 2,
1992, by and between Oglebay Norton Company, a Delaware corporation and ▇▇▇▇ ▇.
▇▇▇▇ ("▇▇▇▇") (the "Agreement"). Oglebay Norton Company and Weil hereby agree to
amend the Agreement as follows:

     1.  All references in the Agreement to the Company shall mean Oglebay
Norton Company, a Delaware holding company formed in a merger
transaction consummated on March 5, 1999.

     2.  Section 3(a) of the Agreement is hereby amended to change "11%" to
"15%".

     3.  Except as hereby amended, the Agreement shall remain in full force
and effect, without further modification.

     IN WITNESS WHEREOF, Oglebay Norton Company and Weil have executed this
letter agreement on this 14th day of June, 1999.


Oglebay Norton Company

By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Walk
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Title: Secretary


/s/ ▇▇▇▇ ▇. ▇▇▇▇
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