HORSEHEAD CORPORATION Second Amendment to Employment Agreement James Hensler III Dated: June 22, 2009

Exhibit 10.1

HORSEHEAD CORPORATION

Second Amendment to Employment Agreement

Xxxxx Xxxxxxx III

Dated: June 22, 2009

     WHEREAS, Horsehead Corporation (the “Company”), and Xxxxx Xxxxxxx III (“Employee”), entered into an employment agreement on November 30, 2006 (as amended, including without limitation pursuant to that First Amendment to Employment Agreement, dated December 24, 2008, the “Agreement”); and

     WHEREAS, the Company and Employee now wish to amend the Agreement to clarify certain details with respect to Base Salary and severance matters in accordance with the provisions of Section 21 of the Agreement.

     NOW, THEREFORE, in consideration of the foregoing, of the mutual promises contained herein and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree to amend the Agreement as set forth herein.

     FIRST: The first sentence of Section 3(a) of the Agreement is hereby amended and restated in its entirety to read as follows.

     “During the Employment Period, Employee’s base salary shall be $480,000 per annum (as the same may be adjusted from time to time by the Board in its sole discretion, the “Base Salary”).

     SECOND: Except as specifically modified herein, the Agreement shall remain in full force and effect in accordance with all of the terms and conditions thereof.

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     IN WITNESS WHEREOF, the parties hereto have executed this amendment to the Agreement as of the date first written above.

	HORSEHEAD CORPORATION
	By:	/s/ Xxx Xxxxx
		Name:	Xxx Xxxxx
		Title:	Secretary

EMPLOYEE
 

/s/ Xxxxx Xxxxxxx III  

Xxxxx Xxxxxxx III 

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