0000921895-98-000071 Sample Contracts

EXHIBIT 1 Joint Filing Agreement ----------------------
Joint Filing Agreement • January 27th, 1998 • WHX Corp • Steel works, blast furnaces & rolling mills (coke ovens)

Each of the undersigned hereby agree that the statement on Amendment No. 1 to the Schedule 13D with respect to the Common Stock, $1.00 par value per share, of Handy & Harman, dated January 27, 1998 is, and any amendments thereto signed by each of the undersigned, shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(f) of the Securities Exchange Act of 1934.

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January __, 1998 PRIVATE AND CONFIDENTIAL WHX Corporation 110 East 59th Street New York, New York 10022 Attention: Mr. Ronald LaBow, Chairman of the Board Gentlemen: This letter agreement (the "Agreement") confirms our understanding that WHX...
Financial Advisory Agreement • January 27th, 1998 • WHX Corp • Steel works, blast furnaces & rolling mills (coke ovens) • New York

This letter agreement (the "Agreement") confirms our understanding that WHX Corporation ("WHX"or the "Company") has engaged Donaldson, Lufkin & Jenrette Securities Corporation ("DLJ") to act as its exclusive financial advisor for a period of 12 months commencing upon your acceptance of this Agreement, with respect to the possible acquisition of Handy & Harman ("Target"), in one or a series of transactions, by merger, consolidation or any other business combination, by purchase involving all or a substantial amount of the business, securities or assets of the Target, or otherwise (each a "Transaction").

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