0000930661-03-001195 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 25th, 2003 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals • Texas

THIS AGREEMENT is entered into effective as of this 1st day of November 2001 (the “Effective Date”), by and between IMCO Management Partnership L.P., a Texas limited partnership (the “Company”), IMCO Recycling Inc., a Delaware corporation (“IMCO”) and W. Lane Pennington residing at 4205 Amherst, Dallas, Texas 75225 (the “Executive”).

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December 18, 2001 Mr. Paul V. Dufour Irving, TX 75038 Re: Amendment to Employment Agreement dated September 1, 2000. Dear Mr.Dufour:
Imco Recycling Inc • March 25th, 2003 • Secondary smelting & refining of nonferrous metals

Please refer to the Employment Agreement dated September 1, 2000 among IMCO Recycling Inc., IMCO Management Partnership L.P. and you. Capitalized terms not defined in this amendment (the “Amendment”) shall have the respective meanings assigned to those terms in the Employment Agreement. The parties hereto desire to amend the terms and conditions of the Employment Agreement as follows:

IMCO RECYCLING INC. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock • March 25th, 2003 • Imco Recycling Inc • Secondary smelting & refining of nonferrous metals

This RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”) is entered into effective as of the Date of Grant by and between Paul V. Dufour (the “Executive”) and IMCO Recycling Inc., a Delaware corporation (“IMCO”).

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