0000950123-09-062527 Sample Contracts

Contract
Non Qualified Stock Option Agreement • November 16th, 2009 • Noranda Aluminum Holding CORP • Primary production of aluminum • Delaware

AMENDED AND RESTATED NON QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) dated as of November 12, 2009 (the “Amendment Date”), between NORANDA ALUMINUM HOLDING CORPORATION, a Delaware corporation (the “Company”), and the Optionee set forth on the signature page to this Agreement (the “Optionee”).

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AMENDMENT TO LAYLE K. SMITH’S TERM SHEET DATED MARCH 3, 2008
Noranda Aluminum Holding CORP • November 16th, 2009 • Primary production of aluminum

This Amendment (the “Amendment”) to the Management Equity Investment and Incentive Term Sheet (the “Termsheet”), dated as of March 3, 2008, between Noranda Aluminum Holding Corporation (the “Parent”), Noranda Aluminum, Inc. (the “Company”) and Layle K. Smith (the “Executive”), is made and entered into as of the 12th day of November, 2009.

PRIVILEGED AND CONFIDENTIAL ATTORNEY WORK PRODUCT
Privileged And • November 16th, 2009 • Noranda Aluminum Holding CORP • Primary production of aluminum • Delaware

NON QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) dated as of November _____, 2009, between NORANDA ALUMINUM HOLDING CORPORATION, a Delaware corporation (the “Company”), and the Optionee set forth on the signature page to this Agreement (the “Optionee”).

Contract
Non Qualified Stock Option Agreement • November 16th, 2009 • Noranda Aluminum Holding CORP • Primary production of aluminum • Delaware

AMENDED AND RESTATED NON QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) dated as of November 12, 2009 (the “Amendment Date”), between NORANDA ALUMINUM HOLDING CORPORATION, a Delaware corporation (the “Company”), and the Optionee set forth on the signature page to this Agreement (the “Optionee”).

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