ROANOKE ELECTRIC STEEL CORP
COLLECTIVE BARGAINING AGREEMENT - SWVA
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<TYPE>EX-10
<SEQUENCE>3
<FILENAME>swvacontract2002.htm
<DESCRIPTION>COLLECTIVE BARGAINING AGREEMENT - SWVA
<TEXT>
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<BODY bgColor=#ffffff>
<P align=center><U>COLLECTIVE BARGAINING AGREEMENT</U></P>
<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;This
Agreement, made and entered into (to become effective 12:01 a.m.) June 10, 2002,
is between SWVA, Inc., or its successor, at its plant at 17th Street and Second
Avenue in Huntington, West Virginia (hereinafter referred to as "Steel" or
"Company") and the United Steelworkers of America, AFL-CIO, (hereinafter
referred to as "Steelworkers" or "USWA").</P>
<P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;The Company
agrees that it will not sell, convey, assign, or otherwise transfer the SWVA,
INC., Plant or significant part thereof covered by the Contract between the
Company and the United Steelworkers of America that has not been permanently
shutdown for at least eight months to any other party ("buyer") who continues to
operate the "Plant" as the Company had, unless no later than the time of the
transfer the "buyer" agrees to assume this Agreement.&nbsp; Once so assumed,
this Agreement will continue to bind the Union.</P>
<P><B>Section 1 - INTENT AND PURPOSE</B></P>
<P>1-A&nbsp;&nbsp;Relationship between the parties</P>
<BLOCKQUOTE>
  <P>1.&nbsp; It is the intent and purpose of the parties hereto that this
  Agreement shall promote and improve industrial and economic relationships
  between Steel and Steelworkers and to set forth herein the Agreement covering
  rates of pay, hours of work and conditions of employment to be observed
  between the parties hereto.</P></BLOCKQUOTE>
<P>1-B&nbsp;&nbsp;Anti-discrimination</P>
<BLOCKQUOTE>
  <P>1.&nbsp; There shall be no discrimination, restraint or coercion against
  any member because of membership in the Union, Union Activity, Race, Creed,
  Color, Sex, National Origin, Religion, Age or Handicap.</P>
  <P>2.&nbsp; The parties agree to comply with the Federal "ADA
Law".</P></BLOCKQUOTE>
<P>1-C&nbsp;&nbsp;Definition of employee</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The term "employee" as used in this Agreement will include all
  production and maintenance workers of Steel at its Huntington plant located at
  17th Street and Second Avenue in Huntington, West Virginia.&nbsp; Positions
  herein excluded from the Bargaining Unit include Stenographers, Secretaries,
  Receptionists, PBX Operators, Messengers, Porters, Clerks (cost, inventory,
  stores, production, payroll, sales, accounting and billing personnel),
  Weighmaster, Draftsmen, Guards, Watchmen, Foremen, Supervisors,
  Superintendents, all personnel who are on the semi-monthly payroll of Steel,
  and all other employees agreed to by Steel and the
Steelworkers.</P></BLOCKQUOTE>
<P>1-D&nbsp;&nbsp;Supervisor working</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The Company agrees that Supervisors and other members of
  management are employed for the purpose of supervision.&nbsp; Supervisors
  shall not take the place of or perform the duties of regular bargaining unit
  employees except for the purposes of instructing, training, investigating a
  problem, or where an emergency exists and/or assisting bargaining unit
  employees to maintain efficient operations as long as assisting is
  minimal.&nbsp; However, this Section is not to prohibit Melter Supervisors,
  Caster Supervisors, or Roller Supervisors from continuing to perform their
  duties as they have in the past.</P>
  <P>2.&nbsp; In the event a Foreman violates Section 1-D-1 above, the Company
  will compensate the employee who should have been offered the work a minimum
  of one (1) hour pay or the actual time worked, whichever is
greater.</P></BLOCKQUOTE>
<P>1-E&nbsp;&nbsp;Contracting Out</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel shall not have any production work performed by
  non-Bargaining Unit employees that is normally performed by the Bargaining
  Unit as long as current employees are willing to work the overtime and
  equipment time is available.</P>
  <P>2.&nbsp; Steel will not contract-out work normally performed by Bargaining
  Unit maintenance employees for the purpose of avoiding overtime or during any
  period of lay-off as long as those employees laid-off have the ability to
  perform the work in question (excluding any laid-off probationary
  employees).</P></BLOCKQUOTE>
<P><B>Section 2 - MANAGEMENT</B></P>
<P>2-A&nbsp;&nbsp;Management Rights</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The Union and its members recognize the right to manage the plant
  and works, and to direct the working forces, is vested exclusively in the
  Company.&nbsp; Among these rights are the right to hire, suspend, discharge
  for just cause, promote, demote, transfer, assign jobs, increase forces and
  decrease forces, provided this Section will not be used for purpose of
  discrimination against any employee or in violation of any of the other
  provisions of this Agreement.</P></BLOCKQUOTE>
<P><B>Section 3 - RECOGNITION</B></P>
<P>3-A&nbsp;&nbsp;USWA</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel recognizes the Steelworkers as the exclusive representative
  of all the employees of Steel, as defined in Section 1-C-1 hereof, for the
  purpose of collective bargaining in respect to rates of pay, wages, hours of
  work and other conditions of employment.</P></BLOCKQUOTE>
<P>3-B&nbsp;&nbsp;Committees</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel will recognize the Local Union's Grievance, Safety,
  Retirement, Insurance, Worker's Compensation, Contracting Out,
  Labor/Management, Civil Rights and Negotiating as committees.</P>
  <P>2.&nbsp; Steel will count lost scheduled straight time hours as time worked
  during Joint/Committee meetings for the following committees only:&nbsp;
  Safety, Labor/Management and Retirement committees.&nbsp; Steel will extend
  the same application to the Chairman of the Union's Blood Bank.&nbsp; </P>
  <BLOCKQUOTE>
    <P>(a)Grievance committeemen will be paid to attend <BR>&nbsp;&nbsp; joint
    3rd Step meetings.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>3-C&nbsp;&nbsp;Membership</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel agrees that membership in the Steelworkers shall hereafter
  be a condition of employment in accordance with the provisions which follow in
  paragraphs 3-D-1 &amp; 2, 3-E-1 &amp; 2, and 3-F-1.</P></BLOCKQUOTE>
<P>3-D&nbsp;&nbsp;Probationary Employees </P>
<BLOCKQUOTE>
  <P>1.&nbsp; All new employees who are hired by Steel will become Steelworker
  members after thirty (30) calendar days.&nbsp; However, their probationary
  period shall be 525 hours of actual performance of work, during which time
  employees have no rights under this Collective Bargaining Agreement and can't
  file grievances.</P>
  <P>2.&nbsp; A probationary period is provided to determine if a new employee
  will become an effective team member in the work force of Steel.&nbsp; At the
  end of each 175 hours worked, during the probationary period, the employee
  will either receive a salary increase as provided in Section 8-E or be
  terminated, all entirely at the discretion of Steel.</P></BLOCKQUOTE>
<P>3-E&nbsp;&nbsp;Authorization Cards</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The Union shall indemnify and save Steel harmless against any and
  all claims, demands, suits, or other forms of liability that shall arise out
  of or by reason of action taken by Steel in reliance upon the Union Dues
  Deduction Authorization Cards including deducting "Union Dues from
  probationary employees."</P>
  <P>2.&nbsp; It is further agreed that during the life of this Agreement, all
  members of the Steelworkers shall authorize Steel to check off their union
  dues, initiation fees and assessments, each as designated by the
  Secretary/Treasurer of the International Union.&nbsp; Steel agrees to check
  off such authorized dues, initiation fees and assessments and to forward them
  to the Secretary/Treasurer of the International Union.</P></BLOCKQUOTE>
<P>3-F&nbsp;&nbsp;Loss of Membership</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Should the Steelworkers determine for any reason that an employee
  loses his/her membership in good standing with them, which would require
  termination of the employee from Steel, the Steelworkers will hold Steel
  harmless from any action taken by the employee against Steel.</P></BLOCKQUOTE>
<P><B>Section 4 - RESPONSIBILITIES OF THE PARTIES</B></P>
<P>4-A&nbsp;&nbsp;Plant Rules</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel and Steelworkers recognize and agree that basic and
  fundamental rules are required to govern the interaction between the parties,
  individuals and groups of individuals of Steelworkers and Steel.&nbsp; The
  parties further agree that these rules, stated in Section 20, will be followed
  by all employees and individuals hired by Steel.&nbsp; Supervisors will
  endeavor to call an employee's attention to violations of the rules and give
  reasonable assistance in obtaining compliance.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; No plant rule can be changed without the<BR>&nbsp;&nbsp;&nbsp;
    mutual joint consent of the parties.</P></BLOCKQUOTE></BLOCKQUOTE>
<P><B>Section 5 - SAFETY</B></P>
<P>5-A&nbsp;&nbsp;Safety Procedures</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel shall provide a safe place to work by eliminating hazardous
  conditions, maintaining protective guards on machinery and requiring employees
  to wear protective equipment needed on the job.&nbsp; However, it is
  recognized that the only way to be certain to maintain accident free
  performance is for each employee to accept a personal responsibility to work
  safely.&nbsp; Employees will be familiarized about safety precautions and
  operating fundamentals of equipment they are assigned to operate.</P>
  <P>2.&nbsp; The parties agree the Joint Safety Committee will conduct monthly
  plant tour safety inspections (or more frequently if necessary) and report its
  finding to the President of Steel or his representative. The Committee shall
  consist of five (5) Company representatives and five (5) Union
  representatives. </P>
  <P>3.&nbsp; No employee shall be required to perform work that in their
  opinion is unsafe and no disciplinary action will result due to the refusal to
  perform such work.</P>
  <P>4.&nbsp; The USWA may perform "dust checks" and "air quality checks" at
  their convenience and at their expense at any time with access to the
  plant.</P>
  <P>5.&nbsp; A hazardous condition that could cause serious injury or death
  should be fixed or the machine shut down.</P>
  <P>6. An employee who is injured at work and seeks outside medical attention
  and returns to work to complete his or her scheduled work hours that same day,
  shall be paid for any hours lost that day at the appropriate rate of
pay.</P></BLOCKQUOTE>
<P>&nbsp;</P>
<P><B>Section 6 - HOURS OF WORK</B></P>
<P>6-A&nbsp;&nbsp;Work Week</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The Company will provide forty (40) hours work per week to those
  actually at work for their entire scheduled workweek, and will lay-off
  according to Section 7-F Lay-off if it becomes necessary to curtail the work
  force.&nbsp; Some schedules and demands of the business will require employees
  to work in excess of eight (8) hours in a day.</P>
  <P>2.&nbsp; The workweek will be from Monday through Sunday.</P>
  <P>3.&nbsp; Schedules showing employees' workdays will be posted by noon
  Thursday for the following workweek, including any known overtime days.</P>
  <P>4.&nbsp; When a sixth (6th) day is scheduled in a workweek in a Group for
  all shifts that day, everyone may be scheduled to work, subject to the
  forty-eight (48) hour requirement.&nbsp; If less than all shifts are
  scheduled, Supervisors must post or canvass for volunteers so that senior
  qualified employees can first indicate their desire to work.&nbsp; Should it
  be necessary to obtain additional workers to fill the requirement, the junior
  qualified employee(s) will be required to work subject to the forty-eight (48)
  hour requirement.&nbsp; Under both above situations, senior qualified
  employees will be allowed off if other qualified employees sign up to
  volunteer to work their overtime schedule.</P>
  <P>5.&nbsp; Employees will not be scheduled to perform extra or make-up work
  because of absence for any reason.&nbsp; However, this subsection is not to be
  construed to prohibit employees from requesting available work to complete
  their 40-hour schedule, nor to prevent Steel from scheduling employees for
  weekend work in the normal manner.</P></BLOCKQUOTE>
<P>6-B&nbsp;&nbsp;Reporting Pay</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Employees who are scheduled to report to work, and who do report,
  will be paid four (4) hours reporting pay if they are instructed to return
  home and not assigned to work that day.</P></BLOCKQUOTE>
<P><BR>6-C&nbsp;&nbsp;Overtime Pay</P>
<BLOCKQUOTE>
  <P>1.Steel has a right to require a reasonable amount of overtime in excess of
  forty (40) hours in any workweek.&nbsp; Time and one-half (1-1/2) will be paid
  for any hours worked in excess of forty (40) in a workweek.</P>
  <P>2.&nbsp; Double time shall be paid for any hours worked on the 7th
  consecutive day (Sunday) only after the employee has worked a minimum of four
  (4) hours per day each of the preceding six (6)days that week (Monday through
  Saturday).</P></BLOCKQUOTE>
<P>6-D&nbsp;&nbsp;Excessive Hours</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel shall not require or allow an employee to work in excess of
  sixteen (16) hours in a twenty-four (24) hour period.&nbsp; Steel shall not
  require an employee to work in excess of forty-eight (48) scheduled hours in a
  workweek.</P></BLOCKQUOTE>
<P>6-E&nbsp;&nbsp;Holidays</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The following are holidays:</P>
  <BLOCKQUOTE>
    <P>&nbsp;&nbsp;New Year's Day<BR>&nbsp;&nbsp;Good
    Friday<BR>&nbsp;&nbsp;Memorial Day<BR>&nbsp;&nbsp;July
    4th<BR>&nbsp;&nbsp;Labor Day<BR>&nbsp;&nbsp;December
    24th<BR>&nbsp;&nbsp;Christmas Day<BR>&nbsp;Employee's Birthday (the day
    following, if birthday coincides with other specified
  holidays)</P></BLOCKQUOTE>
  <P>2.&nbsp; All hours actually worked on holidays listed above will be paid at
  the rate of time and one-half (11/2) the regular rate of pay, in addition to
  the weekly wage.</P>
  <P>3.&nbsp; Holiday pay, as defined above, will be paid only to employees on
  the active payroll.&nbsp; Active payroll shall mean those persons currently
  regularly scheduled to work.&nbsp; It does not include those on lay-off, on
  leave of absence for any reason, or not working on a regular basis.</P>
  <P>4.&nbsp; All work performed Labor Day, July 4th, December 24th and
  Christmas Day will be performed on a voluntary basis, with the senior
  qualified selected first.</P>
  <P>5.&nbsp; Hours of work on the following Holidays:<BR>New Year's Day, Good
  Friday, and Memorial Day will be staffed and worked (if required) by a notice
  being posted so employees not on the posted holiday work schedule can by
  seniority elect to work and they will displace the most junior employee(s) in
  like numbers.</P></BLOCKQUOTE>
<P><B>Section 7 - SENIORITY, OVERTIME, LAY-OFFS AND RECALL</B></P>
<P>7-A&nbsp;&nbsp;Voluntary Quit</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Any Bargaining Unit employee who voluntarily quits the Bargaining
  Unit for any reason, will lose all length of continuous service
  accumulated.&nbsp; If reinstated or rehired, he/she shall be placed at the
  bottom of the seniority list.</P></BLOCKQUOTE>
<P>7-B&nbsp;&nbsp;Groups</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Groups are defined in Section 21 attached hereto.</P></BLOCKQUOTE>
<P>7-C&nbsp;&nbsp;Schedules/Drop Days</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Employees will be given preference by seniority in selecting their
  schedules and/or drop days/scheduled days off on their assigned shift provided
  the employees are qualified to perform the work in question.</P></BLOCKQUOTE>
<P>7-D&nbsp;&nbsp;Daily Overtime</P>
<BLOCKQUOTE>
  <P>1.&nbsp; When daily overtime occurs the senior qualified employee from the
  preceding shift will be offered the work.</P></BLOCKQUOTE>
<P>7-E&nbsp;&nbsp;Call Out</P>
<BLOCKQUOTE>
  <P>1.&nbsp; If overtime work is not filled in accordance with 7-D above and it
  becomes necessary to call an employee(s) to come to work, the senior qualified
  employee(s) will be offered the work.&nbsp; If no one accepts the work, the
  junior qualified employee(s) from the preceding shift will be required to fill
  the vacancy.&nbsp; If no preceding shift exists, then force the junior
  qualified employee from the call out list.</P></BLOCKQUOTE>
<P>7-F&nbsp;&nbsp;Lay-Off</P>
<BLOCKQUOTE>
  <P>1.&nbsp; In the event Steel should decide that a reduction in force is
  required, the least senior employee in plant seniority will be laid-off.&nbsp;
  Lay-offs in the Trade and Craft (Rate Class 1) will be by seniority in the
  trade or craft affected.&nbsp; However, it is understood and agreed between
  the parties that it may be necessary to retain Trade and Craft (Rate Class 1)
  employees on an out-of-line seniority basis due to qualifications.&nbsp;
  Further, for the purpose of preserving continuity of administration of the
  provisions of this Agreement, the President, Vice President and Grievance
  Persons shall not be laid-off in any group regardless as to whether or not
  their seniority is greater than the employee replaced.</P></BLOCKQUOTE>
<P>7-G&nbsp;&nbsp;Recall</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Recall to work from lay-off will be by seniority excluding
  probationary employees.&nbsp; However, the parties agree to out-of-line recall
  for Trade and Craft (Rate Class 1) employees relative to seniority in the
  trade or craft affected.&nbsp; In the event of a lay-off or reduction of a
  group the employees affected will have recall rights back to their bid-in
  group.&nbsp; If there are no vacancies in their group then they have the right
  to a temporary reassignment to the other groups by seniority.&nbsp; Recall
  rights to active payroll will be maintained on an unlimited basis.&nbsp;
  However, it is understood, if a laid-off employee is provided a recall
  opportunity and declines, he or she is considered to have "quit" and
  employment status is terminated.</P>
  <P>2.&nbsp; It is the responsibility of all employees to provide the Human
  Resources Department with a current address and telephone number where they
  can be contacted.&nbsp; Steel will not be responsible for failure of the
  employee to provide this information if a junior employee is recalled as a
  result.</P>
  <P>3.&nbsp; If the attempt to recall is not successful due to Steel's
  inability to make contact with the affected employee but the employee makes
  contact with Steel during that week, then the employee will be scheduled for
  work in the following week.</P></BLOCKQUOTE>
<P>7-H&nbsp;&nbsp;Permanent Vacancy</P>
<BLOCKQUOTE>
  <P>1.&nbsp; When an opening occurs within a defined Group, the employees
  currently assigned to that Group will be permitted to exercise seniority to
  move to the shift where the opening exists, provided they are qualified to
  perform the work available on that shift.&nbsp; The remaining openings will be
  posted plant wide for five (5) consecutive days. Permanent openings will be
  posted at all bath houses and where work schedules are posted.&nbsp; Awarded
  openings will be posted in the same manner.&nbsp; All openings will show the
  Group, primary area for production workers or primary expertise required for
  Trade and Craft workers, rate of pay, and shift; as well as the time the
  posting will come down.&nbsp; However, it is clearly understood that permanent
  openings may only occur within a Group as defined in Section 21.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; If the Opening pertains to a production Group then the senior
    qualified employee indicating his desire will be awarded the Opening.</P>
    <P>(b)&nbsp; If the Opening pertains to a Trade and Craft position then the
    best qualified applicant will be selected to fill the
Opening.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>7-I&nbsp;&nbsp;Shift Selection</P>
<BLOCKQUOTE>
  <P>1. Employees will be allowed to select a shift by seniority, when a
  permanent vacancy occurs for a change in shift assignment, providing the
  employee has the ability to perform the work. </P>
  <P>2. Temporary shift assignments shall be considered as an assignment of a
  temporary nature.&nbsp; The duration of the assignment shall not exceed sixty
  (60) calendar days.</P>
  <BLOCKQUOTE>
    <P>(a) Such shift assignments will be given preference by seniority provided
    the employee(s) are qualified to perform the work in question,</P>
    <BLOCKQUOTE>
      <BLOCKQUOTE>
        <BLOCKQUOTE>
          <P>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
          - - unless - -</P></BLOCKQUOTE></BLOCKQUOTE></BLOCKQUOTE>
    <P>(b) It is necessary to retain a senior employee on a shift where he is
    performing work of a qualified nature.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>7-J&nbsp;&nbsp;Job Assignments</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Work assignments within a Group are made by supervision.&nbsp;
  When moving an employee to different work within the production Groups, the
  Company will transfer the least senior qualified employee from the work
  selected unless more senior employees are better qualified for that work, or
  it is necessary to retain the junior employee because they are better
  qualified for the work they are performing.</P></BLOCKQUOTE>
<P><B>Section 8 - RATE CLASSIFICATIONS AND WAGES</B></P>
<P>8-A&nbsp;&nbsp;Wages</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Effective Monday June 10, 2002:</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; All employees classified as Trade and Craft(Rate Class 1) will
    receive $17.15 per hour base rate.</P>
    <P>(b)&nbsp; All employees classified as skilled production workers (Rate
    Class 2) will receive $16.65 per hour base rate.</P>
    <P>(c)&nbsp; All employees classified as production workers (Rate Class 3)
    will receive $15.65 per hour base rate.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>8-B&nbsp;&nbsp;Wages</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Effective Monday June 2, 2003:</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; All employees classified as Trade and Craft (Rate Class 1) will
    receive $17.30 per hour base rate.</P>
    <P>(b)&nbsp; All employees classified as skilled production workers (Rate
    Class 2) will receive $16.80 per hour base rate.</P>
    <P>(c)&nbsp; All employees classified as production workers (Rate Class 3)
    will receive $15.80 per hour base rate.</P></BLOCKQUOTE></BLOCKQUOTE>
<P><BR>8-C&nbsp;&nbsp;Wages</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Effective Monday June 7, 2004:<BR>&nbsp;&nbsp;<BR>
  <BLOCKQUOTE>
    <P>(a)&nbsp; All employees classified as Trade and Craft (Rate Class 1) will
    receive $17.55 per hour base rate.</P>
    <P>(b)&nbsp; All employees classified as skilled production workers (Rate
    Class 2) will receive $17.05 per hour base rate.</P>
    <P>(c)&nbsp; All employees classified as production workers (Rate Class 3)
    will receive $16.05 per hour base rate.</P></BLOCKQUOTE></BLOCKQUOTE>
<P><BR>8-D&nbsp;&nbsp;WAGES</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Effective Monday, June 6, 2005:<BR></P>
  <BLOCKQUOTE>
    <P>(a) All employees classified as Trade and Craft (Rate Class 1) will
    receive $17.80 per hour base rate.</P>
    <P>(b) All employees classified as skilled production workers (Rate Class 2)
    will receive $17.30 per hour base rate.</P>
    <P>(c) All employees classified as production workers (Rate Class 3) will
    receive $16.30 per hour base rate.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>8-E&nbsp;&nbsp;Probationary Rates</P>
<BLOCKQUOTE>
  <P>1.&nbsp; A probationary employee starts at $3.00 an hour below the base
  rate and progresses in $1.00 an hour increments every 175 hours of actual work
  performed until he or she reaches the base rate.&nbsp; In the event he or she
  does not get the next rate, he or she is terminated.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Supervisors may increase probationary employees' rate of pay
    any time during the probationary period, not to exceed non-probationary
    rates.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>8-F&nbsp;&nbsp;Brick Masons</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The Brick Masons are included as Trade and Craft (Rate Class 1)
  and will remain in the Melt/Cast Group for all purposes including overtime.
  </P></BLOCKQUOTE>
<P><B>Section 9 - BENEFITS</B></P>
<P>9-A&nbsp;&nbsp;Vacations </P>
<BLOCKQUOTE>
  <P>1.&nbsp; The vacation year will be the calendar year January 1st through
  December 31st.&nbsp; All employees hired prior to June 7, 1999 will be
  eligible for four (4) weeks vacation in any vacation year after completing
  1,040 hours of work prior to taking a vacation.<BR>&nbsp;<BR></P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; One (1) vacation week will be scheduled during plant close down
    or at other times, depending on the needs of the business.</P>
    <P>(b)&nbsp; All employees will be scheduled off for one week of vacation
    for the week in which Thanksgiving Day falls.&nbsp; Any work performed
    during this week will be on a voluntary basis.</P>
    <P>(c)&nbsp; All employees will be allowed to have one floating week of
    vacation to be scheduled at any time during the calendar year without regard
    to the 1,040 hour requirement providing that a written request is made
    fourteen (14) days prior to the start of such vacation and as long as it is
    reasonable to conclude that the eligibility requirements of 1,040 hours will
    be obtained.</P>
    <P>(d)&nbsp; All employees eligible for vacation based on # 1 above may
    schedule, at the beginning of the year, by seniority, one (1) week of their
    vacation subject to the company setting the maximum number of employees
    taking vacation each week and the time being scheduled prior to February
    28th.</P></BLOCKQUOTE>
  <P>2. The vacation year will be the calendar year January 1st through December
  31st.&nbsp; All employees hired after June 7, 1999 will be eligible for
  vacation in any vacation year after completing 1040 hours of work prior to
  taking a vacation based upon the following criteria:</P>
  <P>The parties agree that the employees with vacation eligibility under
  9-A-2(a)&amp;(b) may request, subject to the needs of the business, vacation
  days or the full week at times other than Thanksgiving week providing they
  sign the One Week Vacation Eligibility Change Under 9-A-2(a)&amp;(b)
  document.</P>
  <BLOCKQUOTE>
    <P>(a) One (1) week after one (1) year of service: All employees will be
    scheduled off for one week of vacation for the week in which Thanksgiving
    Day falls.&nbsp; Any work performed during this week will be on a voluntary
    basis.</P>
    <P>(b) Two (2) weeks after three (3) years of service. One week shall be
    Thanksgiving week, the second week will be scheduled during plant close down
    or at other times, depending on the needs of the business.</P>
    <P>(c) Three (3) weeks after ten (10) years of service. One week shall be
    Thanksgiving week, one week shall be a week scheduled during plant close
    down or at other times, depending on the needs of the business, the third
    week may be scheduled at the beginning of the year, by seniority, subject to
    the company setting the maximum number of employees taking vacation each
    week at the time being scheduled prior to February 28th.</P>
    <P>(d) Four (4) weeks after twenty (20) years of service. One week shall be
    Thanksgiving week, one week shall be a week scheduled during plant close
    down or at other times, depending on the needs of the business, the third
    and fourth weeks may be scheduled at the beginning of the year, by
    seniority, subject to the company setting the maximum number of employees
    taking vacation each week at the time being scheduled prior to February
    28th.</P></BLOCKQUOTE>
  <P>3.&nbsp; A week of vacation shall consist of seven (7) consecutive days,
  Monday through Sunday, which means five (5) work days and two (2) off days,
  for forty (40) hours pay.&nbsp; However, this does not prevent an employee
  from requesting vacation one day at a time.</P></BLOCKQUOTE>
<P>9-B&nbsp;&nbsp;Holiday During Vacation</P>
<BLOCKQUOTE>
  <P>1.&nbsp; It is agreed if a holiday falls during a vacation week, employees
  will receive eight (8) hours straight time pay in addition to the weekly
  wage.</P>
  <P>2.&nbsp; If a holiday falls during a vacation week, the employee may, with
  supervisory approval, have the option to take off the last scheduled work day
  prior to vacation or the first scheduled day after vacation in lieu of the
  holiday, for which he/she shall be paid one day's vacation pay.</P></BLOCKQUOTE>
<P>9-C&nbsp;&nbsp;Health Care</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel will continue the employees' "Health Insurance Plan."</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Effective January 1, 2000, Bargaining Unit employees become
    participants in the existing Management Employee's Health Care Plan, which
    will be renamed the SWVA, Inc. Employee Health Care Plan.</P>
    <P>(b)&nbsp; Totally disabled employees' eligibility to continue under this
    Plan will cease at the maximum of a twelve (12) consecutive full month
    period from their date of disability.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>9-D&nbsp;&nbsp;Dental &amp; Vision</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel will continue the employees' "Dental" and "Vision" Plans for
  the term of this Agreement.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Totally disabled employees' eligibility to continue under these
    Plans will cease at the end of a twelve (12) consecutive full month
    period&nbsp; from their date of disability.</P></BLOCKQUOTE>
  <P>2.&nbsp; It is expressly agreed and understood by and between the parties
  that during the term of this Agreement, Steel's only responsibility and its
  sole obligation under this Section is to pay premiums to an insurance
  company(s) for a Dental/Vision Insurance Plan for active Bargaining Unit
  Employees.&nbsp; </P>
  <BLOCKQUOTE>
    <P>(a)&nbsp;Steel is not responsible for administration or claims dispute
    resolution with respect to benefits under the Dental/Vision Insurance
    Plan(s).</P></BLOCKQUOTE></BLOCKQUOTE>
<P>9-E&nbsp;&nbsp;Retiree Medical Premium Reimbursement Plan</P>
<BLOCKQUOTE>
  <P>1.&nbsp; On July 1, 1993 (effective date) Steel established a "Voluntary
  Employees' Beneficiary Association" (VEBA) Trust entitled "Retiree Medical
  Premium Reimbursement Plan" (the "Plan").&nbsp; Steel shall contribute the sum
  of $200,000 per annum for the sole purpose of reimbursing employees who resign
  their employment due to retirement and who meet the eligibility criteria
  described in paragraph 9-E-8 of this Section for insurance premiums paid by
  such employees to purchase medical coverage.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; A "Special Rule Retiree" Amendment has been added to the
    Plan.</P>
    <P>(b)&nbsp; A total "Disabled Retiree" Amendment has been added to the
    Plan.&nbsp; (See Plan for details.)&nbsp; (See Section 9-E-8-(d).)</P>
    <P>(c)&nbsp; A "Medicare Supplement" Amendment has been added to the
    Plan.&nbsp; This Amendment will allow the Retiree (or their spouse), after
    reaching age 65 and becoming Medicare eligible, to be reimbursed for
    premiums paid for Medicare Supplement Insurance up to a maximum of $150.00
    per month each.&nbsp; (See Plan for details.)</P></BLOCKQUOTE>
  <P>2.&nbsp; Such sum shall be payable in a lump sum to the VEBA Trust
  established by Steel and administered by the parties who serve on the "Joint
  Retirement Plan Committee," which shall be known as the "VEBA Committee."</P>
  <P>3.&nbsp; A $200,000 contribution (as referenced in 9-E-1 above) will be
  made on each anniversary date throughout the term of this Agreement; provided,
  however, that such sum shall be payable only so long as this Agreement is in
  effect, i.e., the term of the Agreement or earlier, as provided in Section
  13-B-1 of this Agreement or as modified pursuant to paragraph 9-E-4 below.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp;In no event shall Steel be liable for any contribution in excess
    of $200,000 per annum, even though the number of employees covered by this
    Section may change subsequent to the effective date of this Agreement.&nbsp;
    </P>
    <P>(b)&nbsp;Payments made from the Plan may only be used by the participant
    to purchase medical coverage for the participant and if elected by the
    participant, his/her spouse/or any eligible dependent children (provided
    that such spouse or children are not eligible to receive any benefit or
    coverage under Title XVIII of the Social Security Act (Medicare)) under any
    medical plan other than a plan maintained by Steel.&nbsp; The Plan shall
    reimburse participants' premiums for medical coverage in an amount which
    shall be limited to the lesser of (1) $1,000 per month per participant or
    (2) the actual amount of monthly premiums billed to and paid by the
    participant for medical coverage.&nbsp; Notwithstanding the foregoing, in no
    event shall the total amount payable to participants under the Plan (whether
    for coverage for participants, spouses or dependent children) exceed the
    amount of contributions that Steel is required to pay to the Plan under
    paragraphs 9-E-1 and 9-E-3-(a) of this Section.</P></BLOCKQUOTE>
  <P>4.&nbsp;During the annual VEBA Opener as provided in Section 13-B-1 of this
  Agreement, the parties may seek and agree to make any changes or modifications
  to this Section.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Changes or modifications also include decisions about
    distribution of the annual contribution remaining after offset relative to
    the "Special Rule Retiree" Amendment.</P></BLOCKQUOTE>
  <P>5.&nbsp; The Plan and the assets thereunder shall be held and administered
  under the terms and provisions of the Trust Agreement between Steel and its
  designated trustee(s), any plan document adopted by Steel and any amendments
  thereto.</P>
  <P>6.&nbsp; The parties intend that the Plan qualify for exemption from
  federal income tax under Section 501(a) of the Internal Revenue Code of 1986,
  as amended (the "Code"), as a Voluntary Employee's Beneficiary Association
  pursuant to Section 501(c)(9) of the Code.</P>
  <P>7.&nbsp; All disputes under the Plan shall be governed by the ERISA claims
  procedure as provided in U.S. Department of Labor Reg. &sect 2560.503-1.</P>
  <P>8.&nbsp; Eligibility Criteria:&nbsp; A retired employee of Steel shall be
  eligible to participate in the Plan as a participant only if he/she satisfies
  all of the following requirements (or modified requirements of the Amendment
  referenced in 9-E-1-(b)):</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Employee voluntarily resigns employment status with Steel on or
    after age fifty eight (58);</P>
    <P>(b)&nbsp; Employee is not eligible to receive any benefit or coverage
    under Title XVIII of the Social Security Act (Medicare), except as indicated
    by amendment referenced under Section 9-E-1-(c); and<BR>&nbsp;<BR>(c)&nbsp;
    Employee has attained at least age fifty eight (58).</P>
    <P>(d)&nbsp; In the absence of health insurance from any other sources, the
    Company will continue to provide its health insurance coverage for up to a
    maximum of twelve (12) consecutive full months from date of disability for
    those employees not otherwise eligible for VEBA.&nbsp; However, a disabled
    employee under the age of fifty eight (58) who&nbsp; retires would become
    eligible under VEBA rules and continue health insurance only for a maximum
    of twenty-nine (29) consecutive full months from date of
  disability.</P></BLOCKQUOTE>
  <P>9.&nbsp;Termination of Participation:&nbsp; A retired employee's
  participation in the Plan terminates if:</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Employee no longer satisfies any one of the eligibility
    requirements listed in 9-E-8 above; </P>
    <P>(b)&nbsp; Employee elects to cease participation in the Plan;</P>
    <P>(c)&nbsp; Employee fails to provide any of the forms, certifications or
    other documentation required by the Plan Administrator;</P>
    <P>(d)&nbsp; Employee fails to timely pay his premium to the insurance
    carrier providing medical coverage; or</P>
    <P>(e)&nbsp; The Plan is terminated.</P></BLOCKQUOTE>
  <P>10.&nbsp;Notwithstanding anything contained herein to the contrary, any
  coverage purchased under the "Plan" by an eligible employee shall be secondary
  to all other plans under which the employee is eligible to participate or that
  are otherwise available to the employee.</P></BLOCKQUOTE>
<P>9-F&nbsp;&nbsp;Profit Sharing</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel agrees to have a Profit Sharing Plan.&nbsp; Seventeen
  percent (17%) of the pre-tax profits will be divided equally by all Bargaining
  Unit employees and will continue the current calculation of the amount due the
  Bargaining Unit.&nbsp; The Profit Sharing Plan will provide funding for the
  Pension Plan at paragraph G and bonus.&nbsp; Two semi-annual share payments
  will be made.&nbsp; The first installment will be payable no later than the
  last pay period in June and the second installment no later than the last pay
  period in November.</P></BLOCKQUOTE>
<P>9-G&nbsp;&nbsp;Retirement Plan</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel agrees to continue the Collective Bargaining Unit Retirement
  Plan which will be funded out of the Profit Share Amount. Steel shall
  contribute to the Retirement Plan on a semi-annual basis $200.00 for each
  eligible employee for each eligible month, however, if the Profit Share Amount
  calculated by Steel is less than the aggregate total of all eligible months at
  $200.00, then Steel will contribute to the Retirement Plan such lessor Profit
  Share Amount prorated to each employee based upon eligible months worked.</P>
  <BLOCKQUOTE>
    <P>(a) Interim Retirement Guarantee: Between July 1, 2002 and May 31, 2006,
    the company will guarantee that in the event profits don't generate a
    sufficient profit share amount to fund (at the conclusion of each Plan year
    encompassing July 1, 2002 through May 31, 2006) the equivalent of 25&cent per
    hour worked by each employee as a contribution to employee's 401K accounts,
    then the company shall make up the difference.</P></BLOCKQUOTE>
  <P>2. A 401k Plan will be continued for the Bargaining Unit employees of
  Steel.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; An amendment will be adopted which permits employees to
    increase their voluntary 401k contribution from 10% to 15% with each
    employee having the option to increase their contribution up to the maximum
    limit allowed by Federal regulations.</P></BLOCKQUOTE>
  <P>3.&nbsp; The Retirement Plan includes a hardship provision which allows an
  employee to make a withdrawal on the employer's contribution as defined by
  applicable Federal law.</P></BLOCKQUOTE>
<P>9-H&nbsp;&nbsp;Boot Allowance</P>
<BLOCKQUOTE>
  <P>1.&nbsp; All employees will receive an annual $125 work boot
  allowance.&nbsp; This allowance will be paid once annually to current active
  and laid-off employees at the time the annual allowance is paid.</P>
  <P>2.&nbsp; The annual boot allowance will be paid on the payroll for the
  period ending the first full week in August during each year of this
  Agreement.</P></BLOCKQUOTE>
<P>9-I&nbsp;&nbsp;Disability Plans</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Effective July 1, 1999 the Company will provide a Long Term
  Disability (LTD) Plan for employees with five (5) years of service or
  more.&nbsp; (See Plan for details.)</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; 65% of straight time monthly base pay until age 65 if
    disability begins prior to age 60.&nbsp; If date of disability occurs after
    age 60, see Plan's sliding scale.</P></BLOCKQUOTE>
  <P>2.&nbsp; Effective July 1, 1999, Company Short Term Disability (STD) Plan
  to provide:</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; Total disability - maximum of twenty-six (26) weeks at $400 per
    week.</P>
    <P>(b)&nbsp;&nbsp; Three (3) scheduled straight time day waiting period,
    which is waived for those days an employee is hospitalized as an
    in-patient.</P></BLOCKQUOTE></BLOCKQUOTE>
<P>9-J&nbsp;&nbsp;FMLA</P>
<BLOCKQUOTE>
  <P>1.&nbsp; If FMLA time off is elected, the employee will not be required to
  concurrently take vacation or personal days.</P></BLOCKQUOTE>
<P><B>Section 10 - GRIEVANCE PROCEDURE</B></P>
<P>10-A&nbsp;&nbsp;Dispute resolution</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Should any difference arise as to the meaning and application to
  this Agreement, the following procedure will be used to settle such
  difference.</P>
  <P>2.&nbsp; The parties have agreed to utilize a new form entitled "Record of
  Request or Complaint Proceedings."&nbsp; This document is to be utilized to
  record facts and information that is relevant and necessary for both parties
  to effectively resolve issues or complaints that may arise.</P>
  <P>3.&nbsp; This form must be signed and dated by each and every affected
  employee(s) who desires to use the "Grievance Procedure".&nbsp; The Grievance
  Committeeman will present this form to Supervision at the First Step
  level.&nbsp; The Committeeman and Supervision will indicate their comments and
  sign and date the form.</P>
  <P>4.&nbsp; If the issue is not resolved during this First or Second oral
  Step(s) then the form(s) must accompany the normal written "Grievance Report"
  document at the time it is presented to be numbered and received into the
  Third (3rd) Step of the Procedure.</P>
  <P>5.&nbsp; This form is established and intended to be "NON-PRECEDENT",
  including any resolution therefrom, and will not be used by either party for
  <U>any</U> legal or grievance purpose at <U>any</U> time.&nbsp; It is created
  as an internal record to assist the parties with grievance resolution by
  recording factual information needed to accomplish that goal.</P></BLOCKQUOTE>
<P>10-B&nbsp;&nbsp;Step One</P>
<BLOCKQUOTE>
  <P>1.&nbsp; An employee will have the right to request a meeting with his/her
  Supervisor and Grievance Person, within seven (7) days, excluding Saturday,
  Sunday and holidays, of the occurrence or discovery of the alleged violation,
  who will schedule such meeting to take place within ten (10) hours after the
  end of the next scheduled workday after the request is made.</P></BLOCKQUOTE>
<P>10-C&nbsp;&nbsp;Step Two</P>
<BLOCKQUOTE>
  <P>1.&nbsp; If the employee is not satisfied as a result of the First Step
  meeting, then the employee will be granted a meeting with the Steelworkers
  Grievance Person, the Superintendent and the Employee's Supervisor.&nbsp; This
  meeting will take place within five (5) days excluding Saturday, Sunday and
  holidays, from the conclusion of the above mentioned First Step
meeting.</P></BLOCKQUOTE>
<P>10-D&nbsp;&nbsp;Written Grievance</P>
<BLOCKQUOTE>
  <P>1.&nbsp; If the Union believes the grievance still exists, it shall be
  reduced to writing on proper grievance forms and presented to the Vice
  President, Administration of Steel within five (5) days, excluding Saturday,
  Sunday and holidays, from conclusion of the above mentioned Second Step
  meeting.</P></BLOCKQUOTE>
<P>10-E&nbsp;&nbsp;Step Three</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Providing no satisfactory agreement is reached in Step Two, a
  meeting will be arranged within thirty (30)days between the Vice President,
  Administration, of Steel and the Staff Representative of the Union.&nbsp;
  Steel's decision will be submitted to the Union Staff Representative in
  writing within thirty (30) working days of the meeting.</P>
  <P>2.&nbsp; An aggrieved employee shall also have the right to be heard at the
  3rd step of the grievance procedure upon the request of the International
  Union Staff Representative, subject to a maximum of one grievant per
  grievance.</P></BLOCKQUOTE>
<P>10-F&nbsp;&nbsp;Step Four/Arbitration</P>
<BLOCKQUOTE>
  <P>1.&nbsp; If the Union Staff Representative does not accept Steel's Vice
  President, Administration's answer to the grievance as a satisfactory
  settlement, then the Staff Representative will notify the Vice President,
  Administration within thirty (30) days of the postmark on the envelope in
  which contained the Third Step Answer.</P>
  <P>2.&nbsp; The parties may jointly or separately petition the Federal
  Mediation Service to submit a panel from which an Arbitrator will be selected
  by the parties either by mutually agreeing or by alternately striking names
  from the list, and the last remaining name being the Arbitrator to hear the
  case.</P>
  <P>3.&nbsp; The decision of the Arbitrator will be final and binding on
  matters properly before him and he shall render his decision within thirty
  (30) days of the close of the arbitration hearing unless otherwise agreed on
  by Steel and Steelworkers.&nbsp; Steel and Steelworkers agree to share equally
  the cost and expenses of the Arbitrator, but fees and expenses, if any, of
  representatives and witnesses shall be borne by the party engaging or calling
  the same.</P></BLOCKQUOTE>
<P>10-G&nbsp;&nbsp;Grievance Person</P>
<BLOCKQUOTE>
  <P>1.&nbsp; For purposes of this Section, a Grievance Person will be an
  employee of Steel selected by the Steelworkers.&nbsp; The Local Union may
  approve not less than five (5) and not more than seven (7) Grievance
  Committeemen.</P></BLOCKQUOTE>
<P>10-H&nbsp;&nbsp;Time Limits</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Time limits may be extended by mutual Agreement between the Union
  and Steel.</P></BLOCKQUOTE>
<P>10-I&nbsp;&nbsp;Out-of-Line Exception</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The parties agree to make an out-of-line exception for discharge
  grievances, if after ninety (90) days from date of discharge, no resolution
  has occurred.&nbsp; The next Arbitrator selected at that point will be for the
  out-of-line discharge case.&nbsp; However, should the Union decide not to make
  the out-of-line exception it will waive rights to any potential back-pay award
  beyond the day a discharge is bypassed in favor of a non-discharge
case.</P></BLOCKQUOTE>
<P><B>Section 11 - NO STRIKE - NO LOCK-OUT</B></P>
<P>11-A&nbsp;&nbsp;No Strike</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steelworkers agree there shall be no strikes, work stoppages or
  slow downs during the life of this Agreement or any extension
thereof.</P></BLOCKQUOTE>
<P>11-B&nbsp;&nbsp;No Lock-out</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel will not lock-out any employee during the terms of this
  Agreement.</P></BLOCKQUOTE>
<P>11-C&nbsp;&nbsp;Remedy for Violation</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel shall have the right to discipline up to and including
  discharge any employee who violates paragraph A.&nbsp; Any disciplinary action
  meted out or imposed by Steel hereunder shall be subject to the grievance or
  arbitration procedure of this Agreement, including arbitration to the extent
  only of determining the fact as to whether an employee violated paragraph A. A
  grievance against disciplinary action taken by Steel hereunder must be filed
  in writing with Steel within forty-eight (48) hours after such discipline is
  imposed.</P>
  <P>2.&nbsp; The parties further agree that in the event of an alleged
  violation of paragraph A above, Steel (in addition to seeking any other legal,
  equitable, administrative, judicial or contract remedies available to it) may
  if it desires immediately submit the issue arising therefrom to an Arbitrator
  to be furnished and chosen by Steel's Attorney and the Union from the
  Huntington area to constitute the arbitration panel and the third member
  appointed by mutual agreement of the parties.&nbsp; The arbitration hearing
  shall be conducted within twenty-four (24) hours (or as soon thereafter as is
  possible) after the occurrence of the alleged violation.&nbsp; If a majority
  of the arbitration panel finds that the Agreement has been violated, the
  arbitration panel shall order that the party or parties in violation cease and
  desist from such conduct and said order shall issue at the conclusion of the
  arbitration hearing.</P></BLOCKQUOTE>
<P><B>Section 12 - LETTERS OF AGREEMENT</B></P>
<P>12-A&nbsp;&nbsp;Letters</P>
<BLOCKQUOTE>
  <P>&nbsp;The following letters of agreement are to be incorporated and made
  part of this working Agreement for its term:</P>
  <P>1.&nbsp; Steel will provide the Union with written communications when it
  pertains to the hiring, lay-off, recall, termination or promotions to a
  non-Bargaining Unit position of a Bargaining Unit employee.</P>
  <P>2.&nbsp; All current employees seniority has been ranked in accordance with
  their I.D. Number.&nbsp; Employee's I.D. Numbers have been established, agreed
  to by the parties and made part of the Agreement, and shall be known and
  referred to as the "Employee's Seniority List".&nbsp; This seniority list
  cannot be changed unless mutually agreed to by the parties or as a result of a
  grievance or arbitration settlement.</P>
  <BLOCKQUOTE>
    <P>(a)&nbsp; This list is to be used for seniority purposes only and will
    have no bearing on Steel's accounting records.</P></BLOCKQUOTE>
  <P>3. Any disciplinary action procedures taken against all current active
  employees prior to June 7, 1993, will not be held or raised against them in
  any future disciplinary action or procedure.</P>
  <P>4. The parties agree to the contents of their joint letter dated 6/17/88,
  pertaining to the Melt Shop "Onerous Scheduling" Agreement.&nbsp; The only
  change is the $1.00 an hour additive to a $1.00 an hour base rate change
  during the time that rate is being paid.</P>
  <P>5.&nbsp; Effective June 7, 1999, employees assigned to a rotating shift
  schedule (20 turn operation) shall receive an additive of $1.00 per hour base
  rate change.</P>
  <P>6.&nbsp; Effective June 7, 1999 each employee may take two (2) personal
  days with pay per year (June 7 to June 7) at their base wage rate, provided
  they give their Supervisor at least twenty-four (24) hours advance notice, and
  it is approved.&nbsp; Any employee who does not utilize his/her entire
  personal day or days will be paid for the unused time.</P>
  <P>&nbsp;7. Union Leaves of Absence:<BR>Leaves of absence to accept positions
  with the International Union shall be for a period not in excess of one (1)
  year.&nbsp; The time period may be extended for one (1) year with mutual
  agreement.&nbsp; Continuous service shall not be broken and will continue to
  accrue during this time.&nbsp; In addition, all of said individual's company
  benefits shall cease, (examples:&nbsp; life insurance, health care plan,
  retirement, profit sharing, disability, LTD, Dental, Vision, vacation,
  holidays, etc.).</P>
  <P>8. Political Action Committee (PAC) Checkoff</P>
  <BLOCKQUOTE>
    <P>(a) Subject to applicable laws and upon receipt of a written
    authorization from an employee, the Company shall deduct from the pay due
    such employee, Political Action Committee (PAC) contributions and transmit
    such to the Treasurer of the United Steelworker of America Political Action
    Committee (USWA PAC).</P>
    <P>An employee's authorization for the Company to deduct PAC contributions
    shall continue in effect for the duration of this Agreement, or until
    receipt by the Company of the employee's written revocation, or when the
    employee leaves the bargaining unit, whichever is earlier.&nbsp; The signing
    of a PAC authorization form and the making of such voluntary contributions
    are not a condition of membership in the Union or of employment with the
    Company.</P>
    <P>The Company shall have no obligation to deduct PAC contributions for any
    pay period in which an employee received (after all other deductions) pay
    less than the amount of such voluntary contributions.&nbsp; The Union shall
    indemnify and save the Company harmless against any and all claims, demands,
    lawsuits or other forms of liability that may arise out of or by reason of
    actions taken by the Company in making payroll deduction of PAC
    contributions as hereinabove provided.</P></BLOCKQUOTE></BLOCKQUOTE>
<P><B>Section 13 - TERMINATION DATES</B></P>
<P>13-A&nbsp;&nbsp;Length of Agreement</P>
<BLOCKQUOTE>
  <P>1.&nbsp; This Agreement dated June 10, 2002, shall supersede that Agreement
  between the parties made and entered into June 7, 1999 which expired, by joint
  Agreement, at 4:00 p.m. on June 7, 2002.&nbsp; This Agreement shall continue
  in full force and effect until June 9, 2006, at 4:00 p.m., inclusive, and
  thereafter it shall be considered automatically renewed for successive periods
  of twelve (12) months unless at least sixty (60) days prior to the end of the
  expiration date or any twelve (12) month effective period either party shall
  serve written notice upon the other that it desires cancellation, revision or
  modification of any provision or provisions of this Agreement.&nbsp; In the
  event, the parties shall attempt to reach an agreement with respect to the
  proposed change or changes, and at least forty-five (45) days prior to the
  expiration date of the Agreement, meetings to consider such changes shall be
  held by the parties.&nbsp; In the event the parties do not reach a written
  agreement by the expiration date in the particular year, as provided for
  herein, then this Agreement shall in all respects be deemed void and
  terminated.&nbsp; The parties hereto by written agreement may extend said
  period for the purpose of reaching a new Agreement.</P>
  <P>2.&nbsp; The USWA will not strike and Steel will not Lockout during the
  term of this Agreement or any extension thereof.</P></BLOCKQUOTE>
<P>13-B&nbsp;&nbsp;VEBA</P>
<BLOCKQUOTE>
  <P>1.&nbsp; The parties agree to an annual VEBA Opener during the second and
  third year of this Agreement.&nbsp; The purpose of the opener is for the
  parties to make decisions pertaining to the VEBA contribution (however, in no
  event will the total contribution exceed the VEBA limitations described in
  Section 9-E) or, in the alternative, a special non-VEBA employee
  distribution.</P></BLOCKQUOTE>
<P><B>Section 14 - LIGHT DUTY</B></P>
<P>14-A&nbsp;&nbsp;Light Duty Assignment</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Any employee who becomes incapacitated may be assigned the duties
  or modified duties of any position that he or she can perform within the
  restrictions that have been placed upon him or her by the Medical
  Community.&nbsp; If Steel should elect, at their expense, to have an employee
  evaluated to determine the extent of injury or illness, and/or to determine
  what restrictions if any may apply to his/her ability to return to work, a
  specialist within the field of the employee's treating physician will be
  utilized.</P>
  <P>2.&nbsp; Also, it must be noted that an employee can be assigned on certain
  excluded positions, such as:&nbsp; telephone operator, messenger, guards,
  watchmen and etc. while employee is incapacitated on light
duty.</P></BLOCKQUOTE>
<P><B>Section 15 - LABOR/MANAGEMENT</B></P>
<P>15-A&nbsp;&nbsp;The parties agree to establish a joint Labor/Management
Committee for the purpose of discussing and resolving issues brought before it
by any member of the committee.&nbsp; It is agreed that Steel's Plant Manager
and the USWA District #8's Director are members of the joint committee.</P>
<P>15-B&nbsp;&nbsp;It is understood that the committee may not make decisions or
resolutions contrary to specific contract language unless it is reduced to
writing and signed by the appropriate Steel and USWA Representatives.</P>
<P><B>Section 16 - EDUCATION AND/OR TRAINING PROGRAMS</B></P>
<P>16-A&nbsp;&nbsp;Training Program</P>
<BLOCKQUOTE>
  <P>1.&nbsp; It is Steel's intent and desire, and hereby obligates itself, to
  develop and implement a training program for employees so they can increase
  their knowledge, ability and expertise to enhance their performance of duties
  within their assigned group.</P></BLOCKQUOTE>
<P>16-B&nbsp;&nbsp;Education</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Steel will pay for pre-authorized job related training/education
  that supports an employee's performance in his work related
duties.</P></BLOCKQUOTE>
<P><B>Section 17 - DRUG AND ALCOHOL PROCEDURE</B></P>
<P>17-A&nbsp;&nbsp;Procedure</P>
<BLOCKQUOTE>
  <P>1.&nbsp; When a member of Supervision and the Director of Safety and
  Environmental Health agree to send an employee who is impaired for a drug and
  alcohol test and the result is positive, the employee will be offered the
  opportunity for treatment.&nbsp; Before an employee is sent for a drug and
  alcohol test, the member of Supervision and the Director of Safety and
  Environmental Health along with the alleged impaired employee and a Union
  Committeeman will meet prior to the employee being sent for the drug and
  alcohol test.&nbsp; An employee who refuses treatment shall be
  terminated.&nbsp; An employee who returns from treatment shall sign a one year
  Last Chance Agreement written by the Company.</P></BLOCKQUOTE>
<P><B>Section 18 - UNION AGREEMENT</B></P>
<P>IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their duly authorized Representatives.</P>
<P align=center><BR><B>UNITED STEELWORKERS OF AMERICA,<BR>AFL-CIO-CLC:</B></P>
<P align=center><BR>Leo Gerard, Int'l. President</P>
<P align=center>James English, Int'l Secy-Treas.</P>
<P align=center>Andrew Palm, Int'l V. Pres., Adm.</P>
<P align=center>Leon Lynch, Int'l VP. H. Affairs</P>
<P align=center>Ernest R. Thompson, Dir. Dist. 8</P>
<P align=center>Tim Dean,Sub Dist. Dir.</P>
<P align=center>Randall T. Moore, Staff Rep.</P>
<P>&nbsp;</P>
<P align=center><B>LOCAL # 37 AGREEMENT</B></P>
<TABLE width="50%" align=center border=0>
    <TR>
    <TD width="41%">Scott Ramey&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">Charles Adkins</TD></TR>
  <TR>
    <TD width="41%">President&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">Chairman</TD></TR>
  <TR>
    <TD width="41%">&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">&nbsp;</TD></TR>
  <TR>
    <TD width="41%">Terry L. Harless&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">Robert Nichols</TD></TR>
  <TR>
    <TD width="41%">Vice President</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">Committeeman</TD></TR>
  <TR>
    <TD width="41%">&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">&nbsp;</TD></TR>
  <TR>
    <TD width="41%">Frank Meehling&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">Ronald Ross</TD></TR>
  <TR>
    <TD width="41%">Committeeman</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">Committeeman</TD></TR>
  <TR>
    <TD width="41%">&nbsp;</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">&nbsp;</TD></TR>
  <TR>
    <TD width="41%">Robert Clay</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">&nbsp;</TD></TR>
  <TR>
    <TD width="41%">Committeeman</TD>
    <TD width="29%">&nbsp;</TD>
    <TD width="30%">&nbsp;</TD></TR></TABLE>
<P><BR>
<P><B>Section 19 - STEEL AGREEMENT</B></P>
<P>&nbsp;</P>
<P align=center><B>SWVA, INC.</B></P>
<P align=center><BR>Bruce Groff<BR>Vice President, Administration</P>
<P align=center><BR>Richard J. Shaw<BR>Melt Shop Superintendent<BR></P>
<P><B>Section 20</B></P>
<P>A.&nbsp; Plant Rules</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Report for work physically and mentally capable of performing the
  job.</P>
  <P>2.&nbsp; Report to work regularly and on time for your assigned work
  schedule.</P>
  <P>3.&nbsp; Follow the assignments and directions of your Supervisor and
  perform your share of the team's work in an acceptable and cooperative
  manner.</P>
  <P>4.&nbsp; Treat all equipment, tools and plant facilities used in a careful
  and proper manner.</P>
  <P>5.&nbsp; Respect the rights of others, be truthful and treat fellow
  employees and all visitors with human dignity.</P>
  <P>6.&nbsp; Obey all safety rules and wear or use proper safety apparel and
  devices.</P></BLOCKQUOTE>
<P><B>Section 21</B></P>
<P>A.&nbsp; Groups</P>
<BLOCKQUOTE>
  <P>1.&nbsp; Melt/Cast Group<BR>2.&nbsp; #1 Mill Group<BR>3.&nbsp; #1 Finish
  Group<BR>4.&nbsp; #2 Mill/Finish Group<BR>5.&nbsp; Fabricating
  Group<BR>6.&nbsp; Cut-to-length Group (#11, #12 and #13 buildings
  only)<BR>7.&nbsp; Maintenance/Machine Shop Group<BR>8.&nbsp; Roll Turning
  Group<BR></P></BLOCKQUOTE>
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