WASHINGTON GROUP INTERNATIONAL INC
EX-10.23
<DOCUMENT>
<TYPE>EX-10.23
<SEQUENCE>7
<FILENAME>a2083229zex-10_23.txt
<DESCRIPTION>EX-10.23
<TEXT>
<Page>

                                                                 EXHIBIT 10.23

                             AGREEMENT TO REPAY



THIS  AGREEMENT  is made this 7th day of  March,  2001,  by and  between
Thomas H.  Zarges  (the  "Employee")  and Washington Group International, Inc.,
an Ohio Corporation (the "Company").

1.       In  consideration for the Employee's relocation from the Company's
         Cleveland, Ohio, office to the Company's Princeton, New Jersey office,
         the Employee will receive from the Company a one-time payment of One
         Hundred Eighty-Five Thousand One Hundred Ninety-One Dollars and
         42/100s ($185,191.42) to reflect the difference in fair market value
         of housing between the two geographic areas. This payment includes a
         "gross up" for federal and state income taxes and is subsequently
         referred to in this Agreement as the "FMV Differential Payment." The
         Employee's right to receive the FMV Differential Payment is contingent
         upon the Employee promising to repay the FMV Differential Payment to
         the Company under the conditions set forth in the remainder of this
         Agreement.

2.       If the Employee voluntarily terminates employment with the Company, or
         if the Employee's employment with the Company is terminated for Cause,
         within two years of the date of this Agreement, the Employee will
         repay to the Company the full amount of the FMV Differential Payment
         received by the Employee reduced by the product of (a) times (b),
         where (a) is a fraction, the numerator of which is the number of full
         months the Employee remains employed by the Company after the date of
         this Agreement and the denominator which is 24, and where (b) equals
         the full amount of the FMV Differential Payment. For purposes of this
         paragraph, full months of employment shall be determined by measuring
         from the date of this Agreement to the corresponding date in
         subsequent calendar months.

3.       For purposes of this Agreement, the Employee's employment with the
         Company will be considered terminated for Cause if the Employee is
         discharged for Cause or if the Employee resigns or quits in lieu of
         being discharged for Cause. "Cause" means (i) willful and continued
         failure by the Employee to perform his or her duties (except as a
         direct result of the Employee's incapacity due to physical or mental
         illness) after receiving notification by the Company identifying the
         manner in which the Employee has failed to perform his or her duties,
         (ii) willfully engaging in conduct materially injurious to the Company,
         or (iii) conviction of the Employee of any felony involving moral
         turpitude.

4.       If the Employee terminates employment with the Company due to the
         Employee's death or disability, the Employee shall have no obligation
         to repay the amount of the FMV Differential Payment to the Company.
         For these purposes, "disability" means any termination of employment
         with the Company as a result of a physical or mental

<Page>

         condition that prevents the Employee from performing his or her
         normal duties of employment in accordance with the following rules:
         If the Employee applies for disability benefits under the Company's
         disability program and qualifies for such benefits, the
         Employee shall be disabled within the meaning of this paragraph. In
         the absence of a Company-sponsored long-term disability program,
         the Employee will be considered totally and permanently disabled
         under this Agreement if, in the opinion of two doctors, one
         retained by the Company and one retained by the Employee, the
         Employee is considered unable to perform his or her normal duties
         or employment as a result of a physical or mental condition.

                                       Thomas H. Zarges (Employee)


                                       /s/ Tom Zarges
                                       ----------------------------------------
                                       [Signature]



                                       Washington Group International, Inc.
                                       (Company)

                                       By   /s/ Roger P. Allen
                                       ----------------------------------------
                                       [Signature]

                                       Roger P. Allen - Vice President
                                       Compensation and Benefits


</TEXT>
</DOCUMENT>
