EXHIBIT 10.39

                               THIOKOL CORPORATION

                    NONQUALIFIED STOCK OPTION GRANT AGREEMENT

                               HOWMET PARTICIPANTS

                          GRANTED DECEMBER 13, 1995 FOR
                     10-YEAR TERM EXPIRING DECEMBER 13, 2005


NAME:


OPTION SHARES IN GRANT:

OPTION EXERCISE PRICE.

Your  option is subject to the  following  provisions  in  addition to those set
forth in the attached  Notice of Grant (the  "Notice")  awarded  pursuant to the
terms and  conditions  of the Thiokol  Corporation  1989 Stock Awards  Plan,  as
amended ("Plan"):

SECTION 1.0

Contingent  Stock Option Grant and  Vesting:  Your stock option is  contingently
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granted. It is a nonqualified stock option for federal income tax purposes. This
stock option vests, thereby becoming exercisable,  only on the occurrence of the
following events:

(i)  50% of your stock option grant shares vests, thereby becoming  exercisable,
     on the date the Thiokol Corporation ("Thiokol") or a wholly-owned affiliate
     of Thiokol  completes the  acquisition  of 100% of the equity  ownership of
     Blade  Acquisition  Corp.  from  Carlyle-Blade  Acquisition  Partners  L.P.
     thereby  obtaining 100% of the controlling  interest of Howmet  Corporation
     and the Cercast Group of Companies (hereinafter the "Acquisition Date");

(ii) an aditional 25% of your stock  option  grant  shares  vests and thereby
     becoming exercisable twelve months subsequent to the Acquisition Date; and

(iii)the  remaining  25% of your stock  option  grant  shares  vests and thereby
     becoming exercisable twenty-four months following the Acquisition Date.

     In the event Thiokol or wholly-owned affiliates of Thiokol fail to complete
     the acquisition of 100% of the equity ownership of Blade Acquisition Corp.
     or




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     otherwise  fails to obtain  100% of the  equity  ownership  and  control of
     Howmet  Corporation  and the Cercast Group of Companies from  Carlyle-Blade
     Acquisition  Partners  L.P.  prior to December 13, 2001,  this stock option
     grant  becomes  void and any and all stock  option  rights  awarded  to you
     pursuant to this Stock Option Grant  Agreement  ("Grant  Agreement")  shall
     terminate as of such date.

SECTION 2.0

Exercisability:  For the  purposes of Section 2.0 through  Section  10.0 of this
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Grant Agreement, the term "Company" shall mean collectively Thiokol Corporation,
Howmet   Corporation  and  the  Cercast  Group  of  Companies  and  wholly-owned
subsidiaries.

(i)  Your option shall be exercisable only to the extent your stock option vests
     on the  Acquisition  Dates  described  in  clauses  (i),  (ii) and (iii) in
     Section 1.0 above and you are actively employed by the Company at all times
     before your option vests and you exercise your option.

(ii) No part of your  option will be  exercisable  prior to the date such option
     becomes  vested and shall be exercisable in full to the extent then vested,
     provided that your employment shall not have terminated prior to the option
     exercise date.

(iii)Your  option  will  expire at the close of  business  in the  office of the
     Corporate Secretary of Thiokol on December 13, 2005 (the "Expiration Date")
     except as provided  sooner in Section 3.0 or the option  otherwise  becomes
     void pursuant to Section 1.0.

SECTION 3.0

Termination of Employment
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(i) If your employment with the Company  terminates prior to the Expiration Date
because of -

     (1) your  retirement  pursuant  to the  terms of a  Company  tax  qualified
         pension plan,  your option,  to the extent that it is vested as of your
         retirement date, will remain exercisable until the Expiration Date; or

     (2) your death while an  employee  of the Company or after your  retirement
         date pursuant to the terms of a Company tax qualified  pension plan, as
         the case may be, your option will remain  exercisable by your estate or
         other  person  succeeding  to your rights  hereunder  by reason of your
         death,  for a period of two years after the date of your death,  or the
         option  Expiration Date whichever date occurs first.  Your option shall
         not,

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         under any  circumstances,  be exercisable  after the  Expiration  Date,
         except  that if you should die while  actively  employed by the Company
         prior to the Expiration Date, your option will remain exercisable for a
         period of three months after the date of your death.

(i)   If your employment  terminates  other than for retirement  pursuant to the
      terms of a Company tax qualified  pension plan as provided in subparagraph
      (i) of this  Section  3.0 and your option was  exercisable  on the date of
      termination  of your  employment  to the extent  that such  option is then
      vested, you may exercise your option within three months after termination
      of your employment,  or until its Expiration  Date,  whichever date occurs
      first.

SECTION 4.0

Procedure for Exercise: You may exercise your rights to purchase all or any part
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of the  option  shares of the  Thiokol  common  stock  (par  value $1 per share)
granted to you in the amount  specified in the Notice  ("Option  Shares") at any
time and from time to time  during the term of your  option by: (i)  delivery of
written  notification  of  exercise  and  payment in full  either in cash or the
request  value of common  stock of Thiokol  delivered  to the Thiokol  Corporate
Secretary for all Option Shares being  purchased  plus the amount of any federal
and state income taxes required to be withheld by reason of the exercise of your
option;  and (ii) if requested,  within the specified time set forth in any such
request, delivery to Thiokol of such written representations and undertakings as
may, in the opinion of  Thiokol's  legal  counsel,  be necessary or desirable to
comply with federal and state tax and  securities  laws. The record date of your
ownership  of all Option  Shares  purchased  under this option shall be the date
upon which the above-described notification and payment are received by Thiokol,
provided  that any  requested  representations  and  undertakings  are delivered
within the time specified.

SECTION 5.0

Securities Law  Restrictions:  You understand and  acknowledge  that  applicable
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securities  laws govern and may restrict your right to offer,  sell or otherwise
dispose of any Option shares not offer,  sell or otherwise dispose of any Option
Shares unless your offer,  sale or disposition  thereof is registered  under the
Securities  Act of 1933 (the "1933 Act") or an exemption  from the  registration
requirements of the 1933 Act, such as the exemption  afforded by Rule 144 of the
Securities and Exchange Commission ("SEC"), is available. You further understand
and acknowledge  that one of the requirements of Rule 144 is that there shall be
available  adequate  current public  information  with respect to Thiokol at the
time of the proposed  disposition of the Option Shares,  and that Thiokol is not
obligated  hereunder  to file  reports  with the SEC or  otherwise  make current
public  information  available  for such  purpose or to take any other action to
make available an exemption from the registration  requirements of the 1933 Act.
You agree that you will not



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offer,  sell or otherwise dispose of any Option Shares in any manner which would
(i)  require  Thiokol  to file any  registration  statement  with the SEC;  (ii)
require Thiokol to amend or supplement any registration  statement which Thiokol
at any time may have on file with the SEC; or (iii)  violate  the 1933 Act,  the
rules and regulations promulgated thereunder or any other state or federal law.

SECTION 6.0

Non-Transferability:   Your   option  is  personal  to  you  and  shall  not  be
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transferable  by  you  otherwise  than  by  will  or the  laws  of  descent  and
distribution or pursuant to a Qualified  Domestic  Relations Order.  During your
lifetime  your option is  exercisable  only by you.  You may not  transfer  this
option to a trust.


SECTION 7.0

Conformity  With Plan:  Your Option is intended to conform in all respects  with
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the Thiokol  Corporation 1989 Stock Awards Plan (the "Plan"), a copy of which is
attached hereto. Inconsistencies between this Grant Agreement and the Plan shall
be resolved in accordance with the terms of the Plan. All definitions  stated in
the Plan shall be fully applicable to this Grant Agreement.


SECTION 8.0

Employment and  Successors:  Nothing herein or in the Notice or the Plan confers
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any right or  obligation  on you to continue in the employ of the Company or any
subsidiary  or shall affect in any way your right or the right of the Company or
any  subsidiary,  as the case may be, to terminate your  employment at any time.
This  Grant  Agreement,  the  Notice,  and the Plan  shall be  binding  upon any
successor or successors of the Company.

SECTION 9.0

Governing Law: This Grant Agreement, the Notice, and the Plan shall be construed
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in accordance with and governed by the laws of the State of Utah.

SECTION 10.0

Option Not Deemed to be Compensation for other Benefit Plans: To the extent this
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stock  option  or the  exercise  of this  option  in whole or in part is  deemed
compensation,  the compensation  derived from this option shall not be construed
as  compensation  or income for determining the level of benefits from any other
employee benefit plan, policy or program of the Company.



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