exv10w10



 





Exhibit 10.10




A. M. Castle & Co.




G. THOMAS McKANE

President & CEO




July 2, 2003




Mr. Lawrence A. Boik

3527 Vanilla Grass Drive

Naperville, IL 60564



Dear Larry:



This letter will confirm our offer for you to join A. M. Castle & Co. as Vice President and
Corporate Controller. In this position, you will report to Ed Culliton, our Vice President of
Finance/CFO. Jim Podojil, who is the current Corporate Controller, will work for you on a part time
basis during the period of transition. Your immediate responsibilities would include the following:
General Accounting, Credit Management, Cash Management, Business Planning, Inventory Reporting and
preparation of financials and MD&A for SEC Reporting. As you know, we will add additional
responsibilities as you progress. Below are the details of our offer:



Base Salary

Your base salary would be $185,000. Future increases are approved by the Board of Directors on the
normal review cycle.



Incentive Opportunity

You would be eligible to participate in our Executive Incentive Plan. Under this plan, you would be
eligible to earn an additional 60% of your base salary. Target incentive is 30%. For 2003, you will
be guaranteed a minimum incentive of $10,000 which would be payable in February of 2004. This
guaranteed payment is conditioned upon your remaining on the payroll through the date of payment.



Company Car

You would be eligible for a Class IV automobile through GE Capital Leasing Company which provides a
$40,000 allowance. You have the option to upgrade beyond that amount at your expense. Attached is a
summary of our policy.



Stock Options

In this position, you would be eligible to receive Board awarded Stock Options. If you join us, you
will be awarded a minimum of 7500 shares as part of the 2003 grant. Stock Options are approved by
the Board of Directors at the October meeting. The option price would be consistent with other
grants made at that time. Attached is information regarding our Stock Option Program.



3400 North Wolf Road, Franklin Park, Illinois 60131

(847) 349-2502 Fax (847) 455-6930

E-mail: tmckane@amcastle.com




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Exhibit 10.10



Benefits

You are eligible for our comprehensive benefit package. Attached is a Salaried Benefits Highlights
for your review. The only exception to the package is that we will grant you four weeks of vacation
until you meet the requirements for the next level.



Change of Control/Severance

In the event that your employment with Castle is terminated by Castle during the first five years,
as a result of a change of control or a new CEO being appointed, you would be eligible for one year
of severance. The severance would include your base salary, group health benefits and use of the
company car for a period of one year or until you are successful in finding new employment,
whichever occurs first.



Succession to CFO

As indicated during the process, the expectation is that you would be promoted to Vice President of
Finance/CFO in 12 to 18 months. This is contingent upon your successful transition into the company
and assumes a satisfactory level of performance.



Finally, as it relates to any fees associated with education or professional organizations, the
company would reimburse you. This would include the associations you mentioned such as the AICPA
and the Illinois CPA Society.



Based on this offer, you have indicated that you would discuss with your current employer a
possible start date. At this time, we contemplate start date no later than September 1, which may
change based on your discussion with your current employer.



We are all very confident that you will have a positive impact on our corporate finance and
accounting department. We have every reason to believe that based on your performance, you will be
promoted to the position of Vice President of Finance/CFO within the timeframe previously
explained.



If you accept this offer, you will also need to arrange to take a pre-employment physical which you
must successfully pass. This can be arranged directly with Paul Winsauer.



If you have any questions with regard to the above, please contact Paul or me. We look forward to
your positive response.




Sincerely,




/s/ G.
Thomas McKane      
G. Thomas McKane

President & CEO




	 	 	 
	Attachment
	cc:

	 	Ed Culliton
	 

	 	Paul Winsauer
	 

	 	Charles Ratigan, Slayton International






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Exhibit 10.10




AUTOMOBILE POLICY SUMMARY

2003



The company provides all automobile eligible positions with a leased vehicle through G. E. Capital
Fleet Services. Based on the position, there are several classes of cars.



For Vice President position, eligible employees have the following alternatives:




	 	 	 	 	 
	Class IV	 	Vehicle	 	Bi-Weekly Payment
	Standard
	 	Sedan ($40,000 value)	 	$0.00





These are standard vehicles with standard features that are selected on an annual basis in
coordination with G. E. Capital Fleet Services. There is also a $20/paycheck personal usage fee
charged to each driver. Automobiles are reordered in the spring and fall of each year based on
mileage. Typically, cars are considered for reorder between 60,000 and 80,000 miles.



All lease payments, service and maintenance are covered directly by G. E. Capital Fleet Services.
The company also provides insurance for all company leased vehicles. Eligible drivers are also
provided with a fuel charge card to use.



The company and its provider, G. E. Capital Fleet Services, reserve the right to reassign vehicles
within the fleet as appropriate.




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