<PAGE>

                                                                     Exhibit 10P

                               SEVERANCE AGREEMENT


     THIS SEVERANCE AGREEMENT is made as of the ______ day of ___________,
__________, between Apogee Enterprises, Inc., a Minnesota corporation, with its
principal offices at Norwest Financial Center, 7900 Xerxes Avenue South, Suite
1800, Minneapolis, Minnesota 55431 (the "Company") and ____________
("Executive"), residing at _______________________________.


                          W I T N E S S E T H   T H A T:

     WHEREAS, this Agreement is intended to specify the financial arrangements
that the Company will provide to Executive upon Executive's separation from
employment with the Company and all subsidiaries of the Company (collectively,
the "Apogee Entities") under any of the circumstances described herein; and

     WHEREAS, this Agreement is entered into by the Company in the belief that
it is in the best interests of the Company and its shareholders to provide
stable conditions of employment for Executive notwithstanding the possibility,
threat or occurrence of certain types of change in control, thereby enhancing
the Company's ability to attract and retain highly qualified people.

     NOW, THEREFORE, to assure the Company that it will have the continued
dedication of Executive notwithstanding the possibility, threat or occurrence of
a bid to take over control of the Company, and to induce Executive to remain in
the employ of the Apogee Entities, and for other good and valuable
consideration, the Company and Executive agree as follows:

     1. Term of Agreement. The term of this Agreement shall commence on the date
hereof as first written above and shall continue through December 31, 2000;
provided that commencing on January 1, 2001 and each January 1 thereafter, the
term of this Agreement shall automatically be extended for one additional year
unless, not later than September 30 of the preceding year, the Board of
Directors of the Company (a majority of which, at such time, shall be composed
of Continuing Directors) shall have authorized, by majority vote, management of
the Company to give notice to Executive, and the Company shall have given such
notice, that the Company does not wish to extend this Agreement; and provided,
further, that, notwithstanding any such notice by the Company not to extend,
this Agreement shall continue in effect for a period of 24 months beyond the
term provided herein if a Change in Control (as defined in Section 3(i) hereof)
shall have occurred during such term.

     2. Termination of Employment

          (i) Prior to a Change in Control. Prior to a Change in Control, any
     Apogee Entity may terminate Executive from employment with such Apogee
     Entity at will, with or without Cause (as defined in Section 3(iii)
     hereof), at any time. Executive's rights upon
<PAGE>

     termination of employment from all Apogee Entities prior to a Change in
     Control shall be governed by the employing Apogee Entity's standard
     employment termination policy applicable to Executive in effect at the time
     of termination.

          (ii) After a Change in Control

               (a) From and after the date of a Change in Control during the
          term of this Agreement, neither the Company nor the Apogee Entity then
          employing Executive shall terminate Executive from employment with the
          Company or any Apogee Entity except as provided in this Section 2(ii)
          or as a result of Executive's Disability (as defined in Section 3(iv)
          hereof) or his death.

               (b) From and after the date of a Change in Control during the
          term of this Agreement, the Company (or the other Apogee Entity then
          employing Executive) shall have the right to terminate Executive from
          employment with the Apogee Entities at any time during the term of
          this Agreement for Cause, by written notice to Executive, specifying
          the particulars of the conduct of Executive forming the basis for such
          termination, such notice to be effective on the 30th day following
          delivery thereof to Executive if Executive has not substantially cured
          the conduct identified in such notice.

               (c) From and after the date of a Change in Control during the
          term of this Agreement: (I) the Company (or the other Apogee Entity
          then employing Executive) shall have the right to terminate
          Executive's employment without Cause, at any time; and (II) Executive
          shall, upon the occurrence of such a termination by the Company or
          such other Apogee Entity without Cause, or upon the voluntary
          termination of Executive's employment by Executive for Good Reason (as
          defined in Section 3(ii) hereof), or upon Executive's voluntary
          termination of his employment with the Company or such other Apogee
          Entity for any reason during the 30-consecutive-day period commencing
          on the first anniversary of the date on which the Change in Control
          shall have occurred and ending on the 30th day immediately following
          the first anniversary on which the Change in Control occurs, be
          entitled to receive the benefits provided in Section 4 hereof.
          Executive shall evidence a voluntary termination for Good Reason by
          written notice to the Company given within 60 days after the date of
          the occurrence of any event that Executive knows or should reasonably
          have known constitutes Good Reason for voluntary termination. Such
          notice need only identify Executive and set forth in reasonable detail
          the facts and circumstances claimed by Executive to constitute Good
          Reason.

     3. Definitions

          (i) A "Change in Control" shall mean:

               (a) a change in control of a nature that would be required to be
          reported in response to Item 6(e) of Schedule 14A of Regulation 14A
          promulgated under the Securities Exchange Act of 1934, as amended (the
          "Exchange Act"), or successor


                                      -2-
<PAGE>

          provision thereto, whether or not the Company is then subject to such
          reporting requirement including, without limitation, any of the
          following events:

                    (I) the consummation of any consolidation or merger of the
               Company in which the Company is not the continuing or surviving
               corporation or pursuant to which shares of the Company's common
               stock would be converted into cash, securities, or other
               property, other than a merger of the Company in which the holders
               of the Company's common stock immediately prior to the
               consolidation or merger have the same proportionate ownership of
               common stock of the surviving corporation immediately after the
               merger; or

                    (II) any sale, lease, exchange or other transfer (in one
               transaction or a series of related transactions) of all, or
               substantially all, of the assets of the Company;

               (b) any "person" (as such term is used in Sections 13(d) and
          14(d) of the Exchange Act) is or becomes the "Beneficial Owner" (as
          defined in Rule 13d-3 promulgated under the Exchange Act), directly or
          indirectly, of securities of the Company representing 35% or more of
          the combined voting power of the Company's then outstanding
          securities;

               (c) the Continuing Directors (as defined in Section 3(v) hereof)
          cease to constitute a majority of the Company's Board of Directors; or

               (d) the majority of the Continuing Directors determine in their
          sole and absolute discretion that there has been a change in control
          of the Company.

          (ii) "Good Reason" shall mean the occurrence of any of the following
     events, except for the occurrence of such an event in connection with the
     termination or reassignment of Executive's employment by the Company (or
     any other Apogee Entity then employing Executive) for Cause, for Disability
     or for death:

               (a) the assignment to Executive of employment duties or
          responsibilities which are not of comparable responsibility and status
          as the employment duties and responsibilities held by Executive
          immediately prior to a Change in Control, or a change in Executive's
          titles or offices as in effect immediately prior to a Change in
          Control of the Company, or any removal of Executive from or any
          failure to reelect or reappoint Executive to any of such positions,
          except in connection with the termination of his employment for
          Disability, retirement or Cause, or as a result of Executive's death,
          or by Executive other than for Good Reason;

               (b) a reduction by the Company (or any other Apogee Entity then
          employing Executive) in Executive's base salary as in effect
          immediately prior to a Change in Control or as the same may be
          increased from time to time during the term of this Agreement or the
          Company's (or any other Apogee Entity then employing Executive)
          failure to increase Executive's base salary (within 12 months of
          Executive's last increase


                                      -3-
<PAGE>

          in base salary) after a Change in Control of the Company in an amount
          which at least equals, on a percentage basis, the average percentage
          increase in base salary for all executive officers of the Company
          effected during the preceding 12 months;

               (c) any failure by the Company (or any other Apogee Entity then
          employing Executive) to continue in effect any incentive plan or
          arrangement (including, without limitation, any incentive compensation
          plan, long-term incentive plan, bonus or contingent bonus arrangements
          or credits, the right to receive performance awards, or similar
          incentive compensation benefits) in which Executive is participating,
          or is eligible to participate, at the time of a Change in Control of
          the Company (or any other plans or arrangements providing Executive
          with substantially similar benefits) or the taking of any action by
          the Company (or such other Apogee Entity), including an amendment or
          modification to any such plan or arrangement (except as may be
          required by applicable law), which would adversely affect Executive's
          participation in any such plan or arrangement;

               (d) the Company's (or any other Apogee Entity then employing
          Executive) requiring Executive to be based anywhere other than within
          50 miles of Executive's office location immediately prior to a Change
          in Control, except for requirements of temporary travel on the
          Company's business to an extent substantially consistent with
          Executive's business travel obligations immediately prior to a Change
          in Control;

               (e) except to the extent otherwise required by applicable law,
          the failure by the Company (or any other Apogee Entity then employing
          Executive) to continue in effect any benefit or compensation plan,
          stock ownership plan, stock purchase plan, bonus plan, life insurance
          plan, health-and-accident plan or disability plan in which Executive
          is participating or is eligible to participate immediately prior to a
          Change in Control (or plans providing Executive with substantially
          similar benefits), the taking of any action by the Company (or such
          other Apogee Entity) which would adversely affect Executive's
          participation in, or materially reduce Executive's benefits under, any
          of such plans or deprive Executive of any material fringe benefit
          enjoyed by Executive immediately prior to such Change in Control;

               (f) the failure by the Company (or any other Apogee Entity then
          employing Executive) to provide Executive with the number of paid
          vacation days to which Executive is entitled immediately prior to such
          Change in Control in accordance with the Company's (or any other
          Apogee Entity's) vacation policy as then in effect;

               (g) the failure by the Company to obtain, as specified in Section
          5(i) hereof, an assumption of the obligations of the Company to
          perform this Agreement by any successor to the Company; or

               (h) any material breach by the Company of this Agreement.

          (iii) "Cause" shall mean termination by the Company (or any other
     Apogee Entity then employing Executive) of Executive's employment based
     upon (a) the willful and


                                      -4-
<PAGE>

     continued failure by Executive substantially to perform his duties and
     obligations (other than any such failure resulting from his incapacity due
     to physical or mental illness or any such actual or anticipated failure
     resulting from Executive's termination for Good Reason) or (b) the willful
     engaging by Executive in misconduct which is materially injurious to the
     Company, monetarily or otherwise. For purposes of this Section 3(iii), no
     action or failure to act on Executive's part shall be considered "willful"
     unless done, or omitted to be done, by Executive in bad faith and without
     reasonable belief that his action or omission was in the best interests of
     the Company.

          (iv) "Disability" shall mean any physical or mental condition which
     would qualify Executive for a disability benefit under any long-term
     disability plan maintained by the Company (or any other Apogee Entity then
     employing Executive) either before or after a Change in Control.

          (v) "Continuing Director" shall mean any person who is a member of the
     Board of Directors of the Company, who is not an Acquiring Person (as
     hereinafter defined) or an Affiliate or Associate (as hereinafter defined)
     of an Acquiring Person, or a representative of an Acquiring Person or of
     any such Affiliate or Associate, and who (a) was a member of the Board of
     Directors on the date of this Agreement as first written above or (b)
     subsequently becomes a member of the Board of Directors, if such person's
     initial nomination for election or initial election to the Board of
     Directors is recommended or approved by a majority of the Continuing
     Directors. For purposes of this Section 3(v): "Acquiring Person" shall mean
     any "person" (as such term is used in Sections 13(d) and 14(d) of the
     Exchange Act) who or which, together with all Affiliates and Associates of
     such person, is the Beneficial Owner of 10% or more of the shares of Common
     Stock of the Company then outstanding, but shall not include the Company,
     any subsidiary of the Company or any Executive benefit plan of the Company
     or of any subsidiary of the Company or any entity holding shares of Common
     Stock organized, appointed or established for, or pursuant to the terms of,
     any such plan; and "Affiliate" and "Associate" shall have the respective
     meanings ascribed to such terms in Rule 12b-2 promulgated under the
     Exchange Act.

     4. Benefits upon Termination under Section 2(ii)(c) After a Change in
Control

          (i) Upon the termination (voluntary or involuntary) of the employment
     of Executive pursuant to Section 2(ii)(c) hereof, Executive shall be
     entitled to receive the benefits specified in this Section 4. The amounts
     due to Executive under subparagraphs (a), (b), (c) or (d) of this Section
     4(i) shall be paid to Executive not later than one business day prior to
     the date that the termination of Executive's employment becomes effective
     (the "Employment Termination Date"). All benefits to Executive pursuant to
     this Section 4(i) shall be subject to any applicable income, payroll or
     other taxes required by law to be withheld.

               (a) The Company shall pay to Executive (x) the full base salary
          earned by him and unpaid through the date that the termination of
          Executive's employment becomes effective, at the rate in effect at the
          time written notice of termination (voluntary or involuntary) was
          given, (y) any amount earned by Executive as a bonus with respect to
          the fiscal year of the Company preceding the termination of his
          employment if such


                                      -5-
<PAGE>

          bonus has not theretofore been paid to Executive, and (z) an amount
          representing credit for any vacation earned or accrued by him but not
          taken;

               (b) In lieu of any further base salary payments to Executive for
          periods subsequent to the date that the termination of Executive's
          employment becomes effective, the Company shall pay as severance pay
          to Executive (a "Severance Payment") a lump-sum cash amount equal to
          the sum of:

                    (I) an amount equal to the bonus Executive earned with
               respect to the fiscal year of the Company preceding the
               termination of his employment, or Executive's maximum target
               bonus for the fiscal year in which the Employment Termination
               Date occurs, whichever is greater (the "Target Bonus"),
               multiplied by a fraction, the numerator of which is equal to the
               number of full months in the year Executive terminates employment
               that have elapsed at the Employment Termination Date, and the
               denominator of which is twelve (12), plus

                    (II) the sum of Executive's (A) annual base salary (as in
               effect in the month preceding the month in which the termination
               becomes effective or as in effect in the month preceding the
               Change in Control, whichever is higher) and (B) the Target Bonus;

               (c) Notwithstanding any provision to the contrary in the Amended
          and Restated 1987 Apogee Enterprises, Inc. Partnership Plan (the
          "Partnership Plan") (or in any other agreement or plan in existence
          between the Company and Executive at the Employment Termination Date),
          any rights Executive may have at any time under the Partnership Plan
          and which are deferred at the time of the Employment Termination Date
          shall immediately become vested and the Company shall pay to Executive
          any amounts due or which have been promised under the Partnership Plan
          to Executive;

               (d) The Company shall also pay to Executive all legal fees and
          expenses incurred by Executive as a result of such termination of
          employment (including all fees and expenses, if any, incurred by
          Executive in seeking to obtain or enforce any right or benefit
          provided to Executive by this Agreement whether by arbitration or
          otherwise);

               (e) Notwithstanding any other agreement in existence between the
          Company and Executive at the Employment Termination Date, all stock
          options or shares of restricted stock owned or held by Executive or
          promised to be payable to Executive by the Company shall be
          immediately vested in Executive without further restriction and
          Executive shall be treated at that time as the unrestricted owner of
          such Company stock options and stock, subject to applicable
          constraints under federal and state securities laws; and

               (f) Any and all contracts, agreements or arrangements between the
          Company and/or any other Apogee Entity and Executive prohibiting or
          restricting Executive from owning, operating, participating in, or
          providing employment or consulting services to, any business or
          company competitive with the Company or such other Apogee Entity at


                                      -6-
<PAGE>

          any time or during any period after the Employment Termination Date,
          shall be deemed terminated and of no further force or effect as of the
          Employment Termination Date, to the extent, but only to the extent,
          such contracts, agreements or arrangements so prohibit or restrict
          Executive; provided that, the foregoing provision shall not constitute
          a license or right to use any proprietary information of the Company
          or such other Apogee Entity and shall in no way affect any such
          contracts, agreements or arrangements insofar as they relate to
          nondisclosure and nonuse of proprietary information of the Company or
          such other Apogee Entity notwithstanding the fact that such
          nondisclosure and nonuse may prohibit or restrict Executive in certain
          competitive activities.

          (ii) Executive shall not be required to mitigate the amount of any
     payment provided for in this Section 4 by seeking other employment or
     otherwise. The amount of any payment or benefit provided in this Section 4
     shall not be reduced by any compensation earned by Executive as a result of
     any employment by another employer.

          (iii) Upon the occurrence of a Change in Control, the Company shall
     cause its independent auditors promptly to review, at the Company's sole
     expense, the applicability of Section 4999 of the Internal Revenue Code of
     1986, as amended (the "Code") to the "Total Payments" (as defined in
     Section 4(iv) below) to be received by Executive. If such auditors
     determine that, after taking into account the provisions of Section 4(iv)
     hereof, any of the Total Payments would be subject to the excise tax
     imposed by Section 4999 of the Code, or any interest or penalties with
     respect to such tax (such excise tax, together with interest and penalties,
     are collectively referred to as the "Excise Tax"), then, in addition to any
     amounts payable under foregoing provisions of this Section 4, the Company
     shall pay an additional cash payment (a "Gross-Up Payment") within 30 days
     of such determination equal to the Excise Tax imposed on the Total
     Payments, including any Excise Tax or any other income taxes that may be
     imposed on such Gross-Up Payment. If no determination by the Company's
     auditors is made prior to the time a tax return reflecting the Total
     Payments is required to be filed by Executive, Executive will be entitled
     to receive a Gross-Up Payment calculated on the basis of the Total Payments
     reported by him in such tax return, within 30 days of the filing of such
     tax return. In all events, if any tax authority determines that a greater
     Excise Tax should be imposed on the Total Payments than is determined by
     the Company's independent auditors or reflected in Executive's tax return
     pursuant to this subparagraph (iii), Executive shall be entitled to receive
     the full Gross-Up Payment calculated on the basis of the amount of Excise
     Tax determined to be payable by such tax authority from the Company within
     30 days of such determination.

          (iv) As used herein, "Total Payments" shall mean, collectively, any
     payment or benefit received or to be received by Executive in connection
     with a Change in Control of the Company or termination of Executive's
     employment (whether payable pursuant to the terms of this Agreement or any
     other plan, contract, agreement or arrangement with the Company, with any
     person whose actions result in a Change in Control of the Company or with
     any person constituting a member of an "affiliated group" as defined in
     Section 280G(d)(5) of the Code) with the Company or with any person whose
     actions result in a Change in Control of the Company. For purposes of
     calculating Total Payments, (a) no portion of the Total Payments the
     receipt or enjoyment of which Executive shall have effectively waived in
     writing prior to the date of payment of the Severance Payment shall be
     taken into account; (b) no portion of the


                                      -7-
<PAGE>

     Total Payments shall be taken into account which in the opinion of tax
     counsel selected by the Company and acceptable to Executive does not
     constitute a "parachute payment" within the meaning of Section 280G(b)(2)
     of the Code; (c) the value of any benefit provided by Section 4(i)(f) of
     this Agreement shall not be taken into account in computing Total Payments;
     and (d) the value of any other non-cash benefit or of any deferred cash
     payment included in the Total Payments shall be determined by the Company's
     independent auditors in accordance with the principles of Sections
     280G(d)(3) and (4) of the Code. In case of uncertainty as to whether all or
     some portion of a payment is or is not payable to Executive under this
     Agreement, the Company shall initially make the payment to Executive, and
     Executive agrees to refund to the Company any amounts ultimately determined
     not to have been payable under the terms hereof.

     5. Successors and Binding Agreement

          (i) The Company will require any successor (whether direct or
     indirect, by purchase, merger, consolidation or otherwise to all or
     substantially all of the business and/or assets of the Company), by
     agreement in form and substance satisfactory to Executive, to expressly
     assume and agree to perform this Agreement in the same manner and to the
     same extent that the Company would be required to perform it if no such
     succession had taken place. Failure of the Company to obtain such agreement
     prior to the effectiveness of any such succession shall be a breach of this
     Agreement and shall entitle Executive to compensation from the Company in
     the same amount and on the same terms as Executive would be entitled
     hereunder if Executive terminated his employment after a Change in Control
     for Good Reason, except that for purposes of implementing the foregoing,
     the date on which any such succession becomes effective shall be deemed the
     Employment Termination Date. As used in this Agreement, "Company" shall
     mean the Company and any successor to its business and/or assets which
     executes and delivers the agreement provided for in this Section 5(i) or
     which otherwise becomes bound by all the terms and provisions of this
     Agreement by operation of law.

          (ii) This Agreement is personal to Executive, and Executive may not
     assign or transfer any part of his rights or duties hereunder, or any
     compensation due to him hereunder, to any other person. Notwithstanding the
     foregoing, this Agreement shall inure to the benefit of and be enforceable
     by Executive's personal or legal representatives, executors,
     administrators, heirs, distributees, devisees and legatees.

     6. Arbitration. Any dispute or controversy arising under or in connection
with this Agreement shall be settled exclusively by arbitration in the
Minneapolis-St. Paul metropolitan area, in accordance with the applicable rules
of the American Arbitration Association then in effect. Judgment may be entered
on the arbitrator's award in any court having jurisdiction. In the event that
Executive engages counsel to arbitrate any dispute hereunder (which arbitration
results in an award to Executive of any kind) or to enforce such an award, all
costs and expenses incurred by Executive, including reasonable attorney's fees
and expenses, with respect to such arbitration or enforcement thereof shall be
reimbursed to Executive by the Company promptly upon Executive's submission of a
request therefor.

     7. Modification; Waiver. No provisions of this Agreement may be modified,
waived or discharged unless such waiver, modification or discharge is agreed to
in a writing


                                      -8-
<PAGE>

signed by Executive and such officer as may be specifically designated by the
Board of Directors of the Company. No waiver by either party hereto at any time
of any breach by the other party hereto of, or compliance with, any condition or
provision of this Agreement to be performed by such other party shall be deemed
a waiver of similar or dissimilar provisions or conditions at the same or at any
prior or subsequent time.

     8. Notice. All notices, requests, demands and all other communications
required or permitted by either party to the other party by this Agreement
(including, without limitation, any notice of termination of employment and any
notice of an intention to arbitrate) shall be in writing and shall be deemed to
have been duly given when delivered personally or received by certified or
registered mail, return receipt requested, postage prepaid, at the address of
the other party, as first written above (directed to the attention of the Board
of Directors and Corporate Secretary in the case of the Company). Either party
hereto may change its address for purposes of this Section 8 by giving 15 days'
prior notice to the other party hereto.

     9. Severability. If any term or provision of this Agreement or the
application hereof to any person or circumstances shall to any extent be invalid
or unenforceable, the remainder of this Agreement or the application of such
term or provision to persons or circumstances other than those as to which it is
held invalid or unenforceable shall not be affected thereby, and each term and
provision of this Agreement shall be valid and enforceable to the fullest extent
permitted by law.

     10. Counterparts. This Agreement may be executed in several counterparts,
each of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.

     11. Governing Law. This Agreement has been executed and delivered in the
State of Minnesota and shall in all respects be governed by, and construed and
enforced in accordance with, the laws of the State of Minnesota, including all
matters of construction, validity and performance.

     12. Effect of Agreement; Entire Agreement. The Company and Executive
understand and agree that this Agreement is intended to reflect their agreement
only with respect to payments and benefits upon termination in certain cases and
is not intended to create any obligation on the part of either party to continue
employment. This Agreement supersedes any and all other oral or written
agreements or policies made relating to the subject matter hereof and
constitutes the entire agreement of the parties relating to the subject matter
hereof; provided that this Agreement shall not supersede or limit in any way
Executive's rights under any benefit plan, program or arrangements in accordance
with their terms.


                                      -9-
<PAGE>

     IN WITNESS WHEREOF, the Company has caused this Agreement to be executed in
its name by a duly authorized director and officer, and Executive has hereunto
set his hand, all as of the date first written above.

                                       APOGEE ENTERPRISES, INC.


                                       By
                                          --------------------------------------
                                          Russell Huffer
                                          Its Chief Executive Officer and
                                          President



                                       EXECUTIVE


                                       -----------------------------------------

                                       -----------------------------------------


                                      -10-
<PAGE>

                               SEVERANCE AGREEMENT


         THIS SEVERANCE AGREEMENT is made as of the _____ day of___________,
__________, between Apogee Enterprises, Inc., a Minnesota corporation, with its
principal offices at Norwest Financial Center, 7900 Xerxes Avenue South, Suite
1800, Minneapolis, Minnesota 55431 (the "Company") and
___________________________________ ("Executive"),
_____________________________________.

                          W I T N E S S E T H T H A T:

         WHEREAS, this Agreement is intended to specify the financial
arrangements that the Company will provide to Executive upon Executive's
separation from employment with the Company and all subsidiaries of the Company
(collectively, the "Apogee Entities") under any of the circumstances described
herein; and

         WHEREAS, this Agreement is entered into by the Company in the belief
that it is in the best interests of the Company and its shareholders to provide
stable conditions of employment for Executive notwithstanding the possibility,
threat or occurrence of certain types of change in control, thereby enhancing
the Company's ability to attract and retain highly qualified people.

         NOW, THEREFORE, to assure the Company that it will have the continued
dedication of Executive notwithstanding the possibility, threat or occurrence of
a bid to take over control of the Company, and to induce Executive to remain in
the employ of the Apogee Entities, and for other good and valuable
consideration, the Company and Executive agree as follows:

         1. Term of Agreement. The term of this Agreement shall commence on the
date hereof as first written above and shall continue through December 31, 2000;
provided that commencing on January 1, 2001 and each January 1 thereafter, the
term of this Agreement shall automatically be extended for one additional year
unless, not later than September 30 of the preceding year, the Board of
Directors of the Company (a majority of which, at such time, shall be composed
of Continuing Directors) shall have authorized, by majority vote, management of
the Company to give notice to Executive, and the Company shall have given such
notice, that the Company does not wish to extend this Agreement; and provided,
further, that, notwithstanding any such notice by the Company not to extend,
this Agreement shall continue in effect for a period of 24 months beyond the
term provided herein if a Change in Control (as defined in Section 3(i) hereof)
shall have occurred during such term.

         2. Termination of Employment

         (i) Prior to a Change in Control. Prior to a Change in Control, any
Apogee Entity may terminate Executive from employment with such Apogee Entity at
will, with or without Cause (as defined in Section 3(iii) hereof), at any time.
Executive's rights upon termination of employment from all Apogee Entities prior
to a Change in Control shall be
<PAGE>

governed by the employing Apogee Entity's standard employment termination policy
applicable to Executive in effect at the time of termination.

         (ii) After a Change in Control

                  (a) From and after the date of a Change in Control during the
         term of this Agreement, neither the Company nor the Apogee Entity then
         employing Executive shall terminate Executive from employment with the
         Company or any Apogee Entity except as provided in this Section 2(ii)
         or as a result of Executive's Disability (as defined in Section 3(iv)
         hereof) or his death.

                  (b) From and after the date of a Change in Control during the
         term of this Agreement, the Company (or the other Apogee Entity then
         employing Executive) shall have the right to terminate Executive from
         employment with the Apogee Entities at any time during the term of this
         Agreement for Cause, by written notice to Executive, specifying the
         particulars of the conduct of Executive forming the basis for such
         termination, such notice to be effective on the 30th day following
         delivery thereof to Executive if Executive has not substantially cured
         the conduct identified in such notice.

                  (c) From and after the date of a Change in Control during the
         term of this Agreement: (I) the Company (or the other Apogee Entity
         then employing Executive) shall have the right to terminate Executive's
         employment without Cause, at any time; and (II) Executive shall, upon
         the occurrence of such a termination by the Company or such other
         Apogee Entity without Cause, or upon the voluntary termination of
         Executive's employment by Executive for Good Reason (as defined in
         Section 3(ii) hereof), or upon Executive's voluntary termination of his
         employment with the Company or such other Apogee Entity for any reason
         during the 30-consecutive-day period commencing on the first
         anniversary of the date on which the Change in Control shall have
         occurred and ending on the 30th day immediately following the first
         anniversary on which the Change in Control occurs, be entitled to
         receive the benefits provided in Section 4 hereof. Executive shall
         evidence a voluntary termination for Good Reason by written notice to
         the Company given within 60 days after the date of the occurrence of
         any event that Executive knows or should reasonably have known
         constitutes Good Reason for voluntary termination. Such notice need
         only identify Executive and set forth in reasonable detail the facts
         and circumstances claimed by Executive to constitute Good Reason.

         3. Definitions

         (i) A "Change in Control" shall mean:

                  (a) a change in control of a nature that would be required to
         be reported in response to Item 6(e) of Schedule 14A of Regulation 14A
         promulgated under the Securities Exchange Act of 1934, as amended (the
         "Exchange Act"), or successor provision thereto, whether or not the
         Company is then subject to such reporting requirement including,
         without limitation, any of the following events:


                                      -2-
<PAGE>

                           (I) the consummation of any consolidation or merger
                  of the Company in which the Company is not the continuing or
                  surviving corporation or pursuant to which shares of the
                  Company's common stock would be converted into cash,
                  securities, or other property, other than a merger of the
                  Company in which the holders of the Company's common stock
                  immediately prior to the consolidation or merger have the same
                  proportionate ownership of common stock of the surviving
                  corporation immediately after the merger; or

                           (II) any sale, lease, exchange or other transfer (in
                  one transaction or a series of related transactions) of all,
                  or substantially all, of the assets of the Company;

                  (b) any "person" (as such term is used in Sections 13(d) and
         14(d) of the Exchange Act) is or becomes the "Beneficial Owner" (as
         defined in Rule 13d-3 promulgated under the Exchange Act), directly or
         indirectly, of securities of the Company representing 35% or more of
         the combined voting power of the Company's then outstanding securities;

                  (c) the Continuing Directors (as defined in Section 3(v)
         hereof) cease to constitute a majority of the Company's Board of
         Directors; or

                  (d) the majority of the Continuing Directors determine in
         their sole and absolute discretion that there has been a change in
         control of the Company.

         (ii) "Good Reason" shall mean the occurrence of any of the following
events, except for the occurrence of such an event in connection with the
termination or reassignment of Executive's employment by the Company (or any
other Apogee Entity then employing Executive) for Cause, for Disability or for
death:

                  (a) the assignment to Executive of employment duties or
         responsibilities which are not of comparable responsibility and status
         as the employment duties and responsibilities held by Executive
         immediately prior to a Change in Control, or a change in Executive's
         titles or offices as in effect immediately prior to a Change in Control
         of the Company, or any removal of Executive from or any failure to
         reelect or reappoint Executive to any of such positions, except in
         connection with the termination of his employment for Disability,
         retirement or Cause, or as a result of Executive's death, or by
         Executive other than for Good Reason;

                  (b) a reduction by the Company (or any other Apogee Entity
         then employing Executive) in Executive's base salary as in effect
         immediately prior to a Change in Control or as the same may be
         increased from time to time during the term of this Agreement or the
         Company's (or any other Apogee Entity then employing Executive) failure
         to increase Executive's base salary (within 12 months of Executive's
         last increase in base salary) after a Change in Control of the Company
         in an amount which at least


                                      -3-
<PAGE>

         equals, on a percentage basis, the average percentage increase in base
         salary for all executive officers of the Company effected during the
         preceding 12 months;

                  (c) any failure by the Company (or any other Apogee Entity
         then employing Executive) to continue in effect any incentive plan or
         arrangement (including, without limitation, any incentive compensation
         plan, long-term incentive plan, bonus or contingent bonus arrangements
         or credits, the right to receive performance awards, or similar
         incentive compensation benefits) in which Executive is participating,
         or is eligible to participate, at the time of a Change in Control of
         the Company (or any other plans or arrangements providing Executive
         with substantially similar benefits) or the taking of any action by the
         Company (or such other Apogee Entity), including an amendment or
         modification to any such plan or arrangement (except as may be required
         by applicable law), which would adversely affect Executive's
         participation in any such plan or arrangement;

                  (d) the Company's (or any other Apogee Entity then employing
         Executive) requiring Executive to be based anywhere other than within
         50 miles of Executive's office location immediately prior to a Change
         in Control, except for requirements of temporary travel on the
         Company's business to an extent substantially consistent with
         Executive's business travel obligations immediately prior to a Change
         in Control;

                  (e) except to the extent otherwise required by applicable law,
         the failure by the Company (or any other Apogee Entity then employing
         Executive) to continue in effect any benefit or compensation plan,
         stock ownership plan, stock purchase plan, bonus plan, life insurance
         plan, health-and-accident plan or disability plan in which Executive is
         participating or is eligible to participate immediately prior to a
         Change in Control (or plans providing Executive with substantially
         similar benefits), the taking of any action by the Company (or such
         other Apogee Entity) which would adversely affect Executive's
         participation in, or materially reduce Executive's benefits under, any
         of such plans or deprive Executive of any material fringe benefit
         enjoyed by Executive immediately prior to such Change in Control;

                  (f) the failure by the Company (or any other Apogee Entity
         then employing Executive) to provide Executive with the number of paid
         vacation days to which Executive is entitled immediately prior to such
         Change in Control in accordance with the Company's (or any other Apogee
         Entity's) vacation policy as then in effect;

                  (g) the failure by the Company to obtain, as specified in
         Section 5(i) hereof, an assumption of the obligations of the Company to
         perform this Agreement by any successor to the Company; or

                  (h) any material breach by the Company of this Agreement.

         (iii) "Cause" shall mean termination by the Company (or any other
Apogee Entity then employing Executive) of Executive's employment based upon (a)
the willful and continued failure by Executive substantially to perform his
duties and obligations (other than any


                                      -4-
<PAGE>

such failure resulting from his incapacity due to physical or mental illness or
any such actual or anticipated failure resulting from Executive's termination
for Good Reason) or (b) the willful engaging by Executive in misconduct which is
materially injurious to the Company, monetarily or otherwise. For purposes of
this Section 3(iii), no action or failure to act on Executive's part shall be
considered "willful" unless done, or omitted to be done, by Executive in bad
faith and without reasonable belief that his action or omission was in the best
interests of the Company.

         (iv) "Disability" shall mean any physical or mental condition which
would qualify Executive for a disability benefit under any long-term disability
plan maintained by the Company (or any other Apogee Entity then employing
Executive) either before or after a Change in Control.

         (v) "Continuing Director" shall mean any person who is a member of the
Board of Directors of the Company, who is not an Acquiring Person (as
hereinafter defined) or an Affiliate or Associate (as hereinafter defined) of an
Acquiring Person, or a representative of an Acquiring Person or of any such
Affiliate or Associate, and who (a) was a member of the Board of Directors on
the date of this Agreement as first written above or (b) subsequently becomes a
member of the Board of Directors, if such person's initial nomination for
election or initial election to the Board of Directors is recommended or
approved by a majority of the Continuing Directors. For purposes of this Section
3(v): "Acquiring Person" shall mean any "person" (as such term is used in
Sections 13(d) and 14(d) of the Exchange Act) who or which, together with all
Affiliates and Associates of such person, is the Beneficial Owner of 10% or more
of the shares of Common Stock of the Company then outstanding, but shall not
include the Company, any subsidiary of the Company or any Executive benefit plan
of the Company or of any subsidiary of the Company or any entity holding shares
of Common Stock organized, appointed or established for, or pursuant to the
terms of, any such plan; and "Affiliate" and "Associate" shall have the
respective meanings ascribed to such terms in Rule 12b-2 promulgated under the
Exchange Act.

         4. Benefits upon Termination under Section 2(ii)(c) After a Change in
Control

         (i) Upon the termination (voluntary or involuntary) of the employment
of Executive pursuant to Section 2(ii)(c) hereof, Executive shall be entitled to
receive the benefits specified in this Section 4. The amounts due to Executive
under subparagraphs (a), (b), (c) or (d) of this Section 4(i) shall be paid to
Executive not later than one business day prior to the date that the termination
of Executive's employment becomes effective (the "Employment Termination Date").
All benefits to Executive pursuant to this Section 4(i) shall be subject to any
applicable income, payroll or other taxes required by law to be withheld.

                  (a) The Company shall pay to Executive (x) the full base
         salary earned by him and unpaid through the date that the termination
         of Executive's employment becomes effective, at the rate in effect at
         the time written notice of termination (voluntary or involuntary) was
         given, (y) any amount earned by Executive as a bonus with respect to
         the fiscal year of the Company preceding the termination of his
         employment if such


                                      -5-
<PAGE>

         bonus has not theretofore been paid to Executive, and (z) an amount
         representing credit for any vacation earned or accrued by him but not
         taken;

                  (b) In lieu of any further base salary payments to Executive
         for periods subsequent to the date that the termination of Executive's
         employment becomes effective, the Company shall pay as severance pay to
         Executive (a "Severance Payment") a lump-sum cash amount equal to the
         sum of:

                           (I) an amount equal to the bonus Executive earned
                  with respect to the fiscal year of the Company preceding the
                  termination of his employment, or Executive's maximum target
                  bonus for the fiscal year in which the Employment Termination
                  Date occurs, whichever is greater (the "Target Bonus"),
                  multiplied by a fraction, the numerator of which is equal to
                  the number of full months in the year Executive terminates
                  employment that have elapsed at the Employment Termination
                  Date, and the denominator of which is twelve (12), plus

                           (II) twenty-four (24) times the sum of (A)
                  Executive's monthly base salary (as in effect in the month
                  preceding the month in which the termination becomes effective
                  or as in effect in the month preceding the Change in Control,
                  whichever is higher) and (B) one-twelfth (1/12) of the Target
                  Bonus;

                  (c) Notwithstanding any provision to the contrary in the
         Amended and Restated 1987 Apogee Enterprises, Inc. Partnership Plan
         (the "Partnership Plan") (or in any other agreement or plan in
         existence between the Company and Executive at the Employment
         Termination Date), any rights Executive may have at any time under the
         Partnership Plan and which are deferred at the time of the Employment
         Termination Date shall immediately become vested and the Company shall
         pay to Executive any amounts due or which have been promised under the
         Partnership Plan to Executive;

                  (d) The Company shall also pay to Executive all legal fees and
         expenses incurred by Executive as a result of such termination of
         employment (including all fees and expenses, if any, incurred by
         Executive in seeking to obtain or enforce any right or benefit provided
         to Executive by this Agreement whether by arbitration or otherwise);

                  (e) Notwithstanding any other agreement in existence between
         the Company and Executive at the Employment Termination Date, all stock
         options or shares of restricted stock owned or held by Executive or
         promised to be payable to Executive by the Company shall be immediately
         vested in Executive without further restriction and Executive shall be
         treated at that time as the unrestricted owner of such Company stock
         options and stock, subject to applicable constraints under federal and
         state securities laws; and

                  (f) Any and all contracts, agreements or arrangements between
         the Company and/or any other Apogee Entity and Executive prohibiting or
         restricting Executive from owning, operating, participating in, or
         providing employment or consulting services to, any business or company
         competitive with the Company or such other Apogee Entity at


                                      -6-
<PAGE>

         any time or during any period after the Employment Termination Date,
         shall be deemed terminated and of no further force or effect as of the
         Employment Termination Date, to the extent, but only to the extent,
         such contracts, agreements or arrangements so prohibit or restrict
         Executive; provided that, the foregoing provision shall not constitute
         a license or right to use any proprietary information of the Company or
         such other Apogee Entity and shall in no way affect any such contracts,
         agreements or arrangements insofar as they relate to nondisclosure and
         nonuse of proprietary information of the Company or such other Apogee
         Entity notwithstanding the fact that such nondisclosure and nonuse may
         prohibit or restrict Executive in certain competitive activities.

         (ii) Executive shall not be required to mitigate the amount of any
payment provided for in this Section 4 by seeking other employment or otherwise.
The amount of any payment or benefit provided in this Section 4 shall not be
reduced by any compensation earned by Executive as a result of any employment by
another employer.

         (iii) Upon the occurrence of a Change in Control, the Company shall
cause its independent auditors promptly to review, at the Company's sole
expense, the applicability of Section 4999 of the Internal Revenue Code of 1986,
as amended (the "Code") to the "Total Payments" (as defined in Section 4(iv)
below) to be received by Executive. If such auditors determine that, after
taking into account the provisions of Section 4(iv) hereof, any of the Total
Payments would be subject to the excise tax imposed by Section 4999 of the Code,
or any interest or penalties with respect to such tax (such excise tax, together
with interest and penalties, are collectively referred to as the "Excise Tax"),
then, in addition to any amounts payable under foregoing provisions of this
Section 4, the Company shall pay an additional cash payment (a "Gross-Up
Payment") within 30 days of such determination equal to the Excise Tax imposed
on the Total Payments, including any Excise Tax or any other income taxes that
may be imposed on such Gross-Up Payment. If no determination by the Company's
auditors is made prior to the time a tax return reflecting the Total Payments is
required to be filed by Executive, Executive will be entitled to receive a
Gross-Up Payment calculated on the basis of the Total Payments reported by him
in such tax return, within 30 days of the filing of such tax return. In all
events, if any tax authority determines that a greater Excise Tax should be
imposed on the Total Payments than is determined by the Company's independent
auditors or reflected in Executive's tax return pursuant to this subparagraph
(iii), Executive shall be entitled to receive the full Gross-Up Payment
calculated on the basis of the amount of Excise Tax determined to be payable by
such tax authority from the Company within 30 days of such determination.

         (iv) As used herein, "Total Payments" shall mean, collectively, any
payment or benefit received or to be received by Executive in connection with a
Change in Control of the Company or termination of Executive's employment
(whether payable pursuant to the terms of this Agreement or any other plan,
contract, agreement or arrangement with the Company, with any person whose
actions result in a Change in Control of the Company or with any person
constituting a member of an "affiliated group" as defined in Section 280G(d)(5)
of the Code) with the Company or with any person whose actions result in a
Change in Control of the Company. For purposes of calculating Total Payments,
(a) no portion of the Total Payments the receipt or enjoyment of which Executive
shall have effectively waived in writing prior to the date of payment of the
Severance Payment shall be taken into account; (b) no portion of the


                                      -7-
<PAGE>

Total Payments shall be taken into account which in the opinion of tax counsel
selected by the Company and acceptable to Executive does not constitute a
"parachute payment" within the meaning of Section 280G(b)(2) of the Code; (c)
the value of any benefit provided by Section 4(i)(f) of this Agreement shall not
be taken into account in computing Total Payments; and (d) the value of any
other non-cash benefit or of any deferred cash payment included in the Total
Payments shall be determined by the Company's independent auditors in accordance
with the principles of Sections 280G(d)(3) and (4) of the Code. In case of
uncertainty as to whether all or some portion of a payment is or is not payable
to Executive under this Agreement, the Company shall initially make the payment
to Executive, and Executive agrees to refund to the Company any amounts
ultimately determined not to have been payable under the terms hereof.

         5. Successors and Binding Agreement

         (i) The Company will require any successor (whether direct or indirect,
by purchase, merger, consolidation or otherwise to all or substantially all of
the business and/or assets of the Company), by agreement in form and substance
satisfactory to Executive, to expressly assume and agree to perform this
Agreement in the same manner and to the same extent that the Company would be
required to perform it if no such succession had taken place. Failure of the
Company to obtain such agreement prior to the effectiveness of any such
succession shall be a breach of this Agreement and shall entitle Executive to
compensation from the Company in the same amount and on the same terms as
Executive would be entitled hereunder if Executive terminated his employment
after a Change in Control for Good Reason, except that for purposes of
implementing the foregoing, the date on which any such succession becomes
effective shall be deemed the Employment Termination Date. As used in this
Agreement, "Company" shall mean the Company and any successor to its business
and/or assets which executes and delivers the agreement provided for in this
Section 5(i) or which otherwise becomes bound by all the terms and provisions of
this Agreement by operation of law.

         (ii) This Agreement is personal to Executive, and Executive may not
assign or transfer any part of his rights or duties hereunder, or any
compensation due to him hereunder, to any other person. Notwithstanding the
foregoing, this Agreement shall inure to the benefit of and be enforceable by
Executive's personal or legal representatives, executors, administrators, heirs,
distributees, devisees and legatees.

         6. Arbitration. Any dispute or controversy arising under or in
connection with this Agreement shall be settled exclusively by arbitration in
the Minneapolis-St. Paul metropolitan area, in accordance with the applicable
rules of the American Arbitration Association then in effect. Judgment may be
entered on the arbitrator's award in any court having jurisdiction. In the event
that Executive engages counsel to arbitrate any dispute hereunder (which
arbitration results in an award to Executive of any kind) or to enforce such an
award, all costs and expenses incurred by Executive, including reasonable
attorney's fees and expenses, with respect to such arbitration or enforcement
thereof shall be reimbursed to Executive by the Company promptly upon
Executive's submission of a request therefor.

         7. Modification; Waiver. No provisions of this Agreement may be
modified, waived or discharged unless such waiver, modification or discharge is
agreed to in a writing


                                      -8-
<PAGE>

signed by Executive and such officer as may be specifically designated by the
Board of Directors of the Company. No waiver by either party hereto at any time
of any breach by the other party hereto of, or compliance with, any condition or
provision of this Agreement to be performed by such other party shall be deemed
a waiver of similar or dissimilar provisions or conditions at the same or at any
prior or subsequent time.

         8. Notice. All notices, requests, demands and all other communications
required or permitted by either party to the other party by this Agreement
(including, without limitation, any notice of termination of employment and any
notice of an intention to arbitrate) shall be in writing and shall be deemed to
have been duly given when delivered personally or received by certified or
registered mail, return receipt requested, postage prepaid, at the address of
the other party, as first written above (directed to the attention of the Board
of Directors and Corporate Secretary in the case of the Company). Either party
hereto may change its address for purposes of this Section 8 by giving 15 days'
prior notice to the other party hereto.

         9. Severability. If any term or provision of this Agreement or the
application hereof to any person or circumstances shall to any extent be invalid
or unenforceable, the remainder of this Agreement or the application of such
term or provision to persons or circumstances other than those as to which it is
held invalid or unenforceable shall not be affected thereby, and each term and
provision of this Agreement shall be valid and enforceable to the fullest extent
permitted by law.

         10. Counterparts. This Agreement may be executed in several
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.

         11. Governing Law. This Agreement has been executed and delivered in
the State of Minnesota and shall in all respects be governed by, and construed
and enforced in accordance with, the laws of the State of Minnesota, including
all matters of construction, validity and performance.

         12. Effect of Agreement; Entire Agreement. The Company and Executive
understand and agree that this Agreement is intended to reflect their agreement
only with respect to payments and benefits upon termination in certain cases and
is not intended to create any obligation on the part of either party to continue
employment. This Agreement supersedes any and all other oral or written
agreements or policies made relating to the subject matter hereof and
constitutes the entire agreement of the parties relating to the subject matter
hereof; provided that this Agreement shall not supersede or limit in any way
Executive's rights under any benefit plan, program or arrangements in accordance
with their terms.


                                      -9-
<PAGE>

         IN WITNESS WHEREOF, the Company has caused this Agreement to be
executed in its name by a duly authorized director and officer, and Executive
has hereunto set his hand, all as of the date first written above.

                                    APOGEE ENTERPRISES, INC.


                                    By
                                       -----------------------------------------
                                       Russell Huffer
                                       Its Chief Executive Officer and President


                                    EXECUTIVE

                                    --------------------------------------------

                                    --------------------------------------------

                                     -10-