Exhibit 10.12.3  CHASE CORPORATION ANNUAL INCENTIVE PLAN  FY 2011  The
Company, in addition to salary and benefits provides further cash compensation
to key employees based on achieving preset annual goals.  The
plan is maintained and paid at the sole discretion of the Board of Directors
and may be modified or suspended at any time by the board.  Upon
approval by the Board of Directors, the CFO will administer the plan.  It
is the intent of the Board of Directors to exclude the effect of unusual events
and expenses from the calculation.  The
Compensation and Management Development Committee is given the authority by the
Board to use its discretion in determining relevant exclusions.  Targets,
awards, opportunities and associated performance award methodology and
eligibility requirements will be established by the Compensation and Management
Development Committee for the Chief Executive Officer, Chief Operating Officer
and Chief Financial Officer and approved by the Board of Directors.  For senior management, the CEO will make
recommendations to be approved by the Compensation and Management Development
Committee.  For all other employees the
CEO will be the approval authority.  See
schedule below for award opportunities for the executive officers:  Budgeted
EBITDA is the target.  Payment threshold
is 90% which yields 50% of individual award opportunity.  From 90% to 100% performance  award
increases proportionately between 50 and 100%. 
Between 100 and 120% of target award is proportionate between 100% and
200%.  Actual v. Target
  
  Award Earned90
  %
  50
  %95
  %
  75
  %100
  %
  100
  %105
  %
  125
  %110
  %
  150
  %115
  %
  175
  %120
  %
  200
  %  In
order for any amounts to be payable under this Annual Incentive Plan, actual
results must meet a threshold level of 90% of the target.  There is a cap on the incentive payments of
200% achieved at 120% of target.  Payment
is made in cash no later than 75 days from the close of the fiscal year.


Award
Opportunity  Chief
  Executive Officer
  
  50%
  of base salary for 100% achievement of target. At 90% of target award is 25%
  of base salary. For results in excess of target, award increases to 100% of
  base salary at 120% of target.Chief
  Operating Officer
  
  40%
  of base salary for 100% achievement of target. At 90% of target award is 20%
  of base salary. For results in excess of target, award increases to 80% of
  base salary at 120% of target.Chief
  Financial Officer
  
  30%
  of base salary for 100% achievement of target. At 90% of target award is 15%
  of base salary. For results in excess of target, award increases to 60% of
  base salary at 120% of target.
  In
addition to the financial targets the Compensation and Management Development
Committee may choose to establish qualitative measurement criteria.  Together with the financial measures these
are referred to as critical success factors (CSF).  When utilized, the CEOs CSF and appropriate
weighting is approved by the board.  The
CEO will approve all others.  Other
management and non-union bonus participants will have opportunities established
by the CEO.  To
be eligible an employee must be on the active payroll when the bonus is paid
and for at least 6 months prior to the end of the fiscal year.