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                                                                  Exhibit 10.15


                           SUPPLEMENTAL PENSION PLAN A
                           ---------------------------
                                  APPLICABLE TO
                                 KEY EXECUTIVES

                                       OF

         WERNER HOLDING CO. (DE), INC., ITS PARENT AND ITS SUBSIDIARIES
                     AMENDED AND RESTATED DECEMBER 31, 2000
                     --------------------------------------

1)       PURPOSE:

         a)     To recognize unusual dedication, significant additional
                longevity, superb effort, and outstanding personal contributions
                of key executives.

         b)     To reward deserving elected key executives for outstanding
                contributions to the Company's growth, success and profits.

         c)     To provide a method to compensate for unusual situations which
                may develop under the qualified Retirement Plan for Employees of
                the Company (the "Qualified Pension Plan") due to changes made
                from time to time in the plan, limitations imposed on the
                administration of the plan by ERISA, employment past age 65,
                significant longevity, inflation and other factors.

         d)     To supplement the Company's Qualified Pension Plan with a
                Supplemental Pension Plan, as hereinafter set forth.

2)       ELIGIBILITY:

         For the purpose of this Supplemental Pension Plan, effective
         retroactively to March 21, 1980, key executives shall be defined as
         members of the Company's Management Committee, or its predecessor
         Executive Committee, not covered under another Supplemental Pension
         Plan, whose years of service (N(3)) on the Management Committee, or its
         predecessor Executive Committee, were at least 10 years. Effective
         January 1, 1989, eligibility shall be further subject to periodic
         specific designation by the Board of Directors of the Company of the
         individual employee involved.

         Service with Werner Holding Co. (DE), Inc., its parent Werner Holding
         Co. (PA), Inc., or any of its subsidiaries shall satisfy the
         appropriate service requirement provided, however, that each
         participating subsidiary must adopt this Plan first. Service credit
         earned with different participating companies shall be aggregated
         together to satisfy the necessary service requirements of the Plan.

3)       GENERAL:

         a)    The gross pension paid to any key executive shall consist of any
               Retirement Benefit earned by the key executive under the
               Qualified Pension Plan and the supplemental pension granted that
               individual hereunder.




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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
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                                   (Continued)

        b)     The Retirement Benefit shall be paid to the key executive by the
               Affiliated National Bank-Boulder, Boulder, Colorado, or any
               successor trustee, in accordance with the Qualified Pension Plan.

        c)     The supplemental pension shall be paid directly to the key
               executive by the Company. This Supplemental Pension Plan is an
               unfunded plan of deferred compensation, and the benefits
               hereunder shall be paid from the general assets of the Company.

        d)     Except as hereafter provided otherwise, the supplemental pension
               shall be paid during the remaining lifetime of the key executive
               upon retirement, commencing simultaneously with the later of (1)
               payment of his Retirement Benefit under the Qualified Pension
               Plan or (2) the first of the month next following the Effective
               Date.

        e)     In the event that a key executive dies while in the employ of the
               Company and prior to his retirement, that portion of the
               supplemental pension related to the full benefit supplement
               (P(2)) shall be paid to his spouse or appropriate beneficiaries.

        f)     For each month that the individual remains eligible hereunder,
               one-twelfth (1/12) of the yearly amount of the supplemental
               pension shall be paid on the first business day of that month,
               during the lifetime of the pensioner.

        g)     The supplemental pension shall terminate with the payment for the
               month in which the death of the pensioner occurs except in the
               event Sections 3(e), 3(n) and 4(d) apply.

        h)     In the case of a supplemental pension payable because of the key
               executive's early retirement, the supplemental pension hereunder
               shall be actuarially reduced to reflect commencement prior to
               normal retirement under the Qualified Pension Plan. Such
               actuarial reduction shall be at a rate which is one-half (1/2) of
               the rate of actuarial reduction applicable under the Qualified
               Pension Plan in the case of such early retirement.

        i)     In the case of a supplemental pension payable because of the key
               executive's disability retirement, there shall be no actuarial
               reduction of the supplemental pension hereunder to reflect
               commencement prior to normal retirement under the Qualified
               Pension Plan. The payment of supplemental pension benefits in the
               case of a disability retirement shall continue only so long as
               the otherwise eligible individual continues to be disabled, as
               determined under the Qualified Pension Plan.




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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
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                                   (Continued)

        j)     Supplemental pension benefits shall not be contingent upon any
               pensioner performing any consulting services for the Company
               after retirement, nor shall any pensioner be required to do so.

        k)     To be eligible for a supplemental pension, and to maintain
               continued eligibility, under this Supplemental Pension Plan, each
               key executive shall execute and comply with the terms of a
               Non-Compete Agreement in the form attached hereto as Exhibit A.
               Non-compliance with the terms of the Non-Compete Agreement, as
               determined by the Board of Directors, shall result in the loss of
               all benefits hereunder.

        l)     In the event a retired key executive again becomes an employee
               of the Company, such person's benefit payments hereunder shall
               be suspended for the duration of such re-employment. Upon
               subsequent retirement, the benefit payments hereunder shall be
               recomputed to give credit for such period of re-employment and
               the compensation earned during such re-employment. Provided,
               however, that, (except in the case of an individual returning
               from disability retirement, unless such subsequent retirement is
               again because of disability) if such recomputation would result
               in the payment of a lesser benefit than the benefit which was
               suspended, the benefit which was suspended will again be payable
               upon subsequent retirement.

        m)     Notwithstanding any other clause herein contained, benefits
               payable under this Plan shall not be duplicated in any way either
               with respect to this Plan or any other Plan funded by the
               Company, its parent, Werner Holding Co. (PA), Inc. or any of its
               subsidiaries.

        n)     Notwithstanding any other clause herein contained, that part of
               the supplemental pension which represents the full benefit
               supplement (P(2)), see Section 4(d) shall be paid to the
               designated beneficiary under the Qualified Pension Plan, if the
               key executive is otherwise eligible but dies while in the
               Company's employ rather than after retirement.

        o)     It is intended that the Supplemental Pension Plan be
               appropriately coordinated with the latest version of the
               Qualified Pension Plan. Therefore, in interpreting the
               Supplemental Plan any necessary adjustments to reflect references
               to the latest version of the Qualified Pension Plan shall be
               made. However, the intentions of the Supplemental Plan shall be
               maintained with any questions to be resolved in accordance with
               Section 12.

        p)     Although the calculations that follow would produce this result
               by their own terms, it is expressly recognized that any bonus or
               other payment made pursuant to certain Incentive Programs or
               Employee Protection Programs adopted on June 13, 1997 and June
               26, 1997, by Werner Holding Co. (PA), Inc. shall not be taken
               into account in calculating benefits under this Supplemental
               Pension Plan.




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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
      ---------------------------------------------------------------------
                                   (Continued)

4)       SUPPLEMENTAL PENSION:

        a)     A special pension calculation shall be prepared appropriately
               timed to the retirement date of a key executive using the
               adjustment factors hereinafter outlined. This calculated special
               pension shall become that individual's supplemental pension
               hereunder.

        b)     The supplemental pension for key executives shall include:

               (1)   Full service credit at 1.5 % for service beyond both 30
                     and 35 years (P(1)) - See 4(c).

               (2)   A full benefit supplement where benefits under the
                     Qualified Pension Plan are statutorily limited (P(2)) -
                     See 4(d).

               (3)   A special service adjustment in the case of disability and
                     early retirements (P(3)) - See 4(e).

         c)    The Supplemental Pension Plan shall include credit at the rate of
               1.5 % of average earnings (S) for all years of credited service
               beyond 30 years, with no limit to the maximum years of service.
               In contract, the Qualified Pension Plan provides for credit at
               the rate of 1 % of Covered Compensation (C. C.) and 1.5% of
               average earnings (S) in excess of covered compensation (C.C.) for
               a maximum of 35 years of service plus credit for post 35 years
               service at 1 % of average earnings (S). "Average Earnings",
               "Covered Compensation" and "Credited Service" shall be as defined
               in the Qualified Pension Plan.

               Therefore:

               P(1) = [0.5% x (C.C.)] x N(1B) + [0.5% x (S)] x N(greater than
               35) = $/Yr.

               N(1B) = N(1) - 30      Where 30 = N(1) but for these purposes
                                      N(1) is limited to a maximum of 35.

               N(greater than 35) = N(1) - 35     Where N(1) = 35 Years Service





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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
                                   (Continued)

         d)    The supplemental pension benefit shall include a full benefit
               supplement when a key executive's benefit under the Qualified
               Pension Plan is limited by any statutorily imposed maximum
               benefit limitation applying to such Plan. The full benefit
               supplement shall be equal to the difference between the benefit
               which would be paid under such Plan without application of the
               maximum benefit limitation and the benefit actually being paid
               under such Plan as a result of application of the maximum benefit
               limitation.

               Therefore: P(2) = P(E) - P

               The full benefit supplement (P(2)) shall be provided to those
               eligible key executives upon their retirement or to their
               beneficiaries in the event of their death while in the employ of
               the Company prior to retirement. The purpose of this benefit
               (P)(2) is to insure that such key executives receive the full
               amount of their qualified pension despite the limitations
               imposed by Federal statutes. For purposes of implementation, the
               beneficiaries shall be those designated by the key executive
               under the Qualified Pension Plan, or in the absence of such
               specific designation the rules of said Plan shall apply.

         e)    The supplemental pension for a key executive who takes a
               disability retirement or early retirement under the terms of the
               Qualified Pension Plan shall include a special service adjustment
               to recognize the additional years of credited service (N(1E))
               such person would have had if he would have worked until
               attainment of age sixty-five (65) rather than taking disability
               retirement or early retirement. To be eligible the minimum
               credited service (N(1)) shall be 25 years and the minimum
               service as a key executive (N(2)) shall be 10 years.

               Therefore: P(3) = [(1% x C.C.) + 1.5% x (S - C.C.)] N(1E) = $/Yr.

                                       N(1E) = N(1D) - N(1)

         f)    The total supplemental pension for key executives (P(se)) shall
               be the sum of the aforesaid adjustments in 4(c) and, where
               applicable, 4(d) and 4(e), where P(se) = P(1) and, where
               applicable, + P(2) + P(3)

5)        FORMULAE & DEFINITIONS:

               Company - "Company" shall mean Werner Holding Co. (DE), Inc., its
               parent, Werner Holding Co. (PA), Inc., and/or any participating
               subsidiary Company. Any subsidiary which adopts this Plan shall
               be deemed a participating subsidiary Company.



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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
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                                   (Continued)

       C.C. -   Covered compensation as defined and established from time to
                  time by the Social Security Administration.

       N(1) -   Years of credited service as defined in the Qualified Pension
                Plan.

       N(less than 35) - Years of credited service limited to a maximum of
                thirty-five (35) years.

                                    N(less than 35) = N(1) where N(1) = 35

       N(1B) -  Years of credited service in excess of thirty (30) years and
                 not more than thirty-five (35) years.

       N(1B) = N(1) - 30 where 30 = N(1) but for these purposes N(1) is
                    limited to 35

                    Otherwise N(1B) = 0

       N(greater than 35) - Years of credited service in excess of thirty-five
               (35) years.

                N(greater than 35) = N(1) - 35 where 35 = N(1)

                Otherwise N(greater than 35) = 0

       N(1D) -  Total years of credited service a key executive would have
                had under the Qualified Pension Plan if he had worked until
                attaining age sixty-five (65) rather than taking a disability
                retirement or early retirement.

       N(1E) -  The additional years of credited service a key executive
                would have had under the Qualified Pension Plan if he had
                worked until attaining age sixty-five (65) rather than taking
                a disability retirement or early retirement.

                                    N(1E) = N(1D) - N(1)

       N(3) -   Years of service as a member of the Company's Management
                Committee.

       P  -     Annual pension benefit payment under the Qualified Pension
                Plan pension benefit annual payment, subject to applicable
                statutorily imposed maximum benefit limitation.




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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
      ---------------------------------------------------------------------
                                   (Continued)

                  P = (1% x C.C.) x N(less than 35) + 1.5% (S - C.C.) x N(less
                  than 35) + (1% x S) x N(greater than 35) = $/Yr.  but limited
                  to the applicable statutorily imposed maximum benefit
                  limitation under applicable IRS regulations.

         P(l)     - Supplemental pension adjustment to reflect full service
                  -maximum 1-1/2 % benefit credit for post thirty (30) and
                  thirty-five (35) years service.

                      P(1) = [0.5% x C.C.] x N(1B) + [0.5% x S] x N(greater than
                      35) = $/Yr.

         P(2)     - Supplemental pension adjustment to reflect full benefit
                  supplement where benefits under the Qualified Pension Plan are
                  subject to a statutorily imposed maximum benefit limitation.

                      P(2) = P(E) - P

         P(3)     - Supplemental pension adjustment to reflect special service
                  adjustment for disability retirement or early retirement.

                      P(3) = (1% x C.C.) x N(1E) + [1.5% x (S - C.C.)] x N(1E)
                             = $/Yr.

         P(E)     - Annual pension benefit payment under the Qualified Pension
                  Plan without regard to the statutorily imposed maximum benefit
                  limitation.

                  P(E)  = (1% x C. C.) x N(less than 35) + [1.5% x (S - C. C.)]
                          x N(less than 35) + [1% x S] x N(greater than 35) =
                          $/Yr.

                          N(less than 35) = N(1) where N(1) = 35 years service

                          N(greater than 35) = N(1) - 35 where N(1) = years
                          service

         P(se)-   Total supplemental pension for key executives.

                  P(se) = P(1) and, where applicable + P(2) and + P(3)

         S        - Average earnings based on the method used in the Qualified
                  Pension Plan using the best three (3) consecutive full years
                  out of the last ten (10) years before retirement.



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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
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                                   (Continued)

6)        CONSULTING ASSIGNMENTS:

          a)   From time to time the Company may offer and a pensioner covered
               by this Supplemental Pension Plan may undertake consulting
               assignments.

          b)   The specific assignment, remuneration, and the compensable time
               involved, shall be established as the need arises.

          c)   A pensioner is under no obligation to accept such an assignment,
               but may elect to do so at his option. The acceptance of such an
               assignment shall not affect the right to continue to receive
               benefits hereunder and shall not affect the amount of such
               benefits.

7)        NON-COMPETE AGREEMENT:

          a)   As a condition precedent to the receipt of any benefit payments
               hereunder, a key executive shall be required to execute and
               comply with a Non-Compete Agreement in the form attached hereto
               as Exhibit A.

          b)   If the Board of Directors determines that an individual has
               violated any provision of the Non-Compete Agreement, such
               violation will result in the immediate forfeiture of his
               supplemental pension benefits under this Supplemental Pension
               Plan.

8)        ACTIONS RESULTING IN FORFEITURE OF RIGHTS AND INTEREST HEREUNDER

         Notwithstanding any other provision of this Supplemental Pension Plan
         to the contrary, if the Board of Directors determines that any key
         executive or former key executive has committed any act against or
         infidelity with respect to the interests of the Company or has been
         convicted for the commission of an illegal act, all such person's
         rights and interests in and to any payments under this Supplemental
         Pension Plan shall be terminated and forfeited.

9)        EFFECT OF THIS PLAN

         a)    Neither the establishment of this Supplemental Pension Plan nor
               the payment of any benefit hereunder shall be construed as giving
               any key executive or other person any legal or equitable right
               against the Company, any employee or owner thereof, or the Board
               of Directors, except as specifically provided herein.




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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
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                                   (Continued)

         b)    Neither the establishment of this Supplemental Pension Plan nor
               the payment of any benefit hereunder shall be construed as a
               contract of continuing employment or give any key executive or
               other employee of the Company any right to be retained in the
               service of the Company. Said individuals remain subject to
               discharge or severance to the same extent as if this Supplemental
               Pension Plan were never adopted.

10)      AMENDMENT AND TERMINATION

         a)    This Supplemental Pension Plan may be amended from time to time
               and at any time, in whole or in part, by action of the Board of
               Directors. Except as hereinafter provided, any such amendment may
               be made retroactive and any amendment shall be made effective as
               of the date set forth in such amendment; provided, however, that,
               except to the extent specifically set forth in such amendment
               (and then only to the extent necessary to comply with any
               applicable law or to increase a benefit then in pay status), no
               such amendment shall affect any benefit in pay status at the time
               the amendment is adopted.

         b)    This Supplemental Pension Plan may be terminated at any time by
               action of the Board of Directors. No such termination shall
               affect any benefit in pay status at the time the Board of
               Directors approves such termination. However, upon termination of
               the Plan, the Company, at its sole option, shall have the right
               to make a lump sum payment to any pensioner of the actuarial
               value of the future payments of the benefits then in pay status.

11)      SPENDTHRIFT CLAUSE:

         None of the payments hereunder shall be subject to the claim of any
         creditor of any key executive, and to the fullest extent permitted by
         law shall be free from any attachment, garnishment or other legal or
         equitable process. No key executive shall have any right to alienate,
         anticipate, commute, pledge, encumber or assign any benefit payable
         hereunder, and the Company shall not be under any duty to honor any
         such action.

12)      INTERPRETATIONS:

         a)    When necessary the Board of Directors of the Company shall issue
               interpretations and rulings concerning the application and
               meaning of any provision of this Supplemental Pension Plan and
               such interpretations and rulings shall be conclusive and binding
               on all parties with any interest herein. To the extent the
               application of any law becomes relevant, this Supplemental
               Pension Plan shall be construed and administered according to the
               laws of the Commonwealth of Pennsylvania.




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      SUPPLEMENTAL PENSION PLAN A AS AMENDED AND RESTATED DECEMBER 31, 2000
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                                   (Continued)

         (b)   Whenever any words are used herein in the masculine, where
               applicable they shall be construed as though they were also used
               in the feminine or neuter, and whenever any words are used herein
               in the singular or plural, where applicable they shall also be
               construed as though they were also used in the plural or
               singular.

13)      FREEZE OF PLAN:

         Effective as of December 31, 2000 (the "Freeze Date"), the Plan is
         hereby frozen with respect to future participation and benefit accrual.
         No person who is not a Participant in the Plan as of the Freeze Date
         shall be eligible to participate in the Plan and Plan Participants
         shall accrue no additional benefits after the Freeze Date.



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                                                                     EXHIBIT "A"
                                                                     -----------

                              NON-COMPETE AGREEMENT

             THIS NON-COMPETE AGREEMENT is entered into as of the ______day of
_____________, ______ by and between ___________________________________(the
"Company") and ___________________________________ (the "Employee").

             WHEREAS the Company has adopted Supplemental Pension Plan A for Key
Executives of the Company (the "Plan") and

             WHEREAS the Plan expressly provides that as a condition precedent
to the receipt of any benefit payments under the Plan an eligible key executive
must execute and comply with an agreement in the form hereof and

             WHEREAS the Employee is eligible for benefit payments under the
Plan:

             NOW THEREFORE this Agreement witnesseth that, for good and valuable
consideration receipt of which is hereby acknowledged and intending to be
legally bound hereby, and as an inducement to the Company to make benefit
payments under the Plan to the Employee, the Company and the Employee agree as
follows:

             1. The Company shall make benefit payments under and in accordance
with the provisions of the Plan to the Employee so long as the Employee complies
with the provisions of this Agreement and so long as the Employee's rights and
interests in and to any payments under the Plan have not been terminated or
forfeited.

             2. The Employee shall not, for a period of five years after the day
and year first above written, without the express prior written consent of the
Company engage, directly or indirectly (as officer, director, owner, employee,
agent, consultant, partner or other participant whatsoever), in any activity in
competition with the Company nor shall the Employee at any time


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reveal to any individual person, firm, corporation, partnership, joint venture
or other entity any of the Company's trade secrets, private processes,
confidential records, confidential documents, customer lists or other
confidential information. If the Board of Directors of the Company determines
that the Employee is in violation of this Agreement the Company shall so notify
the Employee. If within fourteen (14) days following such notification the
Employee has not ceased and desisted the activity which the Board of Directors
has determined to be in violation of this Agreement the Employee's rights and
interests in and to any payments under the Plan shall be terminated and
forfeited.

             3. This Agreement has been executed and delivered in the
Commonwealth of Pennsylvania and for all purposes shall be construed and
enforced in accordance with the laws of said Commonwealth.

             IN WITNESS WHEREOF the Company and the Employee have executed and
delivered this Agreement as of the day and year first above written.

Attest:                                  __________________________________
                                          (Company Name)

________________________________         By_________________________________
Secretary                                   Title:

(Corporate Seal)                         _____________________________(Seal)
                                         EMPLOYEE



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