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                                                                   EXHIBIT 10(d)

                             SIFCO INDUSTRIES, INC.

                             1995 STOCK OPTION PLAN


         1.       PURPOSE OF PLAN. The Purpose of this Plan is to advance the
                  interest of SIFCO Industries, Inc. (hereinafter called the
                  "Company") and its shareholders by providing a means whereby
                  employees of the Company may be granted (i) options to
                  purchase shares of the common stock, $1.00 par value
                  (hereinafter called "shares") of the Company and (ii) stock
                  appreciation rights under the Plan, to the end that the
                  Company may retain present personnel upon whose judgment,
                  initiative and efforts the successful conduct of the business
                  of the Company largely depends, and may attract new personnel.
                  Some of the options granted under the Plan shall be options
                  which are intended to qualify as "incentive stock options"
                  under Section 422 of the Internal Revenue Code of 1986, as
                  amended (the "Code"), or any successor provision, and are
                  hereinafter sometimes called "incentive stock options".

         2.       SHARES SUBJECT TO THE PLAN. The aggregate number of shares of
                  the Company for which options may be granted under this Plan
                  shall be 200,000; provided, however, that whatever number of
                  shares shall remain reserved for issuance pursuant to the Plan
                  at the time of any stock split, stock dividend or other change
                  in the Company's capitalization shall be appropriately and
                  proportionately adjusted to reflect such stock dividend, stock
                  split or other change in capitalization. Such shares shall be
                  made available from authorized but unissued or reacquired
                  shares of the Company. Any shares for which an option is
                  granted hereunder that are released from such option for any
                  reason other than the exercise of stock appreciation rights
                  granted hereunder shall become available for other options to
                  be granted under this Plan.

         3.       ADMINISTRATION OF THE PLAN. This Plan shall be administered
                  under the supervision of the Compensation, Pension and Stock
                  Option Committee (the "Committee") composed of not less than
                  three directors of the Company appointed by the Board of
                  Directors. Subject to the express provisions of this Plan, the
                  Committee shall have conclusive authority to construe and
                  interpret the Plan, any stock option agreement entered into
                  thereunder, and any stock appreciation right granted
                  thereunder and to establish, amend, and rescind rules and
                  regulations for its administration, and shall have such
                  additional authority as the Board of Directors may from time
                  to time determine to be necessary or desirable.

         4.       GRANTING OF OPTIONS. The Committee from time to time shall
                  designate from among the full-time key employees of the
                  Company, its subsidiaries, any corporation at least 20% of the
                  voting securities of which is owned by the Company or a
                  subsidiary of the Company, and any other business entity in
                  which the Company or a subsidiary of the Company has at least
                  a 50% interest, those employees to whom stock options to
                  purchase shares shall be granted under this Plan, the number
                  of shares which shall be

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                  subject to each option so granted, and the type of option
                  granted. The Committee shall direct an appropriate officer of
                  the Corporation to execute and deliver option agreements to
                  employees reflecting the grant of options. All actions of the
                  Committee under this Section shall be conclusive; provided,
                  however, the aggregate fair market value (determined at the
                  time the option is granted) of the stock with respect to which
                  incentive stock options are exercisable for the first time by
                  any individual during any calendar year (under this Plan or
                  any other plan of the Company and subsidiary corporations that
                  provides for the granting of incentive stock options) shall
                  not exceed $100,000. Any incentive stock option that is
                  granted to any employee who is, at the time the option is
                  granted, deemed for purposes of Section 422 of the Code, or
                  any successor provision, to own shares of the Company
                  possessing more than ten percent (10%) of the total combined
                  voting power of all classes of shares of the Company or of a
                  parent or subsidiary of the Company, shall have an option
                  price that is at least 110 percent of the fair market value of
                  the stock and shall not be exercisable after the expiration of
                  5 years from the date it is granted.

         5.       GRANTING OF STOCK APPRECIATION RIGHTS. The Committee shall
                  have the discretion to grant to optionees, concurrently with
                  the grant of an option, or with respect to outstanding options
                  that are not incentive stock options, stock appreciation
                  rights in connection with stock options on such terms and
                  conditions as it deems appropriate. The Committee shall direct
                  an appropriate officer of the Company to execute and deliver
                  stock appreciation right grants to optionees reflecting the
                  grant of stock appreciation rights. A stock appreciation right
                  will allow an optionee to surrender an option or portion
                  thereof and to receive payment from the Company in an amount
                  equal to the excess of the aggregate fair market value of the
                  optioned shares that are surrendered over the aggregate option
                  price of such shares. Payment may be made in shares, cash or a
                  combination of shares and cash, as provided in the grant.
                  Shares as to which any option is so surrendered shall not be
                  available for future options. The Committee may select
                  employees to whom stock appreciation rights will be granted
                  and determine the number of stock appreciation rights to be
                  granted to each such employee.

         6.       OPTION PERIOD. No incentive stock option granted under this
                  Plan may be exercised later than ten years from the date of
                  grant.

         7.       OPTION PRICE. The option price shall be fixed by the Committee
                  and set forth in the Option Agreement, which price shall not
                  be less than the per share fair market value of the
                  outstanding shares of the Company on the date that the option
                  is granted, as determined by the Committee. The Committee may
                  fix such option price and authorize one or more officers of
                  the Company to compute the price. The option price may be
                  payable in cash, Company stock, or a combination thereof. The
                  date on which the Committee approves the granting of an option
                  shall be deemed the date on which the option is granted.


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         8.       OPTION AGREEMENT. The Option Agreement in which option rights
                  are granted to an employee shall be in the applicable form
                  (consistent with this Plan) from time to time approved by the
                  Committee and shall be signed on behalf of the Company by the
                  Chairman of the Board, the President or any Vice President of
                  the Company other than the employee who is a party thereto,
                  and shall be dated as of the date of the granting of the
                  option, as determined in Section 7 hereof.

         9.       EXERCISE OF STOCK APPRECIATION RIGHTS. A stock appreciation
                  right shall be exercisable at any time prior to its stated
                  expiration date; but only to the extent the related stock
                  option right may be exercised. No option or stock appreciation
                  right shall be transferable by the optionee except by will or
                  the laws of descent and distribution, and the options and
                  stock appreciation rights may be exercised during the
                  employee's lifetime only by him or his guardian or legal
                  representative.

         10.      AMENDMENT AND TERMINATION OF THE PLAN. The Company, by action
                  of its Board of Directors, reserves the right to amend, modify
                  or terminate at any time this Plan, or, by action of the Board
                  with the consent of the optionee, to amend, modify or
                  terminate any outstanding option agreement or grant of stock
                  appreciation rights, except that the Company may not, without
                  further shareholder approval, (i) increase the total number of
                  shares as to which options may be granted under the Plan
                  (except increases attributable to the adjustments authorized
                  in Section 2 hereof), (ii) change the employees or class of
                  employees eligible to receive options, (iii) reduce the price
                  at which options may be granted, (iv) extend the expiration
                  date of the Plan, or (v) materially increase the benefits
                  accruing to participants under the Plan. Moreover, no action
                  may be taken by the Company (without the consent of the
                  optionee) which will impair the validity of any option or
                  stock appreciation right then outstanding or which will
                  prevent the incentive stock options issued or to be issued
                  under this Plan from being "incentive stock options" under
                  Section 422 of the Code, or any successor provision.

         11.      EFFECTIVE DATE OF PLAN. The Plan shall be effective upon
                  adoption of the Plan by the Board of Directors of the Company.
                  The Plan shall be submitted to the shareholders of the Company
                  for approval within one year after its adoption by the Board
                  of Directors and, if the Plan shall not be approved by the
                  shareholders within said period, the Plan shall be void and of
                  no effect. Any options granted under the Plan prior to the
                  date of approval by the shareholders shall be void if such
                  shareholders' approval is not obtained.

         12.      EXPIRATION OF PLAN. Options may be granted under this Plan at
                  any time prior to October 31, 2005, on which date the Plan
                  shall expire but without affecting any options then
                  outstanding.


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