GEHL COMPANY/ THOMAS M.
RETTLER
2004
SUPPLEMENTAL
RETIREMENT BENEFIT AGREEMENT  






        THIS
AGREEMENT, made this 23rd day of August, 2004, by and between GEHL COMPANY,
West Bend, Wisconsin (hereinafter referred to as the “Company”), and Thomas
M. Rettler of Mequon, Wisconsin (hereinafter referred to as the “Employee”): 



W I T N E S S E T H:  



        WHEREAS,
the Employee is currently employed by the Company in the capacity of Vice President,
Chief Financial Officer, and in such position can contribute materially to its continued
growth and development and to its future financial success; and  





        WHEREAS,
the Company desires to insure insofar as possible that the Company will have the benefit
of the Employee’s full services and executive capacities for future years;  





        NOW,
THEREFORE, in consideration of services rendered by the Employee to the Company, it is
agreed as follows:  





        Section
1.    Definitions.     





        (a)    “Average
Monthly Compensation” means one-sixtieth (1/60th) of the           Employee’s
base salary and cash bonus from the Company for the highest five           (5) calendar
years within the last ten (10) completed calendar years           preceding the date
of the Employee’s termination of employment with the           Company. In the event
the Employee does not have five (5) calendar years of           employment, only the
number of full months from the date of hire through the           December preceding
termination of employment shall be used to determine Average           Monthly
Compensation. Cash bonus means the cash distributed to the Employee           during a
calendar year pursuant to the Company “SVA” Shareholder Value           Added
or similar incentive/bonus compensation program. Base salary and cash           bonus for
this purpose include any salary reduction deferrals pursuant to a cash           or
deferred arrangement or a cafeteria plan pursuant to Internal Revenue Code           (“Code”)
Sections 401(k) or 125.  





        (b)    “Beneficiary” means
the person, trust and/or other entity designated           by the Employee on the form
most recently filed with the Secretary of the           Company prior to the Employee’s
death. In the absence of a valid           designation, the Beneficiary shall be the
Employee’s estate.  





        (c)    “Disability
means a physical or mental condition which totally and           presumably permanently
prevents the Employee from engaging in any substantially           gainful activity as
determined in accordance with Section 4.03 of the Gehl           Company Retirement
Income Plan “B”.  





















        (d)    “Vested
Percentage” means the percentage of the supplemental           retirement benefit in
Section 2 earned by the Employee, subject in any event to           the forfeiture
provision of Section 4 and the change in control provision of           Section 5. The
Vested Percentage is one hundred percent (100%) in any of the           following
circumstances:  





	 	(i)
(ii)
(iii)	after
the Employee completes five (5) years of Vesting Service;
if the
               Employee suffers a Disability; or
if
the Employee retires from the Company after attainment of age           sixty-two (62).  









In the event the Employee does not
have a Vested Percentage of one hundred percent (100%), he shall receive ten percent
(10%) vesting for each complete year of Vesting Service.  





        (e)    “Vesting
Service” means the period of the Employee’s consecutive           employment
with the Company from January 1, 1986, through the date of           termination of
employment.  





        Section
2.    Supplemental Retirement Benefits.     





        (a)    The
amount of the monthly supplemental retirement benefit shall be the           Employee’s
Vested Percentage times an amount equal to forty percent (40%)           of the Employee’s
Average Monthly Compensation.  





        (b)    The
monthly supplement shall be payable to the Employee commencing as of the           first
day of the month following the earlier to occur of:  





	 	(i)
(ii)	age
sixty-five (65); or

the
later of termination of employment from the Company or age           sixty two (62).  








The supplement shall continue to be
paid to the Employee for a period of fifteen (15) years.  





        (c)    In
the event the Employee commences receiving the supplement but dies prior to           the
end of the payment period, the remaining monthly payments in the fifteen
          (15)-year period shall be made to the Beneficiary.  





        (d)    In
the event the Employee dies after termination of employment from the Company
          but prior to the commencement of benefits pursuant to (b) above, the monthly
          supplement calculated pursuant to subsection (a) above shall be paid to the
          Beneficiary for the fifteen (15)-year period commencing as of the first day of
          the month following the later to occur of the Employee’s death or the date
          the Employee would have attained (or if applicable, did attain) age sixty-two
          (62).  









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        Section
3.    Pre-Retirement Death Benefit.     





        (a)    In
the event the Employee dies prior to commencement of the supplemental
          retirement benefit under Section 2(b) above and while employed by the Company,
          in lieu of any payment pursuant to Section 2 above, a pre-retirement death
          benefit shall be paid to the Beneficiary.  





        (b)    The
death benefit shall be comprised of five (5) payments, the first being due           as
of the last day of the month following the Employee’s death. Each
          succeeding payment shall be made on successive anniversaries of the first
          payment due date.  





        (c)    The
amount of each of the five (5) payments shall be forty percent (40%) of the
          Employee’s Average Monthly Compensation, annualized, as of the
          Employee’s date of death.  





        Section
4.    Non-Competition Requirement.    Employee agrees that for a period of two (2) years
after termination of active employment hereunder, the Employee shall not, except as
permitted by the Company’s prior written consent, engage in, be employed by, or in
any way advise or act for, or have any financial interest in any business which is a
competitor of the Company. The ownership of minority and non-controlling shares of any
corporation whose shares are listed on a recognized stock exchange or traded in an
over-the-counter market shall not be deemed as constituting a financial interest in such
corporation. If the Employee shall fail to comply with any of the foregoing conditions,
he shall forfeit all right to any payments pursuant to Section 2 hereof which would
otherwise be payable to him thereafter.  





        Section
5.    Change of Control.    Notwithstanding the definition of Vested Percentage in
Section 1 hereof, an Employee shall be one hundred percent (100%) vested, subject to
Section 4, in the event there is a change of control of the Company. For purposes of this
Agreement, a “change in control of the Company” occurs when:  





	 	(i) 	securities
of GEHL representing 25% or more of the combined voting power of                GEHL’s
then outstanding voting securities are acquired pursuant to a tender                offer
or an exchange offer; or  








	 	(ii) 	the
shareholders of GEHL approve a merger or consolidation of GEHL with any
               other corporation as a result of which less than fifty percent (50%) of
the                outstanding voting securities of the surviving or resulting entity are
owned by                the former shareholders of GEHL (other than a shareholder who is
an                “affiliate,” as defined under rules promulgated under the
Securities                Act of 1933, as amended, of any party to such consolidation or
merger); or  










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	 	(iii) 	the
 shareholders of GEHL approve the sale of  substantially  all of GEHL's assets to a
corporation  which                   is not a wholly-owned subsidiary of GEHL; or  








	 	(iv) 	any
person becomes the “beneficial owner,” as defined under rules
               promulgated under the Securities Exchange Act of 1934, as amended,
directly or                indirectly, of securities of GEHL representing twenty-five
percent (25%) or more                of the combined voting power of GEHL’s then
outstanding securities the                effect of which (as determined by the Board) is
to take over control of GEHL; or  








	 	(v) 	during
any period of two consecutive years, individuals who, at the beginning of
               such period, constituted the Board of Directors of GEHL cease, for any
reason,                to constitute at least a majority thereof, unless the election or
nomination for                election of each new director was approved by the vote of
at least two-thirds of                the directors then still in office who were
directors at the beginning of the                period.  









        Section
6.    No Rights of Employment.    Nothing herein contained shall be deemed to confer
upon the Employee any right to continue in the employ of the Company nor to interfere
with the right of the Company to terminate his employment at any time.  





        Section
7.    Employee’s Rights Non-Assignable.    Neither the Employee nor the Beneficiary
shall have the power to transfer, assign, anticipate, mortgage, or otherwise encumber in
advance any of the payments provided in this Agreement; nor shall any of said payments
nor any assets of the Company, including any insurance policies owned by the Company, be
subject to seizure for the payment of any of the recipient’s debts, judgments or
other obligations arising by operation of law or in the event of bankruptcy, insolvency
or otherwise.  





        Section
8.    Company Not Required to Fund This Agreement.    The Company is not obligated to
set aside or credit the Employee or the Beneficiary with funds to provide for the payment
of the amounts due under this Agreement, and nothing in this Agreement shall be construed
as creating a trust fund of any kind for the benefit of the Employee or the Beneficiary.  





        Section
9.    Administration.    This Agreement shall be administered by the Gehl Company
Compensation and Benefits Committee (herein referred to as the “Committee”). If
the Employee is also a Committee member, he shall abstain from any deliberations or vote
on any matter in connection with this Agreement.  











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        Section
10.   Successors and Assigns.    This  Agreement  shall inure to and be binding upon the
successors and assigns of the Company. 





        Section
11.   Acceleration.    In the event that payment of the benefits provided by Section 2
hereunder is accelerated in a present value payment pursuant to the Employee’s
Change in Control and Severance Agreement, all other benefits and provisions hereof shall
be deemed terminated.  






        IN
WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first
above written.  





	Attest:

		GEHL COMPANY


	/s/ M. J. Mulcahy 
		/s/ William D. Gehl 
	   		Its:  Chairman 







	

		EMPLOYEE


	/s/ Sandra C. Bodden 
		/s/ Thomas M. Rettler 
	Witness as to
(Name) 		Thomas M. Rettler 













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