exv10w87






Exhibit 10.87




AMENDMENT NO. 1

TO THE

NACCO MATERIALS HANDLING GROUP, INC.

LONG-TERM INCENTIVE COMPENSATION PLAN

(EFFECTIVE JANUARY 1, 2008)




     NACCO Materials Handling Group, Inc. (the “Company”), hereby adopts this Amendment No. 1 to
the NACCO Materials Handling Group, Inc. Long-Term Incentive Compensation Plan (Effective January
1, 2008) (the “Plan”), effective January 1, 2010. Words and phrases used herein with initial
capital letters that are defined in the Plan are used herein as so defined.



Section 1




     Section 4(j) of the Plan is hereby deleted in its entirety without renumbering the remaining
Subsections of Section 4 of the Plan.



Section 2




     Section 4(s) of the Plan is hereby amended in its entirety to read as follows:



     “(s) “ROTCE” shall mean the return on total capital employed of the Company, as determined
for a particular Plan Year.”



Section 3




     Section 10(b) of the Plan is hereby amended in its entirety to read as follows:



     “(b)Interest. The Participant’s Sub-Accounts shall be credited with interest as
follows; provided, however, that (1) no interest shall be credited to a Sub-Account after the
Maturity Date of the Sub-Account, (2) no interest shall be credited to a Sub-Account following a
Participant’s Termination of Employment prior to a Maturity Date (except as described in Section
10(c)(ii) with respect to delayed payments made to Key Employees on account of a Termination of
Employment), (3) no interest shall be credited to the Sub-Accounts after the last day of the month
preceding the payment date of such Sub-Account and (4) no interest in excess of 14% shall be
credited to any Sub-Account.




	 	(i)	 	Interest Rate. At the end of each calendar month during a calendar year,
the Sub-Accounts of Participants shall be credited with an amount determined by
multiplying the Participant’s Sub-Account balances during such month by 5%. In
addition, as of the end of each calendar year in which the ROTCE for such calendar year
exceeds 5%, the Sub-Accounts shall also be credited with an additional amount determined
by multiplying the Participant’s Sub-Account balances during each month of such calendar
year by the excess of the ROTCE rate over 5%, compounded monthly.
	 
	 	(ii)	 	Special Rules. In the event that, prior to an applicable Maturity Date,
a Participant (1) incurs a Termination of Employment or (2) becomes eligible for a
payment from a Sub-Account hereunder, the foregoing interest calculations shall be made
as of the last day of the month prior to such date. When making such calculations, the
ROTCE rate shall be equal to the year-to-date ROTCE rate as of the last day of the prior
month.
	 
	 	(iii)	 	Changes. The Committee may change (or suspend) the interest rate
credited on Accounts at any time. Notwithstanding the foregoing, no such change may be
made in a manner that would cause an amount to be paid to a Participant who is a Covered
Employee to be includable as “applicable employee remuneration” of such Participant, as
such term is defined in Code Section 162(m).”




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Section 4




     The first sentence of Section 10(c)(ii) of the Plan is hereby amended by replacing the
parenthetical phrase “(in accordance with the rules specified in Section 10(b) but at the Fixed
Income Fund rate)” with “(in accordance with the rules specified in Section 10(b) but at the rate
of 5%)” therein.



     EXECUTED this 10th day of November, 2009.



	 	 	 	 	 
	 	NACCO MATERIALS HANDLING GROUP, INC.

 	 
	 	By:  	/s/ Charles A. Bittenbender
 	 
	 	 	Title: Vice President, General Counsel and Secretary 	 
	 	 	 	 
	 




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