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                                                                   EXHIBIT 4(F)

                      2002 CORE MOLDING TECHNOLOGIES, INC.
                          EMPLOYEE STOCK PURCHASE PLAN

         1. PURPOSE OF THE PLAN. The purpose of the Core Molding Technologies,
Inc. Employee Stock Purchase Plan (the "Plan") is to provide eligible employees
of Core Molding Technologies, Inc. (the "Company") and its subsidiaries with an
opportunity to acquire an equity interest in the Company through the purchase of
Common Shares, and thus develop an incentive to remain with the Company, provide
a means for employees to share in the future success of the Company, to and to
link and align the personal interests of such employees to those of the Company'
stockholders. If the Company issues Common Shares under the Plan, the proceeds
therefrom will provide additional capital for the Company, which will be used
for general corporate purposes. It is the intention of the Company to have the
Plan qualify as an "employee stock purchase plan" under Section 423 of the Code
and the Plan is to be construed accordingly.

         2. DEFINITIONS. For purposes of this Plan, the following terms when
capitalized shall have the meanings designated herein unless a different meaning
is plainly required by the context. Where applicable, the masculine pronouns
shall include the feminine and the singular shall include the plural.

         (a)      "Board" shall mean the Board of Directors of the Company.

         (b)      "Cash Account" shall mean the account established for each
                  Participant to which amounts withheld through payroll
                  deductions shall be credited.

         (c)      "Code" shall mean the Internal Revenue Code of 1986, as
                  amended, and the regulations and rulings thereunder.

         (d)      "Committee" shall mean the Compensation Committee of the Board
                  or such other committee of at least three directors as may be
                  appointed by the Board from time to time to serve at the
                  pleasure of the Board.

         (e)      "Common Shares" shall mean the shares of common stock of the
                  Company.

         (f)      "Company" shall mean Core Molding Technologies, Inc.

         (g)      "Custodian" shall mean the person selected by the Company to
                  hold the amounts withheld through Participants' payroll
                  deductions pending the purchase of Common Shares pursuant to
                  the Plan and to hold the Common Shares so purchased for the
                  benefit of Participants until such Common Shares are withdrawn
                  pursuant to the terms of the Plan. The Custodian shall qualify
                  as an "agent independent of the issuer" as that term is used
                  in Regulation M promulgated under the Securities Exchange Act
                  of l934, as amended.

         (h)      "Effective Date" shall mean the last business day of each
                  Offering Period under the Plan.


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         (i)      "Offering" shall mean an opportunity provided by the Committee
                  to purchase Common Shares under the Plan.

         (j)      "Offering Period" shall mean the period during which an
                  Offering shall be made under the Plan and shall consist of a
                  fiscal quarter of the Plan.

         (k)      "Participant" shall include any employee who has satisfied the
                  requirements of the Plan to acquire Common Shares under the
                  Plan and has elected to have payroll deductions made pursuant
                  to the Plan.

         (l)      "Payroll Deduction Date(s)" shall mean the date or dates
                  specified by the Company on which withholdings for each fiscal
                  quarter of the Plan shall be made.

         (m)      "Plan Year" shall mean the fiscal year of the Plan which shall
                  be the twelve (12) month period beginning each August 1st and
                  ending on the following July 31st.

         (n)      "Right to Purchase" shall mean an option to purchase Common
                  Shares granted to a Participant who elects to participate in
                  an Offering under the provisions of the Plan.

         (o)      "Right to Purchase Date" shall mean the Effective Date of an
                  Offering Period.

         (p)      "Share Account" shall mean the account established for each
                  Participant to which Common Shares purchased on each Right to
                  Purchase Date for the Participant shall be credited.

         3. ADMINISTRATION. The Plan shall be administered by the Committee.
Each member of the Committee must be an outside director of the Company and
shall not be eligible to participate in the Plan. Subject to express provisions
of the Plan and to such instructions and limitations as the Board may establish
from time to time, the Committee shall have the authority to prescribe, amend
and rescind rules and regulations relating to the Plan. The Committee may
interpret the Plan and may correct any defect or supply any omission or
reconcile any inconsistency in the Plan to the extent necessary for the
effective operation of the Plan. Any determination, decision or action taken by
the Committee on the matters referred to in this paragraph shall be conclusive.

         4. EFFECTIVENESS OF THE PLAN. The Plan shall become effective upon (i)
stockholder approval of the Plan at the 2002 annual meeting of stockholders of
the Company (held on May 15, 2002) or any adjournment thereof, and (ii) Board
ratification of the Plan at the Board meeting immediately following the 2002
annual meeting of the stockholders of the Company or any adjournment thereof.

         5. COMMON SHARES SUBJECT TO THE PLAN. Subject to adjustment as provided
in Paragraph 17 herein, not more than 200,000 Common Shares shall be offered
under the Plan. The Common Shares subject to the Plan generally shall be
previously issued Common Shares acquired by the Company. The Board, however,
also may determine, in its sole discretion, that the Common Shares to be
purchased under the Plan shall be authorized and unissued Common Shares.



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         6. OFFERINGS UNDER THE PLAN. After the Plan has become effective, one
or more Offerings, as determined by the Committee, may be made to eligible
employees to purchase Common Shares subject to the Plan. The Offerings may be
consecutive or concurrent as determined by the Committee. Each Offering shall be
made during an Offering Period. Common Shares not sold under one Offering may be
offered again in any subsequent Offering.

         7. ELIGIBILITY. Subject to the terms of this Plan, any employee of the
Company or a subsidiary thereof who has been employed by the Company or a
subsidiary thereof, for at least one (1) year may participate in the Plan.
Notwithstanding the previous sentence, any employee of the Company or a
subsidiary thereof who owns greater than 5% of the total combined voting power
or value of all classes of shares of the Company shall not be eligible to
participate in any Offerings under the Plan.

         An eligible employee may begin to participate in the Plan as of the
August 1st or February 1st following the date on which he or she satisfies the
requirements of the previous paragraph.

         Nothing contained herein and no rules and regulations prescribed by the
Committee shall permit or deny participation in any offering contrary to the
requirements of the Code (including, without limitation, Sections 423(b)(3),
423(b)(4) and 423(b)(8) thereof).

         Nothing contained herein and no rules and regulations prescribed by the
Committee shall permit any employee to be granted a Right to Purchase under the
Plan:

         (a) if, immediately after such Right to Purchase is granted, such
employee would own, and/or hold outstanding options or rights to purchase,
shares of the Company possessing five percent (5%) or more of the total combined
voting power or value of all classes of shares of the Company; or

         (b) which permits an employee's rights to purchase Common Shares under
all employee stock purchase plans of the Company to accrue at a rate which
exceeds Twenty-Five Thousand Dollars ($25,000.00) of fair market value of Common
Shares (determined as of the date such Right to Purchase is granted) for each
calendar year in which such Right to Purchase is outstanding at any time.

         For purposes of this paragraph, the provisions of Section 424(d) of the
Code, shall apply in determining the stock ownership of each employee. For
purposes of clause 7(b) above, the provisions of Section 423(b)(8) of the Code
shall apply in determining whether an employee's Rights to Purchase and other
rights are permitted to accrue at a rate in excess of the permitted rate.

         8. PAYROLL DEDUCTIONS. In order to participate in the Plan, an eligible
employee must indicate on an Enrollment/Change Form (to be provided by the
Committee) the contribution percentage or amount that he wishes to authorize the
Company to deduct at regular payroll intervals. The minimum deduction for each
eligible employee, during each Offering Period, shall be an amount equal to five
dollars ($5.00) per pay period. Each Enrollment/Change Form will include
authorization for the Company to make payroll deductions from the eligible
employee's compensation.


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         The amounts withheld through such payroll deductions shall be credited
to each Participant's Cash Account. The withholdings for each fiscal quarter of
the Plan from the compensation of a Participant shall be made on the Payroll
Deduction Dates specified by the Company. Such amounts will be delivered to the
Custodian and held pending the purchase of Common Shares as described in
Paragraph 10 hereof.

         Any employee of the Company or a subsidiary thereof who has satisfied
the eligibility requirements of Paragraph 7 as of August 1, 2002, may complete
an Enrollment/Change Form and authorize payroll deductions pursuant to this
Paragraph 8 to be effective as of such date. Each other employee of the Company
or a subsidiary thereof shall be eligible to complete an Enrollment/Change Form
and to begin payroll deductions hereunder as of the August 1 or February 1
following the date on which such employee satisfies the eligibility requirements
of Paragraph 7. Subject to the other limitations of this Paragraph 8, a
Participant may, by written notice to the Company at least twenty (20) days
prior to each August 1st or February 1st, increase or decrease the amount of his
payroll deduction as of each Payroll Deduction Date.

         Notwithstanding the foregoing, a Participant may by written notice to
the Company at least twenty (20) days prior to any Payroll Deduction Date
discontinue payroll deductions as of such Payroll Deduction Date. Payroll
deductions may not thereafter be resumed until the next following August 1st or
February 1st. In the event that a Participant ceases his payroll deductions as
provided herein, such Participant's Cash Account balance will be used, as of the
next Right to Purchase Date, to purchase Common Shares. The Committee may impose
such other restrictions on the right to cease payroll deductions as it may deem
appropriate.

         9. NO INTEREST ON CASH ACCOUNTS. The payroll deductions and other
monies held in Participants' Cash Accounts shall bear no interest.

         10. PURCHASE PRICE AND EXERCISE OF RIGHT TO PURCHASE. The purchase
price for a Common Share under each Offering shall be determined by the
Committee as of the Right to Purchase Date of each Offering and shall be stated
as a percentage of the fair market value of a Common Share on the Right to
Purchase Date of the Offering. Such purchase price shall be equal to eighty-five
percent (85%) of the per share fair market value of the Common Shares as of the
Right to Purchase Date.

         The fair market value of a Common Share on any date shall be the
average of the high and low price per share of the Common Shares (or, if
applicable, the price paid by the Custodian) on the American Stock Exchange or
on any national stock exchange on such date or, if no such sales of Common
Shares are made on such date, on the next preceding date on which sales of
Common Shares were made on the American Stock Exchange or on any national stock
exchange.

         Each Participant shall be deemed to have been granted a Right to
Purchase on the Effective Date of each offering for the number of whole Common
Shares which the Participant would be able to purchase with the balance in his
Cash Account. Each outstanding Right to Purchase will be exercised automatically
on the Right to Purchase Date to purchase the number of whole Common Shares
which the amount in the Participant's Cash Account at that time is sufficient to
purchase at the applicable purchase price. Any amounts remaining in a
Participant's Cash Account after such application will remain in the Cash
Account for use during the next Offering Period.


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         The Custodian shall purchase the number of Common Shares with respect
to which Rights to Purchase have been exercised beginning on the Right to
Purchase Date. The Custodian shall establish and maintain a separate Share
Account for each Participant, which shall be credited with the number of whole
Common Shares purchased on the Right to Purchase Date on behalf of each
Participant. A Participant may withdraw the Common Shares credited to his Share
Account on a first-in-first-out basis by written notice to the Custodian at
least twenty (20) days prior to any August 1st or February 1st. A Participant
may withdraw all or a portion of the Common Shares which were credited to his
Share Account on or prior to the Right to Purchase Date immediately preceding
such August 1st or February 1st. A Participant will be charged a fee by the
Custodian for each such withdrawal. The amount of such fee shall be as agreed
from time to time by the Custodian and the Company. The Custodian shall deliver
to such Participant a share certificate issued in his name for the number of
whole Common Shares he wishes to withdraw from his Share Account. At least
annually, there shall be delivered to each Participant a statement of his Share
Account showing the number of Common Shares purchased during the preceding
twelve months (or lesser period of existence of the Offering), the Right to
Purchase prices paid for the Common Shares, the dates of purchase of the Common
Shares, and the amount to be included in the ordinary income of the Participant
at such time as the Common Shares are sold, as prescribed by Section 423(c) of
the Code.

         The initial Custodian shall be selected by the Company prior to the
initial Offering under the Plan. The Company may remove any Custodian, and any
Custodian may resign, upon 60 days' notice in writing to the other party, as the
case may be. Any successor custodian shall be appointed by the Company. The
Company shall pay all fees and costs of the Custodian as agreed between the
Company and the Custodian from time to time, except for the withdrawal fees
payable by Participants as described above.

         The Company may, at any time after the end of an Offering Period, close
the Cash Accounts of eligible employees not participating in another Offering
under the Plan, in which case any balance in such Cash Accounts will be refunded
to such eligible employees. Any balance remaining in the Cash Account of a
Participant after the end of an offering Period shall remain in the
Participant's Cash Account for use in the next Offering.

         The Company may, at any time after the end of an Offering Period, close
the Share Accounts related to such Offering, in which case the Custodian shall
deliver to each Participant in that Offering a share certificate issued in his
name for the number of whole Common Shares credited to his Share Account,
without charging a withdrawal fee.

         11. REGISTRATION OF CERTIFICATES. Common Shares withdrawn by
Participants will be registered, and share certificates therefore will be
issued, only in the name of the Participant.

         12. RIGHTS AS SHAREHOLDERS. With respect to Common Shares subject to a
Right to Purchase, pending exercise of such Right to Purchase, the Participant
shall not be deemed to be a stockholder of the Company and shall not have any of
the rights or privileges of a stockholder. A Participant who has exercised a
Right to Purchase shall have the rights and privileges of a stockholder
immediately following such exercise.

         13. USE OF PLAN FUNDS. Subject to Paragraph 10 hereof, to the extent
the Company issues Common Shares to Participants upon exercise of Rights to
Purchase granted under the Plan,


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the amounts received by the Company may be used for any corporate purpose or
purposes of the Company.

         14. TERMINATION OF EMPLOYMENT. If the employment of a Participant
terminates for any reason, including death, disability, retirement or other
cause, his participation in the Plan automatically and without any act on his
part shall terminate as of the date of termination of his employment. As soon as
practicable following the Participant's termination of employment, the Company
shall refund to such Participant (or his beneficiary, in the case of the
participant's death) any and all amounts in his Cash Account and the Custodian
shall deliver to such Participant (or beneficiary) a share certificate issued in
his name for the number of whole Common Shares credited to his Share Account
through prior Offerings.

         15. RESTRICTION UPON ASSIGNMENT. Rights to Purchase granted to a
Participant under the Plan shall not be transferable (including pledge or
hypothecation), and shall be exercisable during the Participant's lifetime only
by the Participant. The Company shall not recognize and shall be under no duty
to recognize assignment or purported assignment by a Participant of his Rights
to Purchase or of any rights under his Rights to Purchase.

         16. GOVERNMENT REGULATIONS. The Company's obligation to issue, sell or
deliver any Common Shares under this Plan is subject to all applicable laws and
regulations and to the approval of any governmental or regulatory authority
required in connection with the issuance, sale or delivery of such Common
Shares. The Company shall not be required to issue, sell or deliver any Common
Shares under this Plan prior to (a) the approval of such Common Shares for
listing on any national stock exchange (if such approval must be obtained), and
(b) the completion of any registration or other qualification of such Common
Shares under any state or Federal law or any ruling or regulation of any
governmental or regulatory authority which the Company in its sole discretion
shall determine to be necessary or advisable.

         17. ADJUSTMENT OF SHARES UPON CHANGES IN CAPITALIZATION.
Notwithstanding any other provision of the Plan, in the event of any change in
the outstanding Common Shares, by reason of a dividend payable in Common Shares,
recapitalization, merger, consolidation, split-up, combination or exchange of
shares, or the like, appropriate adjustments shall be made to the aggregate
number and class of shares subject to the Plan, the number and class of shares
subject to outstanding Rights to Purchase, the purchase price per share (in the
case of shares subject to outstanding Rights to Purchase), and the number and
class of shares which may be subscribed to by any one employee, and such other
adjustments shall be made as may be deemed equitable by the Committee.

         18. DIVIDEND REINVESTMENT. All cash dividends paid, if any, with
respect to the Common Shares credited to a Participant's Share Account shall be
added to the Participant's Cash Account and thereby shall be applied to exercise
Rights to Purchase to purchase whole Common Shares on the Right to Purchase Date
next following the date such cash dividends are paid by the Company. An election
to leave Common Shares with the Custodian shall constitute an election to apply
the cash dividends with respect to such shares to the exercise of Rights to
Purchase hereunder. Common Shares so purchased shall be applied to the Common
Shares credited to each Participant's Share Account.


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         19. AMENDMENT OF THE PLAN. To the extent permitted by law, the
Committee may at any time and from time to time make such changes in the Plan
and additions to it as the Committee deems advisable; provided, however, that,
except as provided in Paragraph 17 hereof, and except with respect to changes or
additions in order to make the Plan comply with Section 423 of the Code, the
Committee may not make any changes or additions which would adversely affect
Rights to Purchase previously granted under the Plan and may not, without
approval of the stockholders of the Company, make any changes or additions which
would (a) increase the aggregate number of Common Shares subject to the Plan or
which may be subscribed to by an eligible employee, (b) decrease the minimum
purchase price for a Common Share, or (c) change any of the provisions of the
Plan relating to eligibility for participation in Offerings.

         20. DURATION AND TERMINATION OF THE PLAN. The Plan shall terminate upon
the earlier to occur of the following two events:

         (a)      The purchase by eligible employees of all of the Common Shares
                  subject to the Plan; or

         (b)      The termination of the Plan by the Board.

         No termination of the Plan shall affect Rights to Purchase previously
granted under this Plan.




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