Exhibit 10.6


                              MUELLER GROUP, INC.

                          KEY EMPLOYEE SEVERANCE PLAN

                         Effective as of March 1, 2003


I.        INTENT

          Mueller Group, Inc. believes in mitigating potential financial
          hardship caused by a cessation of employment under certain
          circumstances. This Key Employee Severance Plan (this "Plan") is
          intended to ensure that the interests of Eligible Employees (as
          defined below) and Mueller Group, Inc. and its subsidiaries and
          affiliated companies (collectively, the "Company") are appropriately
          considered if and when such a cessation of employment occurs. As of
          its effective date, this Plan supersedes and completely replaces any
          prior severance or termination plan, practice or policy previously
          applicable to any Eligible Employee.

II.       SCOPE

          This Plan extends to those employees of the Company listed on Exhibit
          I attached hereto, as may be amended from time to time ("Eligible
          Employees").

III.      POLICY

          In accordance with Section I above, Severance Pay (as defined below)
          shall be paid to any Eligible Employee:

               (a) who is terminated by the Company because of lack of work,
          the elimination of the Eligible Employee's position or any other
          reason other than Cause (as defined below); or

               (b) who resigns as a result of a Constructive Termination
          Without Cause (as defined below).

          in either case where such cessation of employment occurs within 12
          months following a Change of Control. "Severance Pay" shall equal 18
          months of the Eligible Employee's annual base salary (at the rate in
          effect on the effective date of his or her cessation of employment).
          Payment of such amount shall be made in equal monthly installments
          commencing on the first payroll date after the effective date of the
          Eligible Employee's


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          cessation of employment, subject to Section VI for any Eligible
          Employee who is rehired while or after receiving Severance Pay.

          The provision of Severance Pay is conditioned upon the Eligible
          Employee's execution of a release of claims against the Company in
          the form provided by the Company.

IV.       EXAMPLES

          Set forth below are some (but not all) situations in which an
          Eligible Employee shall be entitled to Severance Pay and some (but
          not all) situations in which an Eligible Employee shall not be
          entitled to Severance Pay.

          A.   Examples of cessations of employment for which Severance Pay is
               granted:

          o    A reduction in force that results in a lack of work for the
               Eligible Employee or in the elimination of the Eligible
               Employee's position.

          o    The lack of a position after an Eligible Employee returns from a
               medical leave of absence. The Company shall comply in all
               respects with the Americans with Disabilities Act, the Family
               and Medical Leave Act and all other applicable law in placing
               Eligible Employees when they are able to return to work after
               their medical leaves of absence, as determined by a written
               doctor's clearance which must be submitted to the Administrative
               Committee. The Company shall endeavor to return such Eligible
               Employees to their positions. However, the ability of the
               Company to accomplish the objective of the previous sentence
               depends upon various factors (including business conditions, the
               ability of the Eligible Employee to perform his or her duties
               and responsibilities with his or her available skills, the
               length of the Eligible Employee's leave and Americans with
               Disabilities Act accommodations, if requested). Eligible
               Employees who are unable to return to their positions because of
               such factors shall receive Severance Pay in accordance with this
               Plan.

          o    A sale or other transfer by the Company of a subsidiary or other
               business unit with which the Eligible Employee is associated
               (including a facility or other assets) to a successor, other
               than the Company or its affiliates, where the Eligible Employee
               is not offered continuing employment by the successor.


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          B.   Examples of cessations of employment for which Severance Pay is
               not granted:

          o    Death.

          o    Total Disability.

          o    Voluntary resignation for any reason other than a
               ConstructiveTermination Without Cause.

          o    Retirement.

          o    Failure to return to work after an approved leave of absence,
               other than (i) as described in Section IV.A. or (ii) where such
               failure is formally approved by the Administrative Committee.

          o    Discharge for Cause.

          o    A sale or other transfer by the Company of a subsidiary or other
               business unit with which the Eligible Employee is associated
               (including a facility or other assets) to a successor other than
               the Company or its affiliates, where the Eligible Employee is
               offered continuing employment by the successor.

V.        FUNDING

          The Company (or its successor) shall pay Severance Pay from its
          current operating funds. No property of the Company is or shall be,
          by reason of this Plan, held in trust for any employee of the
          Company, nor shall any person have any interest in or any lien or
          prior claim upon any property of the Company by reason of this Plan
          or the Company's obligations to make payments under this Plan.

VI.       RE-EMPLOYMENT

          The payment of Severance Pay to any Eligible Employee who is rehired
          by the Company or its affiliates while receiving such Severance Pay
          shall cease immediately.

          If an Eligible Employee is rehired by the Company or its affiliates
          while or after receiving any Severance Pay and such employment
          thereafter ceases in a manner that qualifies him or her for Severance
          Pay, such Severance Pay shall be adjusted to reflect any amounts
          previously received as Severance Pay, as determined in good faith by
          the Administrative Committee.


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VII.      SET-OFF

          Any Severance Pay of any Eligible Employee shall be reduced by any
          other severance benefits, pay in lieu of notice or other similar
          benefits payable to the Eligible Employee from or on behalf of the
          Company or any prior employer of the Eligible Employee, which becomes
          payable on account of his or her cessation of employment pursuant to:

               (a) any applicable law, statute, regulation, court order or
          other legal requirement, including without limitation, the Worker
          Adjustment and Retraining Notification Act, as amended from time to
          time;

               (b) a written employment or severance agreement with the
          Company;

               (c) any Company policy providing for an employee to remain on
          the payroll for a limited period of time after he or she is given
          notice of his or her termination of employment; or

               (d) any other obligation by any other individual or entity other
          than the Company to provide a payment to the Eligible Employee in the
          event of an involuntary termination of his or her employment.

VIII.     ADMINISTRATION

          This Plan shall be administered by an Administrative Committee
          appointed by the Board of Directors of the Holding Company (as
          defined below). For purposes of the Employee Retirement Income
          Security Act of 1974, as amended from time to time ("ERISA"), the
          Administrative Committee shall be the "administrator" and the "named
          fiduciary" with respect to the general administration of this Plan.
          The Administrative Committee may, in its discretion, delegate its
          duties to a named administrator or administrators.

          The Administrative Committee shall have absolute discretion to
          construe and interpret any and all provisions of this Plan and to
          decide all matters of fact in granting or denying benefit claims,
          including without limitation the discretion to resolve ambiguities,
          inconsistencies or omissions conclusively; provided, however, that
          all such discretionary interpretations and decisions shall be applied
          in a uniform and nondiscriminatory manner to all Eligible Employees
          who are similarly situated. The decisions of the Administrative
          Committee upon all matters within the scope of its authority shall be
          binding and conclusive upon all persons.


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          No member of the Administrative Committee shall have any right to
          vote or decide upon any matter relating solely to himself or herself
          under this Plan or to vote in any case in which his or her individual
          right to claim any benefit under this Plan is particularly involved.
          In any case in which an Administrative Committee member is so
          disqualified to act and the remaining members cannot agree, the Board
          of Directors of the Holding Company shall appoint a temporary
          substitute member to exercise all the powers of the disqualified
          member concerning the matter in which he or she is disqualified.

          The members of the Administrative Committee shall not receive
          compensation with respect to their services for the Administrative
          Committee. To the extent required by ERISA or other applicable law,
          or required by the Company, members of the Administrative Committee
          shall furnish bond or security for the performance of their duties
          under this Plan, which shall be paid pursuant to the last paragraph
          of this Section VIII.

          The reasonable expenses incident to the administration of this Plan,
          including the compensation of legal counsel, advisors, other
          technical or clerical assistance as may be required, the payment of
          any bond or security pursuant to this Plan and any other expenses
          incidental to the operation of this Plan, which the Administrative
          Committee determines are proper, shall be paid by the Company.
          Expenses of this Plan may be prorated among entities comprising the
          Company, as determined by the Administrative Committee.

IX.       INDEMNIFICATION

          The Company shall indemnify and hold harmless each member of the
          Administrative Committee and each employee of the Company who is a
          fiduciary under this Plan against any and all expenses and
          liabilities arising out of his or her administrative functions or
          fiduciary responsibilities relating to this Plan, including any
          expenses and liabilities that are caused by or result from an act or
          omission constituting the negligence of such individual in the
          performance of such functions or responsibilities, but excluding
          expenses and liabilities arising out of such individual's own gross
          negligence or willful misconduct. Expenses against which such person
          shall be indemnified under this Plan include, without limitation, the
          amounts of any settlement or judgment, costs, counsel fees and
          related charges reasonably incurred in connection with a claim
          asserted or a proceeding brought or settlement thereof.


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X.        CLAIMS PROCEDURES

          The Administrative Committee shall determine the rights of any
          Eligible Employee or former Eligible Employee of the Company to any
          Severance Pay under this Plan. Any such individual who believes that
          he or she has been denied Severance Pay under this Plan to which he
          or she believes that he or she is entitled may file a claim in
          writing with the Administrative Committee. The Administrative
          Committee shall, within 90 days after receipt of a claim, either
          allow or deny the claim in writing. If a claimant does not receive
          written notice of the decision on his claim within 90 days, the claim
          shall be deemed to have been denied in full.

          Within 60 days after any denial of a claim, the denial maybe appealed
          by filing a written request with the Administrative Committee which
          shall conduct a review and file a written decision thereof. Written
          decisions shall be written in a manner intended to be understood by
          the claimant and shall state the specific reasons for the decision
          and the Plan provisions on which the decision was based and shall, to
          the extent permitted by law, be binding on all interested persons.

XI.       AMENDMENT OR TERMINATION OF THIS PLAN

          Notwithstanding any communication, either oral or written, made by
          the Company, the Administrative Committee or any other individual or
          entity, Mueller Group, Inc. reserves the absolute and unconditional
          right to amend this Plan from time to time, including without
          limitation, the right to reduce or eliminate benefits provided
          pursuant to the provisions of this Plan as such provisions currently
          exist or may hereafter exist; provided that any amendment that would
          adversely affect an Eligible Employee shall not be effective without
          the consent of the affected Eligible Employee. All amendments to this
          Plan shall be (a) authorized or ratified by the Administrative
          Committee and (b) in writing and signed by an authorized officer of
          Mueller Group, Inc. Any oral statements or representations made by
          the Company, the Administrative Committee or any other individual or
          entity that alter, modify, amend or are inconsistent with the written
          terms of this Plan shall be invalid and unenforceable and may not be
          relied upon by any person.

          Notwithstanding any communication, either oral or written, made by
          the Company, the Administrative Committee or any other individual or
          entity, Mueller Group, Inc. reserves the absolute and unconditional
          right to terminate this Plan, in whole or in part with respect to
          some or all Eligible Employees; provided that any termination that
          would adversely affect an Eligible Employee shall not be effective
          without the consent of the


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          affected Eligible Employee. Any such termination of this Plan
          shall be authorized or ratified by the Board of Directors of the
          Holding Company.

          In the event of an amendment to or termination of this Plan as
          provided under this Section XI, each Eligible Employee shall have no
          further rights under this Plan, and the Company shall have no further
          obligations under this Plan, except as otherwise specifically
          provided under this Plan; provided, however, that no amendment or
          termination shall be made that would reduce any accrued benefits
          arising from incurred but unpaid claims of Eligible Employees
          existing prior to the effective date of such amendment or
          termination.

XII.      MISCELLANEOUS

          Neither this Plan nor any provisions contained in this Plan shall be
          construed to be a contract between the Company and an Eligible
          Employee, or to be consideration for, or an inducement of, the
          employment of any Eligible Employee by the Company. Nothing contained
          in this Plan shall grant any Eligible Employee the right to be
          retained in the service of the Company or limit in any way the right
          of the Company to discharge or to terminate the service of any
          Eligible Employee at any time, without regard to the effect such
          discharge or termination may have on any rights under this Plan.

          Except as the Administrative Committee may otherwise permit by rule
          or regulation, no interest in or benefit payable under this Plan
          shall be subject in any manner to anticipation, alienation, sale,
          transfer, assignment, pledge, encumbrance or charge, and any action
          by an Eligible Employee to anticipate, alienate, sell, transfer,
          assign, pledge, encumber or charge the same shall be void and of no
          effect, nor shall any interest in or benefit payable under this Plan
          be in any way subject to any legal or equitable process, including
          without limitation, garnishment, attachment, levy or seizure, or to
          the lien of any person. This provision shall be construed to provide
          each Eligible Employee, or other person claiming any interest or
          benefit in this Plan through a Eligible Employee, with the maximum
          protection permitted by law against alienation, encumbrance and any
          legal and equitable process, including without limitation,
          attachment, garnishment, levy, seizure or other lien, afforded his or
          her interest in this Plan (and the benefits provided under this Plan)
          by law and any applicable regulations. Notwithstanding the preceding
          sentence, however, the Company may withhold from any amounts payable
          under this Plan such federal, state or local taxes as shall be
          required to be withheld pursuant to any applicable law or regulation.


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          In case any provision of this Plan is held to be illegal, invalid or
          unenforceable for any reason, such illegal, invalid or unenforceable
          provision shall not affect the remaining provisions of this Plan, but
          this Plan shall be construed and enforced as if such illegal, invalid
          or unenforceable provision had not been included in this Plan.

          Except to the extent that ERISA or any other federal law applies to
          this Plan and preempts state law, this Plan shall be construed,
          enforced and administered according to the laws of the state of New
          York.

XIII.     DEFINITIONS

          For purposes of this Plan, the following definitions shall apply:

               (a) "Cause" means, with respect to any Eligible Employee, the
          Eligible Employee's (i) failure to act in accordance with the lawful
          instructions of the Board of Directors of the Holding Company or his
          or her superiors (other than where such failure results from the
          Eligible Employee's death or Total Disability, as defined below),
          where the Eligible Employee refuses to remedy such failure after
          notification; (ii) any willful violation by the Executive of any of
          the Company's policies of which the Executive has been given prior
          notice and which violation is demonstrably detrimental to the best
          interests of the Company or its affiliates (other than where such
          failure results from the Eligible Employee's death or Total
          Disability), where the Eligible Employee refuses to remedy such
          failure after notification; (iii) commission of a felony arising from
          or any act of fraud, embezzlement or willful dishonesty in relation
          to the business or affairs of the Company or its affiliates or any
          other felonious conduct on the part of the Eligible Employee that is
          demonstrably detrimental to the best interests of the Company or its
          affiliates; (iv) being repeatedly under the influence of illegal
          drugs or alcohol; or (v) commission of any other willful act that is
          demonstrably injurious to the financial condition or business
          reputation of the Company or its affiliates, including the Eligible
          Employee's breach of the provisions of any written noncompetition,
          nonsolicitation or confidentiality covenant in favor of the Company
          binding upon the Eligible Employee; provided, however, that a finding
          of Cause shall only be determined by the Administrative Committee in
          good faith.

               (b) "Change of Control" means:

               (i) any "person" (as such term is used in Section 3(a)(9) and
          l3(d)(3) of the Securities Exchange Act of 1934, as amended from time
          to time), other than (A) the DLJ Entities (as defined in the
          Stockholders Agreement) and/or their respective Permitted Transferees
          (as defined in


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          the Stockholders Agreement) or (B) any "group" (within the
          meaning of such Section 13(d)(3)) of which the DLJ Entities
          constitute a majority (on the basis of ownership interest), acquires,
          directly or indirectly, by virtue of the consummation of any
          purchase, merger or other combination, securities of the Holding
          Company representing more than 51% of the combined voting power of
          the Holding Company's then outstanding voting securities with respect
          to matters submitted to a vote of the stockholders generally;

               (ii) a sale or transfer by the Holding Company or any of its
          subsidiaries of all or substantially all of the consolidated assets
          of the Company and/or of its subsidiaries to an entity which is not
          an affiliate of the Company prior to such sale or transfer; provided,
          however, that such a sale or transfer shall not constitute a Change
          of Control with respect to any Eligible Employee who is not
          associated with the entity or the assets being so sold or
          transferred; or

               (iii) approval by the stockholders of the Holding Company of a
          liquidation or dissolution of the Holding Company.

               (c) "Constructive Termination Without Cause" means, with respect
          to any Eligible Employee, a termination of the Eligible Employee's
          employment at his or her initiative following the occurrence, without
          the Eligible Employee's prior written consent, of one or more of the
          following events:

               (i) the material diminution of the Eligible Employee's position,
          duties or responsibilities as in effect immediately prior to a Change
          of Control, excluding immaterial actions not taken in bad faith and
          which, if capable of being remedied, are remedied by the Company
          within 30 days after receipt of notice thereof given by the Eligible
          Employee; or

               (ii) the Company relocates its principal offices, or requires
          the Eligible Employee to have his or her principal location of work
          changed, to any location that is in excess of 100 miles from the
          location thereof on the date immediately prior to a Change of Control
          (other than any relocation recommended or approved by the Eligible
          Employee).

               (d) "Holding Company" means Mueller Holdings (N.A.), Inc.

               (e) "Stockholders Agreement" means the Stockholders Agreement
          dated as of August 16, 1999 among (i) the Company, (ii) DLJ Merchant
          Banking Partners II, L.P., DLJ Merchant Banking Partners II-A, L.P.,
          DLJ Offshore Partners II, C.V., DLJ Diversified Partners, L.P., DLJ
          Diversified Partners-A, L.P., DLJMB Funding II, Inc., DLJ Millennium


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          Partners, L.P., DLJ Millennium Partners-A, L.P., DLJ EAB Partners,
          L.P., DLJ ESC II, L.P. and DLJ First ESC, L.P. and (iii) certain
          other persons listed on the signature pages thereof, as amended from
          time to time.

               (f) "Total Disability", with respect to any Eligible Employee,
          shall be deemed to have occurred if the Eligible Employee shall have
          been unable to perform the duties of his or her employment due to
          mental or physical incapacity for a period of 6 consecutive months or
          for any 12 months in any period of 24 consecutive months.


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                                                                      EXHIBIT I

                               Eligible Employees


Ernie Chuter

Brad Eldredge

Tom Fish

Nikki Kennett

Bob Kim

Ron Pound

Walt Smith

Bill Strouss