<PAGE>

                                                                    EXHIBIT 10.1

                        Wolverine Tube, Inc. Supplemental
                        Benefit Restoration Plan

                        (Amended and Restated Effective as of
                                 January 1, 2002)
<PAGE>
CONTENTS

================================================================================

<TABLE>
<S>                                                                           <C>
         ARTICLE 1. THE PLAN                                                   1
1.1 Restatement of the Plan                                                    1
1.2 Purpose of the Plan                                                        1
1.3 Applicability of the Plan                                                  1

         ARTICLE 2. DEFINITIONS                                                2
2.1 Actuarial Equivalent                                                       2
2.2 Affiliate                                                                  2
2.3 Beneficiary                                                                3
2.4 Benefit Commencement Date                                                  3
2.5 Board                                                                      5
2.6 Change in Control                                                          5
2.7 Code                                                                       6
2.8 Company                                                                    6
2.9 Disability                                                                 7
2.10 Employee                                                                  7
2.11 Employer                                                                  7
2.12 ERISA                                                                     7
2.13 Normal Retirement Date                                                    7
2.14 Participant                                                               7
2.15 Plan                                                                      7
2.16 Plan Administrator                                                        7
2.17 Plan Year                                                                 7
2.18 Retirement Plan                                                           7
2.19 Termination of Service                                                    7

         ARTICLE 3. PARTICIPATION                                              9
3.1 Eligibility                                                                9
3.2 Duration                                                                   9

         ARTICLE 4. RETIREMENT BENEFITS                                       10
4.1 Normal Retirement Benefits                                                10
4.2 Early Retirement Benefits                                                 10
</TABLE>

                                      i
<PAGE>
<TABLE>
<S>                                                                           <C>
4.3 Disability Retirement Benefits                                            11
4.4 Vested Retirement Benefits                                                12
4.5 Benefits Upon a Change in Control                                         12
4.6 Form of Payment                                                           13
4.7 Reemployment                                                              14

         ARTICLE 5. PRERETIREMENT DEATH BENEFITS                              15
5.1 Eligibility for Preretirement Death Benefits                              15
5.2 Amount of Preretirement Death Benefits                                    15
5.3 Payment of Preretirement Death Benefits                                   15

         ARTICLE 6. FINANCING                                                 16
6.1 Financing                                                                 16
6.2 No Fiduciary Relationship                                                 16
6.3 Unsecured Interest                                                        16

         ARTICLE 7. ADMINISTRATION                                            17
7.1 Administration                                                            17
7.2 Assistance                                                                17
7.3 Appeals from Denial of Claims                                             17
7.4 Tax Withholding                                                           19
7.5 Expenses                                                                  19

         ARTICLE 8. ADOPTION BY AN AFFILIATE; AMENDMENT AND TERMINATION       20
8.1 Adoption by an Affiliate                                                  20
8.2 Amendment and Termination                                                 20

         ARTICLE 9. MISCELLANEOUS PROVISIONS                                  21
9.1 No Contract of Employment                                                 21
9.2 Nonalienation                                                             21
9.3 Severability                                                              21
9.4 Applicable Law                                                            21
</TABLE>

                                      ii
<PAGE>
ARTICLE 1. THE PLAN

1.1 RESTATEMENT OF THE PLAN
Wolverine Tube, Inc. (the "Company") previously established this supplemental
retirement plan for eligible Employees of the Company and its participating
Affiliates, effective January 1, 1994. The plan is hereby amended and restated,
effective January 1, 2002, and shall continue to be known as the Wolverine
Tube, Inc. Supplemental Benefit Restoration Plan (the "Plan").

1.2 PURPOSE OF THE PLAN
The Plan supplements retirement income benefits provided to eligible Employees
under the Company's qualified retirement plan. This Plan restores benefits that
are curtailed as a result of Code limits that apply to benefits accrued by the
eligible Employee under the Wolverine Tube, Inc. Retirement Plan.

The portion of the Plan which restores the benefits affected by the limits
described in Code section 415 is intended to be an "excess benefit plan" as
defined in ERISA section 3(36). The portion of the Plan which restores benefits
affected by the limit on compensation described in Code section 401(a)(17) is
intended to be a plan maintained for the purposes of providing deferred
compensation to a "select group of management or highly compensated employees"
within the meaning of ERISA section 201(2).

Benefits provided under this Plan shall be paid solely from the general assets
of the Company. This Plan, therefore, is intended to be exempt from the
participation, vesting, funding, and fiduciary requirements of Title I of ERISA.

1.3 APPLICABILITY OF THE PLAN
This Plan applies only to eligible Employees who are in the active employ of the
Company or a participating Affiliate on or after January 1, 2002. Unless
otherwise provided in a retroactively effective provision of this restatement,
any Employee who was covered by the Plan as in effect before January 1, 2002,
and who had a Termination of Service before January 1, 2002, shall continue to
be entitled to the benefits (if any) provided by the Plan as in effect upon his
or her Termination of Service.

                                      1
<PAGE>
ARTICLE 2. DEFINITIONS

Whenever used in the Plan, the following terms shall have the meanings set forth
below unless otherwise expressly provided. When the defined meaning is intended,
the term is capitalized. The definition of any term in the singular shall also
include the plural, whichever is appropriate in the context.

2.1 ACTUARIAL EQUIVALENT
(a)      GENERAL RULE. Actuarial Equivalent means a benefit having the
         same value as the benefit that it replaces. Except as otherwise
         provided in subsection (b), Actuarial Equivalence shall be based on--

         (1)      the UP-1984 mortality table (unisex); and

         (2)      a 7.5 percent interest rate compounded annually.

(b)      LUMP SUM PAYMENTS. Notwithstanding subsection (a) above, the value of
         lump sum payments shall be computed on the bases of--

         (1)      the "applicable mortality table" as determined under Code
                  section  417(e)(3)(A)(ii)(I)  on the date on which the
                  present value is being determined; and

         (2)      the annual interest rate for 30-year Treasury securities (as
                  prescribed by the Internal Revenue Service) for the November
                  immediately preceding the first day of the Plan Year in which
                  the distribution occurs.

(c)      FUTURE CHANGES. The Actuarial Equivalent assumptions under this Plan
         are intended to be the same as those in effect under the Retirement
         Plan. Accordingly, if the Company amends the Retirement Plan to use
         different assumptions to determine actuarial equivalence, the new
         assumptions shall replace those described in subsection (a) and/or
         subsection (b) above (as applicable) at the same time, and in the same
         manner, as the new assumptions under the Retirement Plan.

2.2      AFFILIATE
Affiliate means--

(a)      any corporation while it is a member of the same "controlled group" of
         corporations (within the meaning of Code section 414(b)) as the
         Company;

(b)      any other trade or business (whether or not incorporated) while it is
         under "common control" (within the meaning of Code section 414(c)) with
         the Company;

                                      2
<PAGE>
(c)      any organization during any period in which it (along with the Company)
         is a member of an "affiliated service group" (within the meaning of
         Code section 414(m)); or

(d)      any other entity during any period in which it is required to be
         aggregated with the Company under Code section 414(o).

2.3 BENEFICIARY
Beneficiary means the person designated by the Participant to receive any
benefits due after his or her death under an optional form of payment under
section 4.4(b).

2.4 BENEFIT COMMENCEMENT DATE
Benefit Commencement Date means the date on which a Participant's retirement
benefits shall commence under Article 4.

(a)      NORMAL RETIREMENT. For a Participant who incurs a Termination of
         Service on or after reaching age 65, the Benefit Commencement Date
         shall be the Participant's Normal Retirement Date (provided he or she
         is then eligible for a benefit under section 4.1(a)).

(b)      EARLY RETIREMENT. For a Participant who incurs a Termination of Service
         before qualifying for a normal retirement benefit under section 4.1(a),
         but after qualifying for an early retirement benefit under section
         4.2(a), the Benefit Commencement Date shall be the first day of any
         month, as elected by the Participant, which coincides with or follows
         the Participant's Termination of Service. However, the Benefit
         Commencement Date elected by the Participant under this subsection (b)
         may not be later than the first day of the month which coincides with
         or next follows the date on which the Participant attains age 65. A
         Participant's election under this subsection (b) must be made during an
         election period that begins when the Employee first becomes a
         Participant and ends on the date that is one year prior to the
         Participant's Termination of Service. (Any such election may be revoked
         or modified as described in subsection (f) below.)

         If a Participant who retires under section 4.2(a) has not made a timely
         election for a later Benefit Commencement Date under this subsection
         (b), the Participant's Benefit Commencement Date shall be the first day
         of the month coinciding with or next following the Participant's
         Termination of Service.

(c)      DISABILITY RETIREMENT. For a Participant who incurs a Termination of
         Service on account of Disability, but before becoming eligible for a
         normal retirement benefit section 4.1(a) or an early retirement benefit
         under section 4.2(a), the Benefit Commencement Date shall be the first
         day of the month coinciding with or next

                                      3
<PAGE>
         following the later of (1) the Participant's Termination of Service or
         (2) the date on which the Participant reaches age 55.

(d)      DEFERRED VESTED RETIREMENT. For a Participant who incurs a Termination
         of Service before qualifying for a normal retirement benefit under
         section 4.1(a), an early retirement benefit under section 4.2(a), or a
         Disability retirement benefit under section 4.3(a), the Benefit
         Commencement Date shall be one of the following dates, as elected by
         the Participant:

         (1)      the first day of the month coinciding with or next following
                  the date of the Participant's Termination of Service, provided
                  the Participant is eligible to commence his or her benefit
                  under the Retirement Plan as of such date; or

         (2)      the first day of any month coinciding with or following the
                  date on which the Participant attains age 55 (but not later
                  than the first day of the month coinciding with or next
                  following the date on which the Participant attains age 65).

         A Participant's election of a Benefit Commencement Date under this
         subsection (d) must be made during an election period that begins when
         the Employee first becomes a Participant and ends on the date that is
         one year prior to the Participant's Termination of Service. (Any such
         election may be revoked or modified as described in subsection (f)
         below.) If a Participant who retires under section 4.4(a) has not made
         a timely election for a later Benefit Commencement Date under this
         subsection (d), the Participant's Benefit Commencement Date shall be
         the earliest date on which the Participant could elect to commence his
         or her benefit under the Retirement Plan.

(e)      CHANGE IN CONTROL. For a Participant who is eligible for a benefit
         under section 4.5(a), the Benefit Commencement Date shall be the first
         day of the month coinciding with or next following the later of--

         (1)      the Participant's Termination from Service; or

         (2)      the date on which the Participant attains age 55.

(f)      PARTICIPANT ELECTIONS. The election of a Benefit Commencement Date
         under subsection (b) or (d) above shall be made in a manner prescribed
         by the Plan Administrator. Any such election may be revoked or
         modified, in accordance with rules prescribed by the Plan
         Administrator, at any time before the end of the applicable election
         period. An election that occurs less than one year before the
         Participant's Termination of Service shall be null and void. (However,
         an election that is made by a Participant during the month in which he
         or she first becomes a Participant, or during the month in which this
         election procedure is first implemented

                                      4
<PAGE>
         by the Plan Administrator, shall be valid even if such election is less
         than one year before the Participant's Termination of Service.)

2.5 BOARD
Board means the Company's Board of Directors.

2.6 CHANGE IN CONTROL
Change in Control means any one or more of the following circumstances:

(a)      The Company is merged, consolidated, or reorganized into or with
         another corporation or other legal person, and as a result of such
         merger, consolidation, or reorganization less than a majority of the
         combined voting power of the then-outstanding securities of such
         corporation or person immediately after such transaction are held in
         the aggregate by the holders of Voting Stock (as defined in subsection
         (c)(1) below) of the Company immediately prior to such transaction.

(b)      The Company sells or otherwise transfers all or substantially all of
         its assets to another corporation or other legal person, and as a
         result of such sale or transfer less than a majority of the combined
         voting power of the then-outstanding securities of such corporation or
         person immediately after such sale or transfer is held in the aggregate
         by the holders of Voting Stock of the Company immediately prior to such
         sale or transfer.

(c)      There is a report filed on Schedule 13D or Schedule 14D-1 (or any
         successor schedule, form, or report) each as promulgated pursuant to
         the Securities Exchange Act of 1934, as amended (the "Exchange Act")
         disclosing that:

         (1)      any person (as the term "person" is used in section 13(d)(3)
                  or 14(d)(2) of the Exchange Act) has become the beneficial
                  owner (as the term "beneficial owner" is defined in under Rule
                  13d-3 or any successor rule or regulation published under the
                  Exchange Act) of securities representing 15 percent or more of
                  the combined voting power of the then-outstanding securities
                  entitled to vote generally in the election of directors of the
                  Company ("Voting Stock"); or

         (2)      any person has, during any period, increased the number of
                  shares of Voting Stock beneficially owned by such person by an
                  amount equal to or greater than 5 percent of the outstanding
                  shares of Voting Stock; provided, however, that transfers of
                  shares of Voting Stock between a person and the affiliates or
                  associates (as such terms are defined under Rule 12b-2 or any
                  successor rule or regulation promulgated under the Exchange
                  Act) of such person shall not be

                                      5
<PAGE>
                  considered in determining any increase in the number of shares
                  of Voting Stock beneficially owned by such person.

(d)      The Company files a report or proxy statement with the Securities and
         Exchange Commission pursuant to the Exchange Act disclosing in response
         to Form 8-K or Schedule 14A (or any successor schedule, form, or report
         or item therein) that a change in control of the Company has occurred
         or will occur in the future pursuant to any then-existing contract or
         transaction.

(e)      If, during any period of two consecutive years, individuals who at the
         beginning of any such period constitute the Board cease for any reason
         to constitute at least a majority thereof; provided, however, that for
         purposes of this subsection (e), each director who is first elected, or
         first nominated for election by the Company's stockholders, by a vote
         of at least two-thirds of the Board members (or a committee thereof)
         then still in office who were Board members at the beginning of any
         such period will be deemed to have been a Board member at the beginning
         of such period.

Notwithstanding subsections (c) or (d) above, unless otherwise determined in a
specific case by a majority vote of the Board, a Change in Control shall not be
deemed to have occurred for purposes of subsection (c) or (d) solely because (i)
the Company, (ii) an entity which the Company directly or indirectly
beneficially owns 50 percent or more of the voting securities (a "Subsidiary"),
or (iii) any employee stock ownership plan or any other employee benefit plan of
the Company or a Subsidiary either files or becomes obligated to file a report
or proxy statement under or in response to Schedule 13D, Schedule 14D-1, Form
8-K, or Schedule 14A (or any successor schedule, form, or report or item
therein) under the Exchange Act disclosing a beneficial ownership by it of
shares of Voting Stock, whether in excess of 15 percent or otherwise, or because
the Company reports that a change in control of the Company has occurred or will
occur in the future by reason of such beneficial ownership.

The General Counsel of the Company (or the Company's Chief Executive Officer in
the event that the Company does not have a General Counsel at the relevant time)
shall have the specific authority to determine whether a Change in Control has
transpired under this section.

2.7 CODE
Code means the Internal Revenue Code of 1986, as amended, or as it may be
amended from time to time. A reference to a particular section of the Code shall
also be deemed to refer to the regulations under that section.

2.8 COMPANY
Company means Wolverine Tube, Inc., or any successor thereto who agrees to adopt
and continue this Plan.

                                      6
<PAGE>
2.9 DISABILITY
Disability means any physical or mental condition that qualifies a Participant
for a disability retirement benefit under the Retirement Plan.

2.10 EMPLOYEE
Employee means any person who is employed by an Employer.

2.11 EMPLOYER
Employer means the Company and each Affiliate that has adopted this Plan for the
benefit of its eligible Employees.

2.12 ERISA
ERISA means the Employee Retirement Income Security Act of 1974, as amended, or
as it may be amended from time to time. A reference to a particular section of
ERISA shall also be deemed to refer to the regulations under that section.

2.13 NORMAL RETIREMENT DATE
Normal Retirement Date means the first day of the month coinciding with or next
following the later of the date on which the Participant attains age 65 or
incurs a Termination of Service.

2.14 PARTICIPANT
Participant means an Employee who has met, and continues to meet, the
eligibility requirements under section 3.1.

2.15 PLAN
Plan means this Wolverine Tube, Inc. Supplemental Benefit Restoration Plan, as
amended from time to time.

2.16 PLAN ADMINISTRATOR
Plan Administrator means the Retirement Committee under the Retirement Plan, or
any successor to the Retirement Committee.

2.17 PLAN YEAR
Plan Year means the calendar year.

2.18 RETIREMENT PLAN
Retirement Plan means the Wolverine Tube, Inc. Retirement Plan, as amended from
time to time.

2.19 TERMINATION OF SERVICE
Termination of Service means the last date on which an individual is compensated
as an Employee of the Company or an Affiliate. However, in the case of a
Participant who

                                      7
<PAGE>
terminates employment after a Change in Control, but within the
period that triggers continued pay and benefits under the Participant's
individual change in control agreement, Termination of Service means the last
date on which the participant is actually employed by the Company or an
Affiliate.

                                      8
<PAGE>
ARTICLE 3. PARTICIPATION

3.1 ELIGIBILITY
An Employee shall become a Participant on the date on which the Plan
Administrator determines that the Employee's benefits under the Retirement Plan
either will be, or have been, curtailed by the limits described in Code section
401(a)(17) or 415.

However, notwithstanding the above, an Employee shall not become a Participant
in the portion of this Plan which restores Retirement Plan benefits that have
been curtailed as a result of the compensation limit in effect under Code
section 401(a)(17) unless he or she is a member of a "select group of management
or highly compensated employees" within the meaning of ERISA section 201(2).

3.2 DURATION
An Employee who becomes a Participant under section 3.1 shall remain an active
Participant until the earlier of--

(a)      the Participant's Termination of Service;

(b)      the Participant's death; or

(c)      the date on which the Plan Administrator declares that the Participant
         is no longer eligible to participate actively in this Plan.

An individual whose active participation has been terminated under this section
3.2 shall continue to be an inactive Participant until all benefits to which he
or she is entitled to under this Plan have been paid.

                                      9
<PAGE>
ARTICLE 4. RETIREMENT BENEFITS

4.1 NORMAL RETIREMENT BENEFITS
(a)      ELIGIBILITY. A Participant who incurs a Termination of Service after
         becoming eligible for a normal retirement benefit under the Retirement
         Plan shall be entitled to a normal retirement benefit under this
         section 4.1. Except as otherwise provided in section 4.6, this normal
         retirement benefit shall be calculated and paid in the form of a single
         life annuity commencing on the Participant's Benefit Commencement Date.

(b)      AMOUNT. A Participant who is eligible for a normal retirement benefit
         under subsection (a) shall be entitled to a monthly benefit equal to
         the difference between--

         (1)      the monthly benefit to which the Participant would be entitled
                  to under the Retirement Plan commencing as of his or her
                  Normal Retirement Date, but calculated without regard to the
                  compensation and benefit limits in effect under the Retirement
                  Plan pursuant to Code sections 401(a)(17) and 415; and

         (2)      the monthly normal retirement benefit payable to the
                  Participant under the Retirement Plan commencing as of his or
                  her Normal Retirement Date.

(c)      COMMENCEMENT. Payment of benefits under this section 4.1 shall begin on
         the Participant's Benefit Commencement Date (as determined under
         section 2.4(a)).

4.2 EARLY RETIREMENT BENEFITS
(a)      ELIGIBILITY. A Participant who incurs a Termination of Service after
         becoming eligible for an early retirement benefit under the Retirement
         Plan, but before satisfying the eligibility requirements for a normal
         retirement benefit under section 4.1(a), shall be entitled to an early
         retirement benefit under this section 4.2. Except as otherwise provided
         in section 4.6, this early retirement benefit shall be calculated and
         paid in the form of a single life annuity commencing on the
         Participant's Benefit Commencement Date.

(b)      AMOUNT. A Participant who is eligible for an early retirement benefit
         under subsection (a) shall be entitled to a monthly benefit equal to
         the difference between--

         (1)      the monthly early retirement benefit to which the Participant
                  would be entitled under the Retirement Plan commencing as of
                  his or her Benefit Commencement Date, but calculated without
                  regard to the compensation and benefit limits in effect under
                  the Retirement Plan pursuant to Code sections 401(a)(17) and
                  415; and

                                      10
<PAGE>
         (2)      the monthly early retirement benefit that would be payable to
                  the Participant under the Retirement Plan commencing as of the
                  Participant's Benefit Commencement Date.

(c)      COMMENCEMENT. Payment of benefits under this section 4.2 shall begin on
         the Participant's Benefit Commencement Date (as determined under
         section 2.4(b)).

4.3 DISABILITY RETIREMENT BENEFITS
(a)      ELIGIBILITY. A Participant who incurs a Termination of Service on
         account of Disability, but before satisfying the eligibility
         requirements for a normal retirement benefit under section 4.1(a) or
         an early retirement benefit under section 4.2(a), shall be entitled to
         a disability retirement benefit under this section 4.3. Except as
         otherwise provided in section 4.6, this disability retirement benefit
         shall be calculated and paid in the form of a single life annuity
         commencing on the Participant's Benefit Commencement Date.

(b)      AMOUNT. A Participant who is eligible for a disability retirement
         benefit under subsection (a) shall be entitled to a monthly benefit
         equal to the difference between--

         (1)      the monthly disability retirement benefit to which the
                  Participant would be entitled under the Retirement Plan
                  commencing as of his or her Benefit Commencement Date, but
                  calculated without regard to the compensation and benefits
                  limits in effect under the Retirement Plan pursuant to Code
                  sections 401(a)(17) and 415; and

         (2)      the monthly disability retirement benefit that would be
                  payable to the Participant under the Retirement Plan
                  commencing as of the Participant's Benefit Commencement Date.

(c)      COMMENCEMENT AND DURATION. Payment of benefits under this section 4.3
         shall begin on the Participant's Benefit Commencement Date (as
         determined under section 2.4(c)). These payments shall continue until
         the date the Participant's Disability ceases (if such date occurs
         before the Participant reaches age 65) or the date of the Participant's
         death.

         A Participant who is receiving a disability retirement benefit under
         this section 4.3 shall not be entitled to any other benefit under this
         Article 4. However, if the Participant's Disability ceases before he
         or she attains age 65, and the Participant is reemployed by the Company
         or an Affiliate when the Disability ends, the Participant shall then be
         entitled to a benefit determined under section 4.1 or 4.2 above
         (whichever is applicable) calculated as of his or her subsequent
         Termination of Service, and considering Compensation earned before the
         period of Disability,

                                      11
<PAGE>
         imputed Compensation for the period of Disability, and Compensation
         earned after the period of Disability. If such Participant is not
         reemployed by the Company or an Affiliate, the monthly benefit payable
         after the Disability ends shall redetermined under section 4.2 or 4.4
         (whichever is applicable).

4.4 VESTED RETIREMENT BENEFITS
(a)      ELIGIBILITY. A Participant who incurs a Termination of Service after
         becoming eligible for a vested retirement benefit under the Retirement
         Plan, but before satisfying the eligibility requirements for a normal,
         early, or Disability retirement benefit under section 4.1(a), 4.2(a),
         or 4.3(a), shall be entitled to a vested retirement benefit under this
         section 4.4. Except as otherwise provided in section 4.6, this vested
         retirement benefit shall be calculated and paid in the form of a single
         life annuity commencing on the Participant's Benefit Commencement Date.

(b)      AMOUNT. A Participant who is eligible for a vested retirement benefit
         under subsection (a) shall be entitled to a monthly benefit equal to
         the difference between--

         (1)      the monthly vested retirement benefit to which the Participant
                  would be entitled under the Retirement Plan commencing as of
                  his or her Benefit Commencement Date, but calculated without
                  regard to the compensation and benefits limits in effect under
                  the Retirement Plan pursuant to Code sections 401(a)(17) and
                  415; and

         (2)      the monthly vested retirement benefit that would be payable to
                  the Participant under the Retirement Plan commencing as of the
                  Participant's Benefit Commencement Date.

(c)      COMMENCEMENT. Payment of benefits under this section 4.4 shall begin on
         the Participant's Benefit Commencement Date (as determined under
         section 2.4(d)).

4.5 BENEFITS UPON A CHANGE IN CONTROL
(a)      AUTOMATIC VESTING. Notwithstanding any provision in this Plan to the
         contrary, each Participant who is actively employed on the date of a
         Change in Control shall become 100 percent vested in the benefit
         accrued under this Plan as of such date even if the Participant is not
         yet vested in his or her benefit under the Retirement Plan. If a
         Participant incurs a Termination of Service after becoming vested under
         this subsection (a), but before satisfying the requirements for a
         benefit under section 4.1, 4.2, 4.3, or 4.4 above, such Participant
         shall be entitled to a benefit under this section 4.5. Except as
         otherwise provided in section 4.6, this benefit shall be calculated and
         paid in the form of a single life annuity commencing on the
         Participant's Benefit Commencement Date.

                                      12
<PAGE>
(b)      AMOUNT. A Participant who is eligible for a benefit under subsection
         (a) shall be entitled to a monthly benefit equal to the benefit the
         Participant would have been entitled to under the Retirement Plan
         commencing as of his or her Benefit Commencement Date, assuming--

         (1)      the Participant was vested under the Retirement Plan following
                  his or her Termination of Service; and

         (2)      the benefit is calculated without regard to the compensation
                  and benefits limits in effect under the Retirement Plan
                  pursuant to Code sections 401(a)(17) and 415.

(c)      COMMENCEMENT. Payment of benefits under this section 4.5 shall begin on
         the Participant's Benefit Commencement Date (as determined under
         section 2.4(e)).

4.6 FORM OF PAYMENT
(a)      NORMAL FORM OF PAYMENT.

         (1)      UNMARRIED PARTICIPANT. Subject to subsection (b) below, the
                  normal form of benefit payable to a Participant who is not
                  married on his or her Benefit Commencement Date shall be a
                  single-life annuity.

         (2)      MARRIED PARTICIPANT. Subject to subsection (b) below, the
                  normal form of benefit payable to a Participant who is married
                  on his or her Benefit Commencement Date shall be an annuity
                  which provides reduced monthly payments for the lifetime of
                  the Participant and a survivor annuity for the lifetime of
                  the Participant's spouse. This monthly survivor annuity shall
                  equal 50 percent of the monthly amount payable during the
                  joint lives of the Participant and his or her spouse. The
                  joint and survivor annuity described in this subsection (a)(2)
                  shall be the Actuarial Equivalent of the single life annuity.

(b)      OPTIONAL FORMS OF PAYMENT. In lieu of the normal form of payment
         specified in subsection (a) above, a Participant may elect instead to
         receive his or her benefit under this Article 4--

         (1)      in any one of the optional forms of payment that are available
                  to the Participant under the Retirement Plan; or

         (2)      in a single lump sum payment.

         This election shall be made at a time, and in a manner, prescribed by
         the Plan Administrator, except that such election must occur during an
         election period that begins on the date on which the Plan
         Administrator first implements this election

                                      13
<PAGE>
         procedure and ends on the date that is one year before the
         Participant's Termination of Service. An election of an optional
         payment form under this subsection (b) may be revoked or modified, in
         accordance with rules prescribed by the Plan Administrator, at any time
         before the end of this election period. A payment form election that
         occurs within one year of the Participant's Termination of Service
         shall be null and void. (However, an election that is made by an
         Employee during the month in which he or she first becomes a
         Participant, or during the month in which this election procedure is
         first implemented by the Plan Administrator, shall be valid even if
         such election is less than one year before the Participant's
         Termination of Service.)

         Any optional form of payment under this subsection (b) shall be the
         Actuarial Equivalent of the single life annuity payable over the
         lifetime of the Participant.

4.7 REEMPLOYMENT
If a Participant incurs a Termination of Service and is subsequently reemployed
by the Company or an Affiliate, the Participant shall be subject to benefit
suspension and recalculation procedures that are comparable to those in effect
under the Retirement Plan, as determined by the Plan Administrator in its sole
and absolute discretion.

At a minimum, the procedures specified by the Plan Administrator under this
section 4.7 shall provide for:

(a)      a recalculation of the Participant's benefit upon his or her subsequent
         retirement as if the Participant then first retires, considering
         compensation and service earned by the Participant before and after the
         absence; and

(b)      a reduction to the benefit determined under subsection (a) equal to the
         Actuarial Equivalent value of payments received by the Participant
         prior to his or her reemployment.

                                      14
<PAGE>
ARTICLE 5. PRERETIREMENT DEATH BENEFITS

5.1 ELIGIBILITY FOR PRERETIREMENT DEATH BENEFITS
If a Participant with vested rights to a benefits under the Retirement Plan dies
before his or her Benefit Commencement Date, and the Participant's spouse or
children under the age of 21 are entitled to a preretirement death benefit under
the Retirement Plan, such spouse or children shall also be entitled to a
preretirement death benefit under this Article 5.

5.2 AMOUNT OF PRERETIREMENT DEATH BENEFITS
A spouse or child of a Participant who is entitled to a preretirement death
benefit under section 5.1 shall be entitled to a monthly benefit equal to the
difference between--

(a)      the preretirement death benefit to which the spouse or child would be
         entitled under the Retirement Plan commencing as of the earliest date
         on which such benefit could be payable under the Retirement Plan, but
         calculated without regard to the compensation and benefits limits in
         effect under the Retirement Plan pursuant to Code sections 401(a)(17)
         and 415; and

(b)      the preretirement death benefit that is actually payable to the spouse
         or child under the Retirement Plan if such benefit was to commence as
         of the earliest payment date.

5.3 PAYMENT OF PRERETIREMENT DEATH BENEFITS
(a)      COMMENCEMENT DATE. Payment of preretirement death benefits under this
         Article 5 shall commence as of the earliest possible date on which such
         benefits could become payable under the Retirement Plan.

(b)      DURATION. Payment of monthly preretirement death benefits shall
         continue to the spouse or dependent children (as applicable) under
         this Article 5 for the same period that such benefits are payable under
         the Retirement Plan.

(c)      FORM. The amount payable to the Participant's surviving spouse under
         this Article 5 shall be paid in the form of a single life annuity.
         However, the Plan Administrator may, in its sole and absolute
         discretion, direct that payment be made in some other form. In that
         event, the benefit paid to the surviving spouse shall be Actuarial
         Equivalent of the life annuity.

         The amount payable to dependent children shall be paid in the form of
         a monthly benefit for period determined under subsection (b) above.

                                      15
<PAGE>
ARTICLE 6. FINANCING

6.1 FINANCING
The benefits under this Plan shall be paid either from general assets of the
Employers, or from a trust fund whose assets would remain available to the
general creditors of the Employers in the event of their insolvency. The
decision whether to establish and fund such a trust shall be made by the Company
in its sole and absolute discretion.

6.2 NO FIDUCIARY RELATIONSHIP
Nothing contained in this Plan, and no action taken pursuant to the provisions
of this Plan, shall create a trust or fiduciary relationship between an Employer
and any Participant or Beneficiary. However, in accordance with section 6.1, the
Company may establish and fund a trust for the purpose of paying benefits under
this Plan, provided the assets of such trust shall be available to the general
creditors of the Employers in the event of their insolvency.

6.3 UNSECURED INTEREST
No Participant or Beneficiary shall have any interest whatsoever in any specific
asset of the Company or an Affiliate. To the extent that any person acquires a
right to receive payments under this Plan, such right shall be no greater than
the right of any unsecured general creditor of an Employer.

                                      16
<PAGE>
ARTICLE 7. ADMINISTRATION

7.1 ADMINISTRATION
The Plan shall be administered by the Plan Administrator. The Plan Administrator
shall have all powers necessary or appropriate to carry out the provisions of
the Plan. It may, from time to time, establish rules for the administration of
the Plan and the transaction of the Plan's business.

The Plan Administrator shall have the exclusive right to make any finding of
fact necessary or appropriate for any purpose under the Plan including, but not
limited to, the determination of eligibility for and amount of any benefit.
Benefits under this Plan shall be paid only if the Plan Administrator decides in
its discretion that a Participant or Beneficiary is entitled to them.

The Plan Administrator shall have the exclusive right to interpret the terms and
provisions of the Plan and to determine any and all questions arising under the
Plan or in connection with its administration, including, without limitation,
the right to remedy or resolve possible ambiguities, inconsistencies, or
omissions by general rule or particular decision, all in its sole and absolute
discretion.

To the extent permitted by law, all findings of fact, determinations,
interpretations, and decisions of the Plan Administrator shall be conclusive and
binding under all persons having or claiming to have any interest or right under
the Plan.

7.2 ASSISTANCE
The Plan Administrator may, in its sole and absolute discretion, delegate any of
its powers and duties under this Plan to one or more individuals. In such a
case, every reference in the Plan to the Plan Administrator shall be deemed to
include such individuals with respect to matters within their jurisdiction.

7.3 APPEALS FROM DENIAL OF CLAIMS
If any claim for benefits under the Plan is wholly or partially denied, the
claimant shall be given notice of the denial. The Plan Administrator shall give
this notice in writing within a reasonable period of time after receipt of the
claim. This period will not exceed 90 days after receipt of the claim, except
that if the Plan Administrator determines that special circumstances require an
extension of time, the period may be extended up to an additional 90 days.
Written notice of the extension shall be furnished to the claimant prior to
termination of the initial 90-day period, and it shall indicate the special
circumstances requiring an extension of time and the date by which the benefit
determination is expected.

                                      17
<PAGE>
Notice of any claim denial shall be written in a manner calculated to be
understood by the claimant and shall set forth the following information:

(a)      the specific reason or reasons for the denial;

(b)      specific reference to pertinent Plan provisions on which the denial is
         based;

(c)      a description of any additional material or information necessary for
         the claimant to perfect the claim and an explanation of why this
         material or information is necessary;

(d)      an explanation that a full and fair review by the Plan Administrator of
         the decision denying the claim may be requested by the claimant or his
         authorized representative by filing with the Plan Administrator, within
         60 days after such notice has been received, a written request for
         review; and

(e)      a statement of the claimant's right to bring a civil action under ERISA
         section 502(a) following an adverse decision upon review.

If a claimant files a written request for review of a denied claim, the claimant
or his or her authorized representative may request, free of charge, reasonable
access to and copies of all documents, records, and other information relevant
to the claim and may submit written comments, documents, records, and other
information relevant to the claim within the 60-day period specified in
subsection (d) above. The notice of claim denial shall include a statement of
the claimant's rights to review and submit information pursuant to this
paragraph.

The review by the Plan Administrator shall take into account all comments,
documents, records, and other information submitted by the claimant relating to
the claim without regard to whether such material was submitted or considered as
part of the initial determination. The decision of the Plan Administrator upon
review shall be made promptly, and not later than 60 days after the Plan
Administrator's receipt of the request for review. However, if the Plan
Administrator determines that special circumstances require an extension of
time, this period may be extended up to an additional 60 days. Written notice of
the extension shall be furnished to the claimant prior to termination of the
initial 60-day period, and it shall indicate the special circumstances requiring
an extension of time and the date by which the decision on review is expected.

If the claim is denied, wholly or in part, the claimant shall be given a copy of
the decision promptly. The decision shall be in writing and shall be written in
a manner calculated to be understood by the claimant. The decision shall include
specific reasons for the denial; specific references to the pertinent Plan
provisions on which the denial is based; a statement that the claimant may
request, free of charge, reasonable access to and copies of all documents,
records, and other information relevant to the claim; and a statement of the
claimant's right to bring a civil action under ERISA section 502(a).

                                      18
<PAGE>
7.4 TAX WITHHOLDING
The Employers may withhold from any payment under this Plan any federal, state,
or local taxes required by law to be withheld with respect to the payment and
any sum the Employers may reasonably estimate as necessary to cover any taxes
for which they may be liable and that may be assessed with regard to the
payment.

7.5 EXPENSES
The Employers shall pay all expenses incurred in the administration of the Plan.

                                      19
<PAGE>
ARTICLE 8. ADOPTION BY AN AFFILIATE; AMENDMENT AND TERMINATION

8.1 ADOPTION BY AN AFFILIATE
An Affiliate may adopt the Plan by action of its board of directors or
authorized officers or representatives, subject to the approval of the Board.

8.2 AMENDMENT AND TERMINATION
The Company hereby reserves the right to amend, modify, or terminate the Plan at
any time, and for any reason, by action of the Board. However, no amendment or
termination shall have the effect of reducing the vested benefits (including
benefits which vest upon a Change in Control under section 4.5(a)) accrued by a
Participant prior to the date of the amendment or termination.

                                      20
<PAGE>
ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 NO CONTRACT OF EMPLOYMENT
Nothing contained in the Plan shall be construed to give any Employee the right
to be retained in the service of the Company or an Affiliate or to interfere
with the right of the Company or an Affiliate to discharge an Employee at any
time.

9.2 NONALIENATION
No benefit payable under the Plan shall be subject in any manner to
anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, or
charge. Any attempt to anticipate, alienate, sell, transfer, assign, pledge,
encumber, or charge shall be void. Benefits shall not be in any manner subject
to the debts, contracts, liabilities, engagements, or torts of, or claims
against, any Participant or Beneficiary, including claims of creditors, claims
for alimony or support, and any other like or unlike claims.

9.3 SEVERABILITY
If any provisions of this Plan shall be held illegal or invalid, the illegality
or invalidity shall not affect its remaining parts. The Plan shall be construed
and enforced as if it did not contain the illegal or invalid provision.

9.4 APPLICABLE LAW
Except to the extent preempted by applicable federal law, this Plan shall be
governed by and construed in accordance with the laws of the State of Alabama.

IN WITNESS WHEREOF, the authorized officers of the Company have signed this
document on July 12, 2002, but effective as of January 1, 2002.

                                   WOLVERINE TUBE, INC.

ATTEST:

                                   By __________________________________________

By ____________________________    Its: Chairman of the Compensation Committee

   Its ________________________

                                   By __________________________________________

                                      Its: President and Chief Executive Officer

                                      21