<PAGE>   1





                                                                   EXHIBIT 10.16





                          CHASE BRASS & COPPER COMPANY

                            BENEFIT RESTORATION PLAN
<PAGE>   2
                          CHASE BRASS & COPPER COMPANY

                            BENEFIT RESTORATION PLAN


                               Table of Contents


<TABLE>
<CAPTION>
                                                                            Page
                                                                            ----
<S>                                                                          <C>
ARTICLE I - DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . .   1

ARTICLE II - ELIGIBILITY  . . . . . . . . . . . . . . . . . . . . . . . . .   6

ARTICLE III - CONTRIBUTIONS . . . . . . . . . . . . . . . . . . . . . . . .   7

ARTICLE IV - IN-SERVICE WITHDRAWAL  . . . . . . . . . . . . . . . . . . . .   8

ARTICLE V - CREDITING OF CONTRIBUTIONS AND INCOME . . . . . . . . . . . . .   8

ARTICLE VI - BENEFITS . . . . . . . . . . . . . . . . . . . . . . . . . . .   9

ARTICLE VII - PAYMENT OF BENEFITS . . . . . . . . . . . . . . . . . . . . .  11

ARTICLE VIII - ADMINISTRATION OF THE PLAN . . . . . . . . . . . . . . . . .  12

ARTICLE IX - CLAIM REVIEW PROCEDURE . . . . . . . . . . . . . . . . . . . .  13

ARTICLE X - LIMITATION OF RIGHTS  . . . . . . . . . . . . . . . . . . . . .  14

ARTICLE XI - LIMITATION OF ASSIGNMENT AND PAYMENTS TO
                  LEGALLY INCOMPETENT DISTRIBUTEE . . . . . . . . . . . . .  15

ARTICLE XII - AMENDMENT TO OR TERMINATION OF THE PLAN . . . . . . . . . . .  15

ARTICLE XIII - STATUS OF PARTICIPANT AS UNSECURED CREDITOR  . . . . . . . .  16

ARTICLE XIV - GENERAL AND MISCELLANEOUS . . . . . . . . . . . . . . . . . .  16
</TABLE>
<PAGE>   3
                          CHASE BRASS & COPPER COMPANY
                            BENEFIT RESTORATION PLAN


                                    PREAMBLE

         WHEREAS, Chase Brass & Copper Company, Inc. ("Company"), a corporation
formed under the laws of the State of Delaware, maintains a benefit restoration
plan for the exclusive benefit of a select group of management and highly
compensated employees of the Company to restore certain retirement benefits on
behalf of such employees decreased or limited because of limitations imposed by
the Internal Revenue Code of 1986 and subsequent legislation;

         WHEREAS, the Company desires to amend the Plan in certain respects to
limit the Company's matching and profit sharing contributions to a
Participant's Annual Compensation up to but not in excess of $350,000; and

         WHEREAS, the Company intends that any Participant or Beneficiary under
the Plan shall have the status of an unsecured general creditor with respect to
the Company, the Plan, and the Trust Fund, if any, established in connection
with the Plan;

         NOW, THEREFORE, Chase Brass & Copper Company, Inc. hereby amends and
restates the Chase Brass & Copper Company Benefit Restoration Plan, effective
January 1, 1996, as follows:


                                  ARTICLE I

                                 DEFINITIONS

         1.1     "Account" shall mean the record maintained by the Committee
showing the monetary value of the individual interest in the Plan of each
Participant or Beneficiary.  The term "Account" shall refer only to a
bookkeeping entry and shall not be construed to require the segregation of
assets on behalf of any Participant or Beneficiary.

         1.2     "Affiliate" shall mean a member of a controlled group of
corporations (as defined in Section 414(b) of the Code), a group of trades or
businesses (whether or not incorporated) which are under common control (as
defined in Section 414(c) of the Code), or an affiliated service group (as
defined in Section 414(m) of the Code) of which the Company is a member; and
any entity otherwise required to be aggregated with the Company pursuant to
Section 414(o) of the Code or the regulations issued thereunder.

         1.3     "Annual Compensation" shall mean the total amounts paid or
accrued by the Company or an Affiliate to an employee as remuneration for
personal services rendered during each Plan Year, including bonuses and
commissions, as reported on the employee's federal





<PAGE>   4
income tax withholding statement or statements (IRS Form W-2), together with
any amounts not includable in such employee's gross income pursuant to Sections
125 or 402(g) of the Code or by virtue of a deferral election under Section 3.1
of the Plan, but Annual Compensation shall not include:  (1) moving expenses;
(2) amounts, if any, realized from the sale, exchange or other disposition of
stock acquired under a stock option; (3) amounts, if any, realized from a stock
award or the award or vesting of restricted stock; (4) amounts, if any,
received as distributions from this Plan; and (5) non-cash and imputed forms of
compensation included on an employee's IRS Form W-2.

         1.4     "Beneficiary" shall mean the Beneficiary or Beneficiaries
designated by each Participant under the Profit Sharing Plan; provided,
however, that a Participant may designate a different Beneficiary or
Beneficiaries hereunder by delivering to the Committee a written beneficiary
designation, in the form provided by the Committee, and executed specifically
with respect to this Plan.

         1.5     "Board" shall mean the Board of Directors of the Company.

         1.6     "CBI" shall mean Chase Brass Industries, Inc., a Delaware
corporation.

         1.7     "Change in Control" means the event that is deemed to have
occurred if:

                 (a)      any Acquiring Person (as hereinafter defined) is or
         becomes the "beneficial owner" (as defined in Rule 13d-3 under the
         Exchange Act), directly or indirectly, of securities of CBI
         representing fifty percent or more of the combined voting power of the
         then outstanding Voting Securities (as hereinafter defined) of CBI; or

                 (b)      a public announcement is made of a tender or exchange
         offer by any Acquiring Person for fifty percent or more of the
         outstanding Voting Securities of CBI, and the Board of Directors of
         CBI approves or fails to oppose that tender or exchange offer in its
         statements in Schedule 14D-9 under the Exchange Act; provided,
         however, that the events to occur under Sections 6.5 and 7.3 hereof
         shall not occur solely as a result of an event described in this
         clause (b) unless, within one year after the occurrence of such event,
         an event described in clauses (a), (c) or (d) hereof shall have
         occurred, in which case such events to occur under Sections 6.5 and
         7.3 hereof shall occur upon the occurrence of such event but shall be
         deemed to have been effective as of the time of the occurrence of the
         event described in this clause (b); or

                 (c)      the stockholders of CBI approve a merger or
         consolidation of CBI with any other corporation or partnership (or, if
         no such approval is required, the consummation of such a merger or
         consolidation of CBI), other than a merger or consolidation that would
         result in the Voting Securities of CBI outstanding immediately before
         the consummation thereof continuing to represent (either by remaining
         outstanding or by being converted into Voting Securities of the
         surviving entity or of a parent of the surviving entity) a majority of
         the combined voting power of the Voting Securities and





                                      -2-
<PAGE>   5
         Convertible Voting Securities (as hereinafter defined) (on a
         fully-diluted basis assuming full conversion thereof) of the surviving
         entity (or its parent) outstanding immediately after that merger or
         consolidation; or

                 (d)      the stockholders of CBI approve a plan of complete
         liquidation of CBI or an agreement for the sale or disposition by CBI
         of all or substantially all CBI's assets (or, if no such approval is
         required, the consummation of such a liquidation, sale, or disposition
         in one transaction or series of related transactions) other than a
         liquidation, sale or disposition of all or substantially all CBI's
         assets in one transaction or a series of related transactions to a
         Subsidiary (as hereinafter defined) of CBI or any other corporation
         owned directly or indirectly by the stockholders of CBI in
         substantially the same proportions as their ownership of stock in CBI;
         or

                 (e)      CBI ceases to be the "beneficial owner" (as defined
         in Rule 13d-3 under the Exchange Act), directly or indirectly, of
         securities of the Company representing at least a majority of the
         combined voting power of the then outstanding Voting Securities of the
         Company; or

                 (f)      members of the Incumbent Board (as hereinafter
         defined) of CBI cease for any reason to constitute at least a majority
         of the Board of Directors of CBI; or

                 (g)      the stockholders of the Company approve a merger or
         consolidation of the Company with any other corporation or partnership
         (or, if no such approval is required, the consummation of such a
         merger or consolidation of the Company), other than a merger or
         consolidation that would result in the Voting Securities of the
         Company outstanding immediately before the consummation thereof
         continuing to represent (either by remaining outstanding or by being
         converted into Voting Securities of the surviving entity or of a
         parent of the surviving entity) a majority of the combined voting
         power of the Voting Securities and Convertible Voting Securities (on a
         fully-diluted basis assuming full conversion thereof) of the surviving
         entity (or its parent) outstanding immediately after that merger or
         consolidation; or

                 (h)      the stockholders of the Company approve a plan of
         complete liquidation of the Company or an agreement for the sale or
         disposition by the Company of all or substantially all the Company's
         assets (or, if no such approval is required, the consummation of such
         a liquidation, sale, or disposition in one transaction or series of
         related transactions) other than a liquidation, sale or disposition of
         all or substantially all the Company's assets in one transaction or a
         series of related transactions to CBI or a Subsidiary of CBI, or any
         other corporation owned directly or indirectly by the stockholders of
         CBI in substantially the same proportions as their ownership of stock
         in CBI.

         For purposes of this Section 1.7, an "Acquiring Person" means any
Person other than (a) CBI, any Subsidiary of CBI, any employee benefit plan of
CBI or of a Subsidiary of CBI or





                                      -3-
<PAGE>   6
of a corporation owned directly or indirectly by the stockholders of CBI in
substantially the same proportions as their ownership of Stock of CBI, or any
trustee or other fiduciary holding securities under an employee benefit plan of
CBI or of a Subsidiary of CBI or of a corporation owned directly or indirectly
by the stockholders of CBI in substantially the same proportions as their
ownership of Stock of CBI (b) Citicorp Venture Capital, Ltd., a New York
corporation ("CVC"), or (c) any Affiliate (as hereinafter defined) of CVC that
is directly controlled by Citicorp or Citibank, N.A., or otherwise is in the
same tier as CVC of Affiliates under the control of such entities ("Direct
Affiliates"), but shall not include any entities that may be deemed an
Affiliate of CVC as a result of the investment by any Direct Affiliate in such
entity.

         For purposes of this Section 1.7, a "Person" means any person or
entity of any nature whatsoever, specifically including (but not limited to) an
individual, a firm, a company, a corporation, a partnership, a trust, or other
entity.  A Person, together with that Person's affiliates and associates (as
"affiliate" and "associate" are defined in Rule 12b-2 under the Exchange Act
for purposes of this definition only), and any Persons acting as a partnership,
limited partnership, joint venture, association, syndicate, or other group
(whether or not formally organized), or otherwise acting jointly or in concert
or in a coordinated or consciously parallel manner (whether or not pursuant to
any express agreement), for the purpose of acquiring, holding, voting, or
disposing of securities of CBI or the Company with that Person, shall be deemed
a single "Person."

         For purposes of this Section 1.7, "Affiliate" means (a) any Person who
is directly or indirectly the beneficial owner of at least 10% of the voting
power of the outstanding Voting Securities of CBI or (b) any Person
controlling, controlled by, or under common control with CBI or any Person
contemplated in clause (a) of this definition.

         For purposes of this Section 1.7, "Voting Securities" means (i) any
securities that are entitled to vote generally in the election of directors, in
the admission of general partners or in the selection of any other similar
governing body and (ii) with respect to CBI, all shares of CBI's nonvoting
common stock, par value $.01 per share (all of which are convertible into
shares of CBI's common stock, par value $.01 per share).

         For purposes of this Section 1.7, "Convertible Voting Securities"
means any and all options, warrants, or other rights to purchase, or securities
convertible into or exchangeable or exercisable for, directly or indirectly,
Voting Securities of any Person.

         For purposes of this Section 1.7, "Subsidiary" means, with respect to
any Person, any corporation, or other entity of which a majority of the Voting
Securities is owned, directly or indirectly, by that Person.

         For purposes of this Section 1.7, "Incumbent Board" means individuals
who, as of the Effective Date, constitute the Board of Directors of CBI and any
other individual who becomes a director thereof after such date and whose
election or appointment by the Board of Directors





                                      -4-
<PAGE>   7
of CBI or nomination for election by the stockholders of CBI was approved by a
vote of at least a majority of the directors then comprising the Incumbent
Board.

         1.8     "Code" shall mean the Internal Revenue Code of 1986, as it may
be amended from time to time, and the rules and regulations promulgated
thereunder.

         1.9     "Committee" shall mean a committee of two or more persons
designated by the Board to administer the Plan.  The Committee may be
reconstituted by the Board and its members may be replaced without cause by the
Board at any time by written notice to the member or members who are to be
replaced.

         1.10    "Company" shall mean Chase Brass & Copper Company, Inc., or
its successor or successors.

         1.11    "Disability" shall mean a physical or mental condition, the
occurrence of which shall entitle a Participant to benefits under the long-term
disability plan of the Company in which such individual participates, and in
the absence of such a plan, Disability shall mean a physical or mental
condition that prevents the Participant from any gainful employment with the
Company, as determined by the Committee in its sole and absolute discretion,
which determination shall be conclusive and binding for all purposes hereunder.

         1.12    "Effective Date" shall mean January 1, 1996.

         1.13    "Exchange Act" means the Securities Exchange Act of 1934 and
the rules and regulations promulgated thereunder, or any successor law, as it
may be amended from time to time.

         1.14    "Normal Retirement Age" shall mean the age of sixty-five (65)
years.

         1.15    "Participant" shall mean an individual who has been designated
by the Committee as being eligible to participate in the Plan.

         1.16    "Plan" shall mean the Chase Brass & Copper Company Benefit
Restoration Plan, as amended from time to time.

         1.17    "Plan Year" shall mean the annual period beginning January 1
of each year and ending December 31 of each year.

         1.18    "Profit Sharing Plan" shall mean the Chase Brass & Copper
Company Savings and Profit Sharing Plan for Salaried Employees, as may be
amended.

         1.19    "Trust Agreement" shall mean the agreement, if any, including
any amendments thereto entered into between the Company and the Trustee for the
accumulation of contributions made under the Plan.





                                      -5-
<PAGE>   8
         1.20    "Trust Fund" shall mean the cash and other properties held and
administered by the Trustee pursuant to the Trust Agreement, if any.

         1.21    "Trustee" shall mean the designated trustee acting at any time
under the Trust Agreement, if any.

         1.22    "Valuation Date" shall mean the last day of March, June,
September, and December of each Plan Year; provided, however, if the investment
options made available to a Participant under Section 5.3 of the Plan are
valued on a date other than the last day of March, June, September, and
December, then each day on which such investment options are valued shall
constitute a Valuation Date under the Plan.

         1.23    "Year of Service" shall mean a year of service for vesting, as
such term is defined in the Profit Sharing Plan.


                                  ARTICLE II

                                 ELIGIBILITY

         Participation in the Plan shall be made available to a select group of
individuals, as determined by the Committee, who are providing services to the
Company or an Affiliate in key positions of management and responsibility and
who are eligible to make contributions to the Profit Sharing Plan, the amount
of which is reduced by reason of the application of the limitations set forth
in Sections 401(a)(17) or 402(g)(1) of the Code.  Such individuals will
automatically participate in the contributions described in Section 3.3 of the
Plan.  Such individuals may elect to participate in the contributions described
in Sections 3.1 and 3.2 of the Plan by executing a participation agreement in
such form and at such time as the Committee shall require, provided that each
participation agreement shall be executed no later than the last day of
December immediately preceding the Plan Year for which an individual elects to
make contributions to the Plan in accordance with the provisions of Section 3.1
hereof.  Notwithstanding the foregoing, in the first year in which an
individual becomes eligible to participate in the Plan, he may elect to
participate in the Plan by executing a participation agreement, in such form as
the Committee shall require, within thirty (30) days following the date on
which he is notified by the Committee of his eligibility to participate in the
Plan.  In such event, his election to participate in the Plan shall become
effective as of the first full payroll period beginning on or after the
Committee's receipt of his participation agreement.  The determination as to
the eligibility of any individual to participate in the Plan shall be in the
sole and absolute discretion of the Committee, whose decision in that regard
shall be conclusive and binding for all purposes hereunder.





                                      -6-
<PAGE>   9
                                 ARTICLE III

                                CONTRIBUTIONS

         3.1     For any Plan Year, a Participant may irrevocably elect to
defer a portion of the Annual Compensation otherwise payable to him with
respect to such Plan Year, in the amount set forth below.  The amount which a
Participant may elect to defer under this Plan for any Plan Year shall be a
percentage of his Annual Compensation for such Plan Year which is no less than
one percent (1%) and no greater than twelve percent (12%), with such deferral
amount to be reduced by the amount of the Participant's 401(k) deferral under
the Profit Sharing Plan during such Plan Year.    Any amounts withheld,
pursuant to this Section 3.1, from the Annual Compensation otherwise payable to
a Participant shall be credited to his Account as of the date on which such
amounts would otherwise have been paid.  Unless a Participant revokes or
changes his deferral election, a Participant's deferral election for any given
Plan Year shall be deemed to apply to the following Plan Year without the
necessity of the Participant's completion of a new deferral election form.

         3.2     As of the last day of each calendar month, the Company shall
credit a matching contribution to the Account of each Participant who has
deferred amounts under the Plan during such month in accordance with the
provisions of Section 3.1 above.  The amount of a Participant's matching
contribution shall be equal to fifty percent (50%) of the amount deferred
hereunder by the Participant during such month under Section 3.1; provided,
however, in calculating a Participant's matching contribution, the
Participant's deferral amount under Section 3.1 that is attributable to Annual
Compensation in excess of $350,000 shall be disregarded.

         3.3     As of the last day of each Plan Year, the Company shall credit
a profit sharing contribution to the Account of each Participant hereunder,
other than Participants who:  (a) terminated service with the Company and all
Affiliates prior to the last day of the Plan Year or (b) failed to complete a
Year of Service during the Plan Year.  The profit sharing contribution
hereunder for each Plan Year shall equal a percentage of Annual Compensation in
excess of the amount set forth in Section 401(a)(17)(A) of the Code (as in
effect for the calendar year in which such Plan Year begins) which is equal to
the percentage of compensation allocated as a profit sharing contribution to
the Profit Sharing Plan for such Plan Year; provided, however, the Annual
Compensation taken into consideration for this purpose shall be limited to
$350,000.  The Committee shall credit a contribution under this Section to the
Account of a Participant whose employment with the Company and all Affiliates
terminated prior to the last day of the Plan Year as a result of death,
Disability, or retirement on or after his Normal Retirement Age.  Such
contribution hereunder for each Plan Year shall equal a percentage of Annual
Compensation in excess of the amount set forth in Section 401(a)(17)(A) of the
Code (as in effect for the calendar year in which such Plan Year begins) which
is equal to the percentage of compensation allocated as a profit sharing
contribution to the Profit Sharing Plan for the immediately preceding Plan
Year.





                                      -7-
<PAGE>   10
                                  ARTICLE IV

                            IN-SERVICE WITHDRAWAL

         4.1     In the event of an unforeseeable emergency, a Participant may
make a written request to the Committee for a withdrawal from his Account.  For
purposes of this Section, the term "unforeseeable emergency" shall mean a
severe financial hardship to the Participant resulting from a sudden and
unexpected illness or accident of the Participant or of a dependent (as defined
in Section 152(a) of the Code) of the Participant, loss of the Participant's
property due to casualty, or other similar extraordinary and unforeseeable
circumstances arising as a result of events beyond the control of the
Participant.  Any determination of the existence of an unforeseeable emergency
and the amount to be withdrawn on account thereof shall be made by the
Committee.  However, notwithstanding the foregoing, a withdrawal will not be
permitted to the extent that the financial hardship is or may be relieved:  (i)
through reimbursement or compensation by insurance or otherwise; (ii) by
liquidation of the Participant's assets, to the extent that liquidation of such
assets would not itself cause severe financial hardship; or (iii) by cessation
of deferrals under this Plan.  In no event shall the need to send a
Participant's child to college or the desire to purchase a home be deemed to
constitute an unforeseeable emergency.  No member of the Committee shall vote
or decide upon any matter relating to the determination of the existence of his
own financial hardship or the amount to be withdrawn by him on account thereof.
A request for a hardship withdrawal must be made in writing on a form provided
by the Committee, and must be expressed as a specific dollar amount.  The
amount of a hardship withdrawal may not exceed the amount required to meet the
severe financial hardship.  All hardship withdrawals shall be paid in a lump
sum in cash.

         Upon a Participant's receipt of a hardship withdrawal, then
notwithstanding any other provision herein to the contrary, such Participant
shall be prohibited from making any further deferrals pursuant to Section 3.1
hereof for a period of twelve (12) months, beginning on the date on which the
withdrawal is made.  The Participant may elect to resume deferrals pursuant to
Section 3.1 hereof as of the first full payroll period beginning on or after
the last day of such twelve (12) month period by executing a new participation
agreement within the time period prior to such date established by the
Committee.

         4.2     Any withdrawal under Section 4.1 hereof shall be charged pro
rata to the individual investment options in which amounts credited to the
Participant's Account are deemed to be invested, pursuant to his designation
under Section 5.3 hereof.

                                  ARTICLE V

                    CREDITING OF CONTRIBUTIONS AND INCOME

         5.1     All amounts deferred by a Participant pursuant to the
provisions of Section 3.1 hereof shall be credited to the Account of the
Participant, together with all amounts credited to such Account on his behalf
pursuant to Sections 3.2 and 3.3 hereof.





                                      -8-
<PAGE>   11
         5.2     As of each Valuation Date, there shall be credited to each
Participant's Account the deemed income or losses attributable thereto, as
provided in Section 5.3 below, as well as any other credits to or charges
against such Account.

         5.3     Unless otherwise designated by the Committee, the investment
options available under the Plan at any given time shall be the same as the
investment options available under the Profit Sharing Plan at such given time.
Each Participant, upon becoming a Participant in the Plan, may, on a form
prescribed by the Committee, designate the manner in which his Account shall be
deemed to be invested among the various investment options available for this
purpose.  Such designation may be changed as of any Valuation Date, with
respect to future contributions and existing Account balances, by filing a new
election with the Committee.  The Participant must designate, in such minimum
percentages or amounts as may be prescribed by the Committee, that portion of
his Account which the Participant wishes to allocate to each investment option
offered hereunder.  The investment designation will continue until changed by
the timely submission of a new investment designation form, which change will
be effective as of the next succeeding Valuation Date.  In the absence of any
investment designation, a Participant's Account shall be deemed to be invested
in such property as the Committee, in its sole and absolute discretion, shall
determine.  The Committee may, but shall not be obligated to, invest amounts
credited to a Participant's Account in accordance with the investment
designations of such Participant; nevertheless, the Account of such Participant
shall be credited with the amount of income, gains and losses attributable
thereto, as if the amounts credited to such Account had been so invested.  The
Committee shall be authorized at any time and from time to time to modify,
alter, delete or add to the investment options hereunder.  In the event a
modification occurs, the Committee shall notify those Participants whom the
Committee, in its sole and absolute discretion, determines are affected by the
change, and shall give such persons such additional time as is determined
necessary by the Committee to designate the manner and percentage in which
amounts thereby affected shall be deemed to be invested.  The Committee shall
not be obligated to substitute options with similar investment criteria for
existing options, nor shall it be obligated to continue any particular type of
investment options.

                                  ARTICLE VI

                                   BENEFITS

         6.1     Upon the death of a Participant, the Beneficiary of such
Participant shall be entitled to the entire value of all amounts credited to
such Participant's Account, determined as of the Valuation Date immediately
preceding the date on which a distribution under Section 7.2 is made to the
Participant's Beneficiary.  If a Participant fails to name a Beneficiary, or if
all Beneficiaries named by a Participant predecease him or die before complete
distribution of the Participant's Account, the then entire value of the
Participant's Account shall be paid to the Participant's estate.

         6.2     Upon a determination of a Participant's Disability or
retirement on or after attainment of Normal Retirement Age, such Participant
shall be entitled to the entire value of all





                                      -9-
<PAGE>   12
amounts credited to his Account, determined as of the Valuation Date
immediately preceding the date on which a distribution under Section 7.1 is
made to the Participant.

         6.3     In the event of the termination of service of a Participant
for reasons other than death, Disability or retirement on or after the
attainment of Normal Retirement Age, the Participant shall be entitled to that
portion of the value of amounts credited to his Account in which he has a
vested interest, as set forth in Section 6.4 below, determined as of the
Valuation Date immediately preceding the date on which a distribution under
Section 7.1 is made to the Participant.  Transfer of a Participant among the
Company and its Affiliates shall not be deemed for any purpose under the Plan
to be a termination of service of a Participant.  A Participant shall be deemed
to have terminated service only upon his actual termination of service with the
Company and all Affiliates.

         6.4     That portion of a terminated Participant's benefits in which
he is vested shall be:

                 (a)      the entire value of all amounts credited to his
         Account which are attributable to deferrals made by such Participant
         pursuant to the provisions of Section 3.1 hereof; and

                 (b)      a percentage of the value of all amounts credited to
         his Account which are attributable to matching or profit sharing
         contributions credited on his behalf pursuant to the provisions of
         Sections 3.2 and 3.3 hereof, such percentage to be determined in
         accordance with the following schedule:


<TABLE>
<CAPTION>
                                                             Percentage
    Completed Years of Service                                 Payable
    --------------------------                               -----------
    <S>                                                        <C>
    Less than 3 years                                          00.00%
    3 years but less than 4 years                              33.33%
    4 years but less than 5 years                              66.67%
    5 years or more                                           100.00%

</TABLE>

         Any amounts credited to a Participant's Account in which he is not
vested, as provided in this Section 6.4, shall be forfeited as of the date on
which the Participant receives a distribution under Article VII.  Any such
forfeited amounts shall remain the property of the Company or a Trust, if any,
and shall not be allocated among the other Participants in the Plan.

         6.5     Upon a Change in Control, each Participant shall be fully
vested in the entire value of all amounts credited to his Account as of the
effective date of such Change in Control.  Upon a Change in Control, the Board
may, in its sole and absolute discretion, and notwithstanding any other
provision herein to the contrary, direct that all benefits hereunder will be
paid as soon as administratively practicable after the effective date thereof;
provided, however, if the Change in Control involves a successor to the Company
and such successor decides to assume this Plan,





                                      -10-
<PAGE>   13
then a Participant may defer any distribution to him by electing such a
deferral prior to the Change in Control on a form provided by the Committee.

         6.6     In the event that an amendment to this Plan directly or
indirectly changes the vesting schedule set forth in Section 6.4 above, the
vested percentage of each Participant in his benefit accumulated to the date
when the amendment is adopted shall not be reduced as a result of the
amendment.  In addition, any Participant with at least three (3) Years of
Vesting Service at that time may irrevocably elect, by written notice to the
Committee, within the election period hereinafter provided, to remain under the
pre-amendment vesting schedule with respect to all of his benefits accrued both
before and after the amendment.  The election period shall begin no later than
the date on which the amendment is adopted and shall end no earlier than sixty
(60) days after the latest of:  (a) the date on which the amendment is adopted,
(b) the date on which the amendment becomes effective, or (c) the date on which
the Participant is issued written notice of the amendment by the Company or the
Committee.

                                 ARTICLE VII

                             PAYMENT OF BENEFITS

         7.1     Payment of a Participant's benefit under the Plan shall be
made in a lump sum in cash as soon as administratively feasible following a
Participant's entitlement to a distribution under the Plan, but in no event
later than thirty (30) days following the event entitling the Participant to a
distribution.

         7.2     Payment of a Participant's death benefits shall be made in a
lump sum in cash to his Beneficiary as soon as administratively feasible
following the Committee's receipt of proper notice of such Participant's death,
but in no event later than thirty (30) days following the Committee's receipt
of such notice.

         7.3     Notwithstanding any other provision herein to the contrary,
upon the effective date of a Change in Control, a Participant may elect at any
time thereafter, on a form prescribed by the Committee, to accelerate the date
on which payment of his benefit hereunder would otherwise be made.  Upon such
election, the amount to which such Participant is entitled shall be ninety
percent (90%) of the vested benefit otherwise payable hereunder, which shall be
distributed in one lump sum, in cash, as soon as administratively practicable
following such election.  The remainder of any amounts credited to such
Participant's Account in which he is otherwise vested shall be forfeited as of
the date of such distribution.  If, at the time of such election, the
Participant is employed by the Company or an Affiliate (as, for example, in the
case of a Change in Control), such Participant shall be prohibited from
participating in the Plan for a period of twelve (12) months from the date on
which he receives the accelerated distribution, and no amounts shall be
credited to his Account pursuant to Sections 3.1, 3.2 or 3.3 hereunder with
respect to such twelve (12) month period.  The Participant may again elect to
participate in the Plan as of the first full payroll period beginning on or
after the last day of such twelve (12)





                                      -11-
<PAGE>   14
month period by executing a new participation agreement within the time prior
to such date established by the Committee.

         7.4     Notwithstanding the provisions of Section 7.1, the benefits
payable hereunder may be paid before they would otherwise be payable if, based
on a change in the federal or applicable state tax or revenue laws, a published
ruling or similar announcement issued by the Internal Revenue Service, a
regulation issued by the Secretary of the Treasury, a decision by a court of
competent jurisdiction involving a Participant or a Beneficiary, or a closing
agreement made under section 7121 of the Code that is approved by the Internal
Revenue Service and involves a Participant, the Committee determines that a
Participant has or will recognize income for federal or state income tax
purposes with respect to amounts that are or will be payable under the Plan
before they otherwise would be paid.  The amount of any payments pursuant to
this Section 7.4 shall not exceed the lesser of:  (a) the amount in the
Participant's Account or (b) the amount of taxable income with respect to which
the tax liability is assessed or determined.

                                 ARTICLE VIII

                          ADMINISTRATION OF THE PLAN

         8.1     The Company may establish a Trust Fund for the purpose of
retaining assets set aside by the Company pursuant to a Trust Agreement, if
any, for payment of all or a portion of the benefits payable pursuant to the
Plan.  Any benefits not paid from a Trust shall be paid from the Company's
general assets.  The Trust Fund, if any, shall be subject to the claims of
general creditors of the Company in the event the Company is "Insolvent," as
such term is defined in the Trust Agreement.

         8.2     Any benefits payable under the Profit Sharing Plan shall be
payable solely in accordance with the terms and provisions thereof, and nothing
in this Agreement shall operate or be construed in any way to modify, amend or
affect the terms and provisions of the Profit Sharing Plan.

         8.3     The Plan shall be administered by the Committee.  The members
of the Committee shall not receive compensation with respect to their services
on the Committee.  The members of the Committee shall serve without bond or
security for the performance of their duties hereunder unless applicable law
makes the furnishing of such bond or security mandatory or unless required by
the Company.  Any member of the Committee may resign by delivering his written
resignation to the Company and to the other members of the Committee.

         8.4     The Committee shall perform any act which the Plan authorizes
expressed by a vote at a meeting or in a writing signed by a majority of its
members without a meeting.  The Committee may, by a writing signed by a
majority of its members, appoint any member of the Committee to act on behalf
of the Committee.  Any person who is a member of the Committee shall not vote
or decide upon any matter relating solely to himself or vote in any case in
which his individual right or claim to any benefit under the Plan is
particularly involved.  If, in any





                                      -12-
<PAGE>   15
matter or case in which a person is so disqualified to act, the remaining
persons constituting the Committee cannot resolve such matter or case, the
Board will appoint a temporary substitute to exercise all the powers of the
disqualified person concerning the matter or case in which he is disqualified.

         8.5     The Committee may designate in writing other persons to carry
out its responsibilities under the Plan, and may remove any person designated
to carry out its responsibilities under the Plan by notice in writing to that
person.  The Committee may employ persons to render advice with regard to any
of its responsibilities.  All usual and reasonable expenses of the Committee
shall be paid by the Company.  The Company shall indemnify and hold harmless
each member of the Committee from and against any and all claims and expenses
(including, without limitation, attorney's fees and related costs), in
connection with the performance by such member of his duties in that capacity,
other than any of the foregoing arising in connection with the willful neglect
or willful misconduct of the person so acting.

         8.6     The Committee shall establish rules, not contrary to the
provisions of the Plan, for the administration of the Plan and the transaction
of its business.  The Committee shall determine the eligibility of any
individual to participate in the Plan, shall interpret the Plan in its sole and
absolute discretion, and shall determine all questions arising in the
administration, interpretation and application of the Plan.  All determinations
of the Committee shall be conclusive and binding on all employees, Participants
and Beneficiaries, subject to the provisions of this Plan and applicable law.

         8.7     Any action to be taken hereunder by the Company shall be taken
by resolution adopted by the Board or an executive committee thereof; provided,
however, that by resolution, the Board or an executive committee thereof may
delegate to any officer of the Company the authority to take any actions
hereunder, other than the power to amend or terminate the Plan.

                                  ARTICLE IX

                            CLAIM REVIEW PROCEDURE

         9.1     In the event that a Participant or Beneficiary is denied a
claim for benefits under this Plan (the "Claimant"), the Committee shall
provide to the Claimant written notice of the denial which shall set forth:

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

                 (b)      specific references to pertinent Plan provisions on
                          which the Committee based its denial;

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





                                      -13-
<PAGE>   16
                 (d)      a statement that the Claimant may:

                            (i)    Request a review upon written application to
                                   the Committee;

                           (ii)    Review pertinent Plan documents; and

                          (iii)    Submit issues and comments in writing; and

                 (e)      That any appeal the Claimant wishes to make of the
                          adverse determination must be in writing to the
                          Committee within sixty (60) days after receipt of the
                          Committee's notice of denial of benefits.  The
                          Committee's notice must further advise the Claimant
                          that his failure to appeal the action to the
                          Committee in writing within the sixty (60) day period
                          will render the Committee's determination final,
                          binding, and conclusive.

         9.2     If the Claimant should appeal to the Committee, he, or his
duly authorized representative, may submit, in writing, whatever issues and
comments he, or his duly authorized representative, feels are pertinent.  The
Committee shall re-examine all facts related to the appeal and make a final
determination as to whether the denial of benefits is justified under the
circumstances.  The Committee shall advise the Claimant in writing of its
decision on his appeal, the specific reasons for the decision, and the specific
Plan provisions on which the decision is based.  The notice of the decision
shall be given within sixty (60) days of the Claimant's written request for
review, unless special circumstances (such as a hearing) would make the
rendering of a decision within the sixty (60) day period infeasible, but in no
event shall the Committee render a decision regarding the denial of a claim for
benefits later than 120 days after its receipt of a request for review.  If an
extension of time for review is required because of special circumstances,
written notice of the extension shall be furnished to the Claimant prior to the
date the extension period commences.  The Committee's notice of denial of
benefits shall identify the address to which the Claimant may forward his
appeal.

         9.3     The Company shall promptly reimburse each Claimant for his
legal fees reasonably incurred in successfully attempting to secure payment of
the benefit to which such Claimant is entitled hereunder.

                                  ARTICLE X

                             LIMITATION OF RIGHTS

         The establishment of this Plan shall not be construed as giving to any
Participant, employee of the Company or any person whomsoever, any legal,
equitable or other rights against the Company, or its officers, directors,
agents or shareholders, or as giving to any Participant or Beneficiary any
equity or other interest in the assets or business of the Company or shares of
Company stock or as giving any employee the right to be retained in the
employment of the Company.  All employees of the Company and Participants shall
be subject to discharge to the





                                      -14-
<PAGE>   17
same extent they would have been if this Plan had never been adopted.  The
rights of a Participant hereunder shall be solely those of an unsecured general
creditor of the Company.

                                  ARTICLE XI

                   LIMITATION OF ASSIGNMENT AND PAYMENTS TO
                       LEGALLY INCOMPETENT DISTRIBUTEE

         11.1    No benefits which shall be payable under the Plan to any
person shall be subject in any manner to anticipation, alienation, sale,
transfer, assignment, pledge, encumbrance or charge, and any attempt to
anticipate, alienate, sell, transfer, assign, pledge, encumber, charge or
otherwise dispose of the same shall be void.  No benefit shall in any manner be
subject to the debts, contracts, liabilities, engagements or torts of any
person, nor shall it be subject to attachment or legal process for or against
any person, except to the extent required by law.

         11.2    Whenever any benefit which shall be payable under the Plan is
to be paid to or for the benefit of any person who is then a minor or
determined by the Committee, on the basis of qualified medical advice, to be
incompetent, the Committee need not require the appointment of a guardian or
custodian, but shall be authorized to cause the same to be paid over to the
person having custody of the minor or incompetent, or to cause the same to be
paid to the minor or incompetent without the intervention of a guardian or
custodian, or to cause the same to be paid to a legal guardian or custodian of
the minor or incompetent, if one has been appointed, or to cause the same to be
used for the benefit of the minor or incompetent.

                                 ARTICLE XII

                   AMENDMENT TO OR TERMINATION OF THE PLAN

         The Company reserves the right at any time to amend or terminate the
Plan in whole or in part by resolution of the Board; provided, however, that
upon a Change in Control, any amendment or termination of the Plan shall, for a
period of two (2) years following the effective date of such Change in Control,
require the prior written consent of a majority of all Participants and
Beneficiaries hereunder, including those Participants and Beneficiaries who, at
the time of such amendment or termination, are currently entitled to a benefit
hereunder, whether or not employed at such time by the Company or an Affiliate.
No amendment shall have the effect of retroactively changing or depriving
Participants or Beneficiaries of rights already accrued under the Plan.  In the
event that the Company shall change its name, the Plan shall be deemed to be
amended to reflect the name change without further action of the Company, and
the language of the Plan shall be changed accordingly.  Upon termination of the
Plan, the Board may, in its sole and absolute discretion, and notwithstanding
any other provision hereunder to the contrary, direct that all benefits
hereunder will be paid as soon as administratively practicable thereafter and
in any event no later than 30 days following the termination of the Plan.





                                      -15-
<PAGE>   18
                                 ARTICLE XIII

                 STATUS OF PARTICIPANT AS UNSECURED CREDITOR

         All benefits under the Plan shall be the unsecured obligations of the
Company and, except for those assets which may be placed in a Trust Fund
established in connection with this Plan, no assets will be placed in trust or
otherwise segregated from the general assets of the Company for the payment of
obligations hereunder.  To the extent that any person acquires a right to
receive payments hereunder, such right shall be no greater than the right of
any unsecured general creditor of the Company.

                                 ARTICLE XIV

                          GENERAL AND MISCELLANEOUS

         14.1    Severability.  In the event that any provision of this Plan
shall be declared illegal or invalid for any reason, said illegality or
invalidity shall not affect the remaining provisions of this Plan but shall be
fully severable and this Plan shall be construed and enforced as if said
illegal or invalid provision had never been inserted herein.

         14.2    Construction.  The section headings and numbers are included
only for convenience of reference and are not to be taken as limiting or
extending the meaning of any of the terms and provisions of this Plan.
Whenever appropriate, words used in the singular shall include the plural or
the plural may be read as the singular.  When used herein, the masculine gender
includes the feminine gender.

         14.3    Governing Law.  The validity and effect of this Plan and the
rights and obligations of all persons affected hereby shall be construed and
determined in accordance with the laws of the State of Ohio unless superseded
by federal law.

         14.4    No Requirement to Fund.  The Company is not required to set
aside any assets for payment of the benefits provided under this Plan; however,
it may do so as provided in the Trust Agreement, if any.  A Participant shall
have no security interest in any such amounts.  It is the Company's intention
that this Plan be construed as a plan which is unfunded and maintained
primarily for the purpose of providing deferred compensation for a select group
of management or highly compensated employees.

         14.5    Taxes.  All amounts payable hereunder shall be reduced by any
and all federal, state and local taxes imposed upon the Participant or his
Beneficiary which are required to be paid or withheld by the Company or an
Affiliate.

-----------------------
END





                                      -16-
<PAGE>   19
CHASE BRASS & COPPER COMPANY BENEFIT RESTORATION PLAN





                                      -17-