0001104659-09-064702 Sample Contracts

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • November 13th, 2009 • Boise Cascade Holdings, L.L.C. • Wholesale-lumber & other construction materials

THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Second Amendment”) is made as of the 11th day of August, 2009, between Boise Cascade, L.L.C., a Delaware limited liability company (the “Company”), and Duane C. McDougall (“Executive”) with the intention that it be effective on August 16, 2009 (the “Second Amendment Effective Date”).

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Retention Award Agreement
Retention Award Agreement • November 13th, 2009 • Boise Cascade Holdings, L.L.C. • Wholesale-lumber & other construction materials • Idaho

This Retention Award Agreement (the “Agreement”) is made and entered into on _____________ (the “Award Date”), by and between Boise Cascade, L.L.C. (the “Company”) and _____________ (“Awardee” or “you”) pursuant to the following terms with the intention that it become effective on August 16, 2009 (the “Effective Date”):

AMENDMENT NO. 1 TO MANAGEMENT EQUITY AGREEMENT
Management Equity Agreement • November 13th, 2009 • Boise Cascade Holdings, L.L.C. • Wholesale-lumber & other construction materials • Idaho

THIS AMENDMENT NO. 1 TO MANAGEMENT EQUITY AGREEMENT (this “Agreement”) is made and entered into as of AUGUST 11, 2009, by and among Forest Products Holdings, L.L.C., a Delaware limited liability company (the “Company”) and Duane C. McDougall (the “Management Investor”) with the intention that it be effective as of August 16, 2009 (the “Effective Date”).

Boise Cascade, L.L.C. 1111 West Jefferson Street, Suite 300 PO Box 50 Boise, ID 83728-5389 T 208 384 6161 www.bc.com
Boise Cascade Holdings, L.L.C. • November 13th, 2009 • Wholesale-lumber & other construction materials

Congratulations on your recent promotion! This letter amends the letter agreement between you and Boise Cascade, L.L.C. dated February 22, 2008 (the “2008 Agreement”), to conform the benefits provided in the 2008 Agreement to the benefits appropriate for your new position. Capitalized terms used in this letter shall have the meanings given to those terms in the 2008 Agreement. This agreement shall be effective on August 16, 2009.

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