0001193125-05-160904 Sample Contracts

RESTRICTED STOCK AGREEMENT- HUTTIG BUILDING PRODUCTS, INC. AMENDED AND RESTATED 2001 STOCK INCENTIVE PLAN January 28, 2003
Restricted Stock Agreement • August 8th, 2005 • Huttig Building Products Inc • Wholesale-lumber & other construction materials • Delaware

The parties to this Restricted Stock Agreement (the “Agreement”) are Huttig Building Products, Inc., a Delaware corporation (the “Corporation”) and , an employee of the Corporation (the “Participant”).

SETTLEMENT AGREEMENT
Settlement Agreement • August 8th, 2005 • Huttig Building Products Inc • Wholesale-lumber & other construction materials • New York

THIS SETTLEMENT AGREEMENT (“Settlement Agreement”) is entered into as of this 19th day of January 2005 by and among The Rugby Group Ltd., f/k/a The Rugby Group PLC, an English company (“Rugby”), Rugby IPD Corp., a Delaware corporation (“Rugby IPD”), and Huttig Building Products, Inc., a Delaware corporation (“Huttig”) (Rugby, Rugby IPD and Huttig being referred to herein separately as a “Party” and collectively as the “Parties”).

FIRST AMENDMENT to CREDIT AGREEMENT
Credit Agreement • August 8th, 2005 • Huttig Building Products Inc • Wholesale-lumber & other construction materials

This FIRST AMENDMENT to CREDIT AGREEMENT (this “Amendment”) is entered into and effective as of December 3, 2004, by and among Huttig Building Products, Inc., a Delaware corporation (the “Company”), LaSalle Bank National Association (“LaSalle”), as Administrative Agent, and LaSalle and the other lenders listed on the signature page hereto (the “Lenders”).