1996 EMPLOYEE STOCK OPTION PLAN

 Exhibit 10.24

                           HAYNES INTERNATIONAL, INC.
                         1996 EMPLOYEE STOCK OPTION PLAN
                         -------------------------------

     Haynes International, Inc. (the "Company") sets forth the following terms
of this Haynes International, Inc. 1996 Employee Stock Option Plan (the "Plan"):

     1.   PURPOSE.  The Plan is intended to advance the interests of the Company
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by providing key employees of the Company or of any "subsidiary corporation" of
the Company, as defined in Section 424(f) of the Internal Revenue Code of 1986,
as amended from time to time (the "Code"), or the corresponding provisions of
any subsequently enacted tax statutes, with an opportunity to acquire or
increase a proprietary interest in the Company, which thereby will create a
stronger incentive to expend maximum effort for the growth and success of the
Company and its subsidiaries, and will encourage such individuals to remain in
the employ or service of the Company or of one or more of its subsidiaries.  The
Company and all such subsidiary corporations are hereinafter collectively
referenced from time to time as the "Employer."  Except as set forth below, each
stock option granted under the Plan is intended to be an "incentive stock
option," as defined in Code Section 422 or the corresponding provisions of any
subsequently enacted tax statutes, and any provision of the Plan which would
operate so as to prevent an option that is intended to be an incentive stock
option from complying with the requirements of Code Section 422 shall be
inoperative. Options may be granted hereunder that are not intended to be
incentive stock options.  Such options shall include any option that fails to
qualify as an incentive stock option or is specifically designated as not being
an incentive stock option (a "nonqualified stock option").

     2.   ADMINISTRATION.
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          (a)  COMMITTEE.  The Plan shall be administered by the Compensation
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     Committee of the Board of Directors of the Company (the "Committee").  Each
     member of the Committee shall qualify in all respects as a "disinterested
     person" with respect to the Plan within the meaning of Rule 16b-3 or any
     successor rule ("Rule 16b-3") under the Securities Exchange Act of 1934, as
     amended (the "Exchange Act").

          (b)  POWER AND AUTHORITY.  The Committee shall have the full power and
               -------------------
     authority to take all actions and make all determinations required or
     provided for under the Plan, any option agreement, or any option granted
     under the Plan; to interpret and construe the provisions of the Plan, any
     option agreement, or any option granted under the Plan; and to take any and
     all other actions and make any and all other determinations not
     inconsistent with the specific terms and provisions of the Plan which the
     Committee deems necessary or appropriate in the administration of the Plan.
     All actions, determinations, decisions, interpretations and constructions
     taken or made by the Committee in connection with the administration of the
     Plan shall be final, conclusive, and binding on the Employer and the
     optionee or optionees.  The Committee may from time to time prescribe,
     amend, and rescind rules and regulations applicable to the Plan.

          (c)  ACTIONS AND DETERMINATIONS.  The Committee may take actions and
               --------------------------
     make determinations in the manner prescribed by the Board of Directors of
     the Company, provided such actions and determinations are permitted by the
     Certificate of Incorporation and Bylaws of the Company, the Delaware
     General Corporation Law, as amended, and all other applicable laws.  A
     majority of the directors serving on the Committee at a particular time
     shall constitute a quorum for purposes of any action or determination by
     the Committee.  All actions and determinations of the Committee shall be
     made by an affirmative vote of not less than a majority of its members.

          (d)  NO LIABILITY.  No member of the Committee shall be liable for any
               ------------
     action or determination made by the Committee or by such member in good
     faith.

     3.   ELIGIBILITY.
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          (a)  KEY EMPLOYEES.  Only those persons who are key employees of the
               -------------
     Employer shall be eligible to participate in the Plan.  The Committee shall
     determine from time to time the particular employees of the Employer who
     are "key employees" of the Employer and who shall be eligible to
     participate in the Plan, and the terms and extent of their participation in
     the Plan.

          (b)  10% SHAREHOLDERS.  
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               (i)  Options granted under the Plan to any key employee of the
     Employer who, at the time such option is granted, owns Shares possessing
     more than 10% of the total combined voting power of all classes of shares
     of the Company or of any parent corporation of the Company (as defined in
     Code Section 424(e)) or subsidiary corporation of the Company (such
     employee, a "10% Shareholder"), shall be treated as provided in
     subparagraphs (ii) and (iii) below.  In determining whether the percentage
     limitations of this Section 3(b) are met, an employee shall be considered
                         ------------
     as owning any shares owned, directly or indirectly, by or for his or her
     brothers or sisters (whether by the whole or half blood), spouse,
     ancestors, lineal descendants, or by reason of any other relationships as
     contemplated by Code Section 422(b)(6).  For purposes of this Section 3(b),
                                                                   ------------
     shares owned, directly or indirectly, by or for a corporation, partnership,
     estate, or trust shall be considered as being owned proportionately by or
     for its shareholders, partners, or beneficiaries.

               (ii)  An option granted to an employee who is a 10% Shareholder
     shall qualify as an incentive stock option only if at the time such option
     is granted the option price is at least 110% of the fair market value of
     the shares subject to the option and such option by its terms is not
     exercisable after the expiration of five years from the date such option is
     granted.

               (iii)  To the extent that any option granted under the Plan to an
     employee who is a 10% Shareholder does not satisfy subparagraph (ii) above,
     it shall be deemed 

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     a nonqualified stock option and shall not be subject to the requirements
     described in subparagraph (ii) above or Section 5 below.
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     4.   SHARES.  The shares subject to the options and other provisions of the
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Plan shall be authorized but unissued, or reacquired shares of the Company's
Common Stock, $.01 par value  (the "Shares of Common Stock").  The total number
of Shares of Common Stock with respect to which options may be granted under
this Plan shall not exceed, in the aggregate, 400,000 Shares of Common Stock,
except as such number of Shares of Common Stock shall be adjusted in accordance
with the provisions set forth in Section 6(g) of this Plan.  In the event any
                                 ------------
outstanding option under the Plan expires, is surrendered or otherwise
reacquired by the Company or is terminated (in each case prior to the exercise
thereof) in whole or in part for any reason prior to the end of the period
during which options may be granted, the Shares of Common Stock allocable to the
unexercised portion of such option may again be subject to an option granted
under the Plan.  During the period that any options granted under the Plan are
outstanding, the Company shall reserve and keep available such number of Shares
of Common Stock as will be sufficient to satisfy all outstanding, unexercised
options.

     5.   MAXIMUM EXERCISE.  The aggregate fair market value (determined at the
          ----------------
time the option is granted) of the Shares of Common Stock with respect to which
incentive stock options are exercisable for the first time by an employee during
any calendar year (under all option plans of the Company and its parent and
subsidiary corporations within the meaning of Code Section 422(d)) shall not
exceed $100,000.  In the event the fair market value of the Shares of Common
Stock subject to such options exceeds $100,000, the options in excess of such
amount shall be deemed to be nonstatutory stock options, and the character of
all relevant options shall be determined by taking options into account in the
order in which they were granted.

     6.   TERMS AND CONDITIONS OF OPTIONS.  Subject to the terms and conditions
          -------------------------------
set forth in the Plan, the Committee may grant options to any eligible
individuals upon such terms and conditions as the Committee shall determine. 
The date on which the Committee approves the grant of an option shall be
considered the date on which such option is granted, unless otherwise specified
by the Committee.  Options granted pursuant to the Plan shall be evidenced by
option agreements in such form consistent with the Plan as the Committee shall
prescribe from time to time.  Option agreements covering options granted from
time to time or at the same time need not contain similar provisions so long as
all such option agreements are consistent with the Plan.  Such option agreements
shall state whether the options issued thereunder are incentive stock options or
non-statutory stock options, and shall comply with and be subject to the
following terms and conditions:

          (a)  MEDIUM AND TIME OF PAYMENT.
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               (i)  In General.  An option may be exercised by delivery of
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     payment of the purchase price of the Shares of Common Stock subject to an
     option accompanied by a properly executed written notice of exercise and
     subscription agreement in such 

                                      - 3 -

     form as prescribed by the Committee.  The notice of exercise shall specify
     the date the option was granted, the number of Shares of Common Stock with
     respect to which the option is being exercised, the option price of the
     option being exercised and such other information as the Committee shall
     determine.  The Committee may prescribe in the option agreement a minimum
     number of Shares of Common Stock with respect to which an option may be
     exercised, in whole or in part.  Except as provided in Section 6(a)(ii) of
                                                            ----------------
     this Plan, payment in full of the purchase price of the Shares of Common
     Stock for which the option is being exercised shall be made either (i) in
     cash or in cash equivalents; (ii) through the tender to the Company of
     Shares of Common Stock or the withholding of Shares of Common Stock subject
     to the option, which Shares of Common Stock shall be valued, for purposes
     of determining the extent to which the purchase price has been paid, at
     their fair market value on the date of exercise as determined under Section
                                                                         -------
     6(c) of this Plan; or (iii) by a combination of the methods prescribed in
     ----
     (i) and (ii); provided, however, that the Committee may in its discretion
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     impose and set forth in the option agreement pertaining to an option such
     limitations or prohibitions on the use of Shares of Common Stock to
     exercise options as it deems appropriate.  Any attempt to exercise an
     option granted under the Plan other than as set forth in this Section 6(a)
                                                                   ------------
     shall be invalid and of no force and effect.  

               (ii)      Use of Brokers.  The Committee may provide, by
                         --------------
     inclusion of appropriate language in an option agreement, that payment in
     full of the purchase price need not accompany the written notice of
     exercise and subscription agreement provided the notice of exercise and
     subscription agreement direct that the certificate or certificates for such
     Shares of Common Stock for which the option is exercised be delivered to a
     licensed broker acceptable to the Company as the agent for the individual
     exercising the option and, at the time such certificate or certificates are
     delivered, the broker tenders to the Company cash or cash equivalents
     acceptable to the Company equal to the purchase price for such Shares of
     Common Stock purchased pursuant to the exercise of the option plus the
     amount (if any) of federal and other taxes which the Company may, in its
     sole judgment, be required to withhold with respect to the exercise of the
     option.

               (iii)     Issuance of Certificates.  Promptly after the exercise
                         ------------------------
     of an option and the payment in full of the purchase price of the Shares of
     Common Stock subject to the option, the individual exercising the option
     shall be entitled to the issuance of a certificate or certificates
     evidencing ownership of such Shares of Common Stock.  The Company may issue
     separate certificates for any Shares of Common Stock purchased pursuant to
     the exercise of an option which is an incentive stock option and for Shares
     of Common Stock purchased pursuant to the exercise of an option which is
     not an incentive stock option.

          (b)  NUMBER OF SHARES.  Each option agreement shall state the total
               ----------------
     number of Shares of Common Stock which may be purchased pursuant to the
     option agreement.

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          (c)  OPTION PRICE.  The purchase price of each Share of Common Stock
               ------------
     subject to an option shall be fixed by the Committee at an amount which is
     not less than the fair market value per Share of Common Stock on the date
     of grant of the option.  In the case of options granted pursuant to Section
                                                                         -------
     3(b)(ii) of this Plan to a key employee who is a 10% Shareholder, the
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     purchase price of each Share of Common Stock subject to an option shall be
     an amount which is not less than 110% of the fair market value per Share of
     Common Stock on the date of grant of the option.  The fair market value of
     the Shares of Common Stock subject to an option shall be determined by the
     Committee in good faith in accordance with such procedures as the Committee
     shall prescribe from time to time.  The Committee shall consider those
     factors which the Committee reasonably believes to be relevant in
     determining the fair market value of the Shares of Common Stock.  The
     option agreement shall state the purchase price of the Shares of Common
     Stock subject to the option.

          (d)  TERM OF OPTIONS.  Each option granted under the Plan shall expire
               ---------------
     within the period prescribed in the option agreement relating to the
     option, which shall not be more than ten years from the date the option is
     granted; provided, however, if an option is granted pursuant to Section
              --------  -------                                      -------
     3(b)(ii) of this Plan to a key employee who is a 10% Shareholder, such
     --------
     period shall not be more than five years from the date the option is
     granted.  The option agreement shall state the date of the grant of the
     option.

          (e)  TIME OF EXERCISE.  The Committee may, in its discretion, provide
               ----------------
     in an option agreement that an option granted under the Plan may not be
     exercised in whole or in part until the expiration of such period or
     periods of time as may be specified by the Committee; provided, however,
                                                           --------  -------
     that any such limitation on the exercise of an option contained in an
     option agreement may be rescinded, modified, or waived by the Committee, in
     its sole discretion, at any time and from time to time after the date of
     grant of such option so as to accelerate the time in which the option may
     be exercised.  Except as specifically restricted by the provisions of this
     Section 6(e) or by the Committee in administering the Plan, any option may
     ------------
     be exercised in whole or in part at any time and from time to time during
     the period commencing with the date of grant and ending upon the expiration
     or termination of the option.  Notwithstanding the preceding sentence, any
     person subject to Section 16 of the Exchange Act, who is granted an option
     shall not exercise the option in whole or in part within the six-month
     period immediately following the date of grant, unless the person agrees to
     hold the securities acquired upon exercise until at least six months have
     elapsed from the date of grant.

          (f)  TERMINATION OF EMPLOYMENT.
               -------------------------

               (i)  In General.  Without limiting the applicability of Section
                    ----------                                         -------
     6(h) of this Plan, in the event an optionee shall cease to be employed by
     ----
     the Employer, a parent corporation of the Employer, or a corporation or a
     parent corporation or a subsidiary corporation of such corporation issuing
     or assuming an option in a transaction to which 

                                      - 5 -

     Code Section 424(a) applies, all options outstanding in the hands of the
     optionee shall terminate as to any unexercised portion thereof on the date
     which is three months after the effective date of the cessation of the
     optionee's employment; provided, however, that the Committee, in its
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     discretion, subject to the provisions of Section 6(d) and Section 6(e) of
                                              ------------     ------------
     this Plan, may permit an option holder who ceases to be so employed to
     exercise, at any time within three months after the effective date of the
     cessation of the optionee's employment any unexercised options which become
     exercisable during the three-month period following such effective date;
     and provided further, that if any cessation of employment is due to
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     retirement with the consent of the Employer or permanent and total
     disability (as defined in Code Section 22(e)(3)), the optionee shall have
     the right, subject to the provisions of Section 6(d) and Section 6(e) of
                                             ------------     ------------
     this Plan, to exercise the option with respect to the Shares of Common
     Stock for which it could have been exercised on the effective date of
     cessation of employment, at any time within three months after such
     cessation of employment due to retirement with the consent of the Employer
     or at any time within twelve months after such cessation of employment due
     to permanent and total disability.

               (ii)      Death.  In the event of the death of an employee while
                         -----
     in the employ of the Employer or within the period following cessation of
     employment during which the option remains exercisable under this Section
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     6(f), the employee's personal representative shall have the right, subject
     ----
     to the provisions of Section 6(d) and Section 6(e) of this Plan, to
                          ------------     ------------
     exercise the option with respect to the Shares of Common Stock for which it
     could have been exercised on the date of death, at any time within twelve
     months from the date of death.

               (iii)     Determinations.  For purposes of the Plan, whether a
                         --------------
     cessation of employment is to be considered a retirement with the consent
     of the Employer or due to permanent and total disability, and whether an
     authorized leave of absence or absence on military or government service
     shall be deemed to constitute termination of employment shall be determined
     by the Committee.  For purposes of the Plan, a cessation of employment with
     the Company or a subsidiary corporation shall not be deemed to occur if the
     optionee is immediately thereafter employed with the Company or any
     subsidiary corporation.

          (g)  RECAPITALIZATION.  The aggregate number of Shares of Common Stock
               ----------------
     as to which options may be granted under the Plan, the number of Shares of
     Common Stock covered by each outstanding option, and the option price per
     Share of Common Stock with respect to each such option, all shall be
     proportionately adjusted for any increase or decrease in the number of
     issued Shares of Common Stock resulting from a subdivision or consolidation
     of shares or any other capital adjustment, the payment of a share dividend,
     or other increase or decrease in the number of issued Shares of Common
     Stock effected without receipt of consideration by the Company.  In the
     event that, prior to the delivery by the Company of Shares of Common Stock
     remaining under any outstanding option under the Plan, there shall be a
     reorganization or reclassification 

                                      - 6 -

     of the capital of the Company resulting in a substitution of other shares
     for the Shares of Common Stock, there shall be substituted the number of
     substitute shares which would have been issued in exchange for the Shares
     of Common Stock then remaining under the option if such Shares of Common
     Stock had been then issued and outstanding.

          (h)  CHANGE OF CONTROL, DISSOLUTION, AND LIQUIDATION.
               -----------------------------------------------

               (i)  Change of Control.  For purposes of the Plan, "change of
                    -----------------
     control event" shall be deemed to have occurred if:

                    (A)  The Company shall become a party to an agreement of
     merger, consolidation, or other reorganization pursuant to which the
     Company will be a constituent corporation and the Company will not be the
     surviving or resulting corporation, or which will result in less than 50%
     of the outstanding voting securities of the surviving or resulting entity
     being owned by the former shareholders of the Company;

                    (B)  The Company shall become a party to an agreement
     providing for the sale by the Company of all or substantially all of the
     Company's assets to any individual, partnership, joint venture,
     association, trust, corporation, or other entity ("Person") which is not a
     wholly-owned subsidiary of the Company;

                    (C)  The Company determines in its sole discretion that any
     Person has become or is anticipated to become the beneficial owner,
     directly or indirectly, of securities of the Company representing 50% or
     more of the combined voting power of the Company's then outstanding
     securities, the effect of which (as determined by the Company in its sole
     discretion) is to take over control of the Company; or

                    (D)  The Company determines that during any period of two
     consecutive years, individuals who, at the beginning of such period,
     constituted the Board of Directors of the Company, cease, for any reason,
     to constitute at least a majority thereof, unless the election or
     nomination for election for each new director was approved by the vote of
     at least two-thirds of the directors then still in office who were
     directors at the beginning of the period.

               (ii) Effect of a Change of Control Event.  Upon the occurrence of
                    -----------------------------------
     a change of control event, the Company shall provide written notice thereof
     (the "Change of Control Notice") to the optionees.  All unvested options
     shall vest immediately upon delivery of the Change of Control Notice to the
     optionees.  The Company shall have the right, but not the obligation, to
     terminate all outstanding options as of the 30th day immediately following
     the date of the sending of the Change of Control Notice by including a
     statement to such effect in the Change of Control Notice.  Upon delivery of
     the Change of Control Notice and regardless of whether the Company elects
     to terminate 

                                      - 7 -

     the outstanding options, and subject to Section 6(d) and Section 6(e) of
                                             ------------     ------------
     this Plan, the optionees shall have the right to immediately exercise all
     outstanding options in full during the 30-day period notwithstanding the
     other terms and conditions otherwise set forth in the Plan or in any option
     agreement.

               (iii)     Dissolution and Liquidation.  In the event the Company
                         ---------------------------
     adopts all necessary resolutions approving a plan to dissolve or liquidate
     the Company, the Company shall provide written notice thereof (the
     "Dissolution Notice") to the optionees.  All unvested options shall vest
     immediately upon delivery of the Dissolution Notice to the optionees.  Upon
     delivery of the Dissolution Notice, and subject to Section 6(d) and Section
                                                        ------------     -------
     6(e) of this Plan, the optionees shall have the right to immediately
     ----
     exercise all outstanding options in full during the 30-day period
     immediately following the date of the sending of the Dissolution Notice
     notwithstanding the other terms and conditions otherwise set forth in the
     Plan or in any option agreement.  All unexercised options outstanding as of
     the 30th day immediately following the date of the sending of the
     Dissolution Notice shall terminate.

          (i)  ASSIGNABILITY. No option shall be assignable or transferable,
               -------------
     except to the extent provided in Section 6(f) of this Plan in the event of
                                      ------------
     the death of an optionee.  During the lifetime of an optionee, the option
     shall be exercisable only by the optionee to whom the option was granted
     (or, in the event of the legal incapacity or incompetency of the optionee,
     the optionee's legal guardian or legal representative on behalf of the
     optionee).

          (j)  ISSUANCE OF SHARES AND COMPLIANCE WITH SECURITIES LAWS.
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               (i)  Conformity With Law.  The Company shall not be required to
                    -------------------
     sell or issue any Shares of Common Stock in connection with any option
     granted under the Plan and may postpone the issuance and delivery of
     certificates representing Shares of Common Stock until (a) the admission of
     such Shares of Common Stock to listing on any stock exchange on which
     Shares of Common Stock of the Company of the same class are then listed or,
     if not so listed, qualification of such Shares of Common Stock for
     inclusion in the Nasdaq National Market or such other trading market or
     quotation system on which the Common Stock of the Company is then traded or
     quoted; and (b) the completion of such registration or other qualification
     of such Shares of Common Stock under any state or federal law, rule, or
     regulation as the Company shall determine to be necessary or advisable,
     which registration or other qualification the Company shall use reasonable
     efforts to complete.  Any person purchasing Shares of Common Stock pursuant
     to the Plan may be required to make such representations and furnish such
     information as may, in the opinion of counsel for the Company, be
     appropriate to permit the Company to determine the necessity of
     registration of the Shares of Common Stock under the Securities Act of
     1933, as amended, or any similar state statute.

                                      - 8 -

               (ii)      Compliance with Rule 16b-3.  The Plan is intended to
                         --------------------------
     qualify for the exemption from the short-swing profits liability imposed by
     Section 16(b) under the Exchange Act provided by Rule 16b-3.  To the extent
     any provision of the Plan or any action by the Committee does not comply
     with the requirements of Rule 16b-3, it shall be deemed inoperative to the
     extent permitted by law and deemed advisable by the Committee.  In the
     event Rule 16b-3 is revised or replaced, the Committee may exercise its
     discretion to modify the Plan in any respect necessary to satisfy the
     requirements of the revised exemption or its replacement provided such
     modification is made in accordance with Section 8.
                                             ---------

          (k)  RIGHTS AS A SHAREHOLDER.  An optionee shall have no rights as a
               -----------------------
     shareholder with respect to Shares of Common Stock covered by an option
     until the date of issuance of a certificate or certificates to the optionee
     and only after the purchase price of such Shares of Common Stock is fully
     paid.  No adjustment will be made for dividends or other rights for which
     the record date is prior to the date such certificate or certificates are
     issued.

          (l)  OTHER PROVISIONS.  The option agreements entered into under the
               ----------------
     Plan shall contain such other provisions as the Committee shall deem
     advisable, provided that such provisions are not inconsistent with the
     terms of the Plan and Code Section 422.

     7.   TERM OF PLAN.  The Plan shall become effective upon or in accordance
          ------------
with the terms of the approval by the holders of a majority of the issued and
outstanding Shares of Common Stock of the Company voting in person or by proxy
at a duly held shareholders' meeting or upon or in accordance with the terms of
the approval by the written consent of the holders of a majority of the issued
and outstanding Shares of Common Stock of the Company in accordance with
applicable law; provided, however, that the Plan shall become effective only if
                --------  -------
approved by such shareholders within twelve months before or after the date the
Plan is adopted by the Board of Directors of the Company.  The Plan shall
terminate ten years after the earlier of the date the Plan is adopted by the
Board of Directors or the date the Plan is approved by the shareholders, or on
such earlier date as the Board of Directors may determine.1  No option may be
granted under the Plan thereafter.

     8.   AMENDMENT OF THE PLAN.  The Board of Directors of the Company, except
          ---------------------
any members participating in the Plan, may from time to time, alter, amend,
suspend, or discontinue the Plan with respect to any Shares of Common Stock as
to which options have not been granted; provided, however, that the Board of
                                        --------  -------
Directors may not, without further approval by the holders of a majority of the
issued and outstanding Shares of Common Stock of the Company voting in person or
by proxy at a duly held shareholders' meeting or further 

                              
          --------------------

               1In accordance with  this provision, the expiration  date of
          the Plan  is May 27,  2006, pursuant  to the  Plan as  adopted on
          May 28, 1996.

                                      - 9 -

approval by the written consent of the holders of a majority of the issued and
outstanding Shares of Common Stock of the Company in accordance with applicable
law:

          (a)  increase the maximum number of Shares of Common Stock as to which
     options may be granted under the Plan (other than as provided in Section
                                                                      -------
     6(g) of this Plan);
     ----

          (b)  change the class of shares for which options may be granted under
     the Plan;

          (c)  change the designation of the employees or class of employees
     eligible to receive options under the Plan;

          (d)  change the provisions of Section 6(c) of this Plan concerning the
                                        ------------
     option price;

          (e)  increase the maximum period during which options may be
     exercised;

          (f)  extend the term of the Plan;

          (g)  permit the granting of options to members of the Committee; or

          (h)  make any other change to the Plan that is required to be approved
     by the shareholders of the Company under Rule 16b-3.

     9.   APPLICATION OF FUNDS.  The proceeds received by the Company from the
          --------------------
sale of Shares of Common Stock pursuant to options granted under the Plan will
be used for general corporate purposes.

     10.  NO OBLIGATION TO EXERCISE OPTION.  The granting of an option under the
          --------------------------------
Plan shall impose no obligation upon the optionee to exercise any such option.

     11.  NO OBLIGATION TO CONTINUE EMPLOYMENT.  Neither the adoption of the
          ------------------------------------
Plan nor the granting of an option under the Plan shall impose any obligation on
the Employer to provide any specified amount of compensation to, or to continue
the employment of, any optionee.

     12.  APPLICABILITY OF AMENDMENTS.  Without the express written consent of
          ---------------------------
the Company and the optionee, no amendment, suspension, or termination of the
Plan shall alter, impair, or otherwise affect any rights or obligations of the
Company or an optionee with respect to any option previously granted to such
optionee.

     13.  WITHHOLDINGS.  The Company shall have the right to require optionees
          ------------
or their agents to remit to the Company amounts sufficient to satisfy any
federal, state or local income, employment, or other tax withholding
requirements (or make other arrangements satisfactory to the Company with regard
to such taxes) at such times as the Company deems necessary or appropriate for
compliance with such laws.  Payment in full of any such 

                                     - 10 -

withholdings shall be made either (i) in cash or in cash equivalents; (ii)
through the tender to the Company of Shares of Common Stock or the withholding
of Shares of Common Stock subject to the option, which Shares of Common Stock
shall be valued, for purposes of determining the extent to which the purchase
price has been paid, at their fair market value on the date of exercise as
determined under Section 6(c) of this Plan; or (iii) by a combination of the
                 ------------
methods prescribed in (i) and (ii); provided, however, that the Committee may in
                                    --------  -------
its discretion impose and set forth in the option agreement pertaining to an
option such limitations or prohibitions on the use of Shares of Common Stock to
pay withholdings as it deems appropriate.

                                     - 11 - 

Basic Info X:

Name: 1996 EMPLOYEE STOCK OPTION PLAN
Type: Stock Option Plan
Date: June 7, 1996
Company: HAYNES INTERNATIONAL INC
State: Delaware

Other info:

Date:

  • May 27 , 2006
  • May 28 , 1996

Organization:

  • Haynes International , Inc.
  • Certificate of Incorporation
  • Delaware General Corporation Law
  • Use of Brokers
  • Share of Common Stock
  • Change of Control Event
  • Change of Control Notice
  • Nasdaq National Market
  • Shares of Common Stock of the Company
  • Board of Directors of the Company
  • Company of Shares of Common Stock

Money:

  • $ .01
  • $ 100,000

Percent:

  • 110 %
  • 50 %