AEROSPACE RETENTION AGREEMENT
THIS RETENTION AGREEMENT made and entered into as of the 22nd day of June, 1994 (the "Effective
Date"), by and between Ball Corporation (the "Corporation") having its principal place of business located at 345
South High Street, Muncie, Indiana, and Donovan B. Hicks (the "Executive").
WHEREAS, the Corporation desires that the Executive continue as an employee of the Corporation in
WHEREAS, the Executive is willing to commit himself to the employ of the Corporation and any successor
thereto, on the terms and conditions herein set forth and thus to forego opportunities elsewhere; and
WHEREAS, the parties desire to enter into this Agreement as of the Effective Date, setting forth the terms and
conditions for the employment relationship of the Executive during the Term (as hereinafter defined).
NOW, THEREFORE, IN CONSIDERATION of the mutual premises, covenants and agreements set forth
below, it is hereby agreed as follows:
1. EMPLOYMENT AND TERM.
(a) The Corporation agrees to employ the Executive, and the Executive agrees to be employed by the
Corporation, in accordance with the terms and provisions of this Agreement for the period set forth below.
(b) The term shall commence as of the Effective Date, and shall continue until the second anniversary thereof (the
"Term"); provided, however, that if the Sale, as defined in Schedule A attached hereto ("Schedule A") occurs
during the Term and the Executive is offered, but rejects, comparable employment, i.e., commensurate salary and
job responsibility, with the Successor (as defined in Schedule A), this Agreement shall be terminated, and the
Executive's employment shall be deemed to have been terminated by the Corporation for Cause (as defined in
subsection 4 (b)), in each case, as of the date of such rejection.
2. DUTIES AND POSITION OF EXECUTIVE. The Executive shall serve in such capacities and with such
titles as may, from time to time, be assigned. During the Term, the Executive shall ha