AMENDMENT TO THE
GENCORP INC. DEFERRED BONUS PLAN (the
“Plan”)
In accordance with
Section 11 of the Plan, the Plan shall be amended, effective
as of the dates hereinafter set forth to read as
follows:
1. Section 15
of the Plan shall be deleted in its entirety effective
October 6, 2009, and the following shall be substituted
therefor:
“Notwithstanding any other provisions of
the Plan upon the occurrence of a ‘Change in Control’
of the Company, which for purposes of this Plan shall be deemed to
occur if (a)&nbs