Document L700re6XjjjO3oz7E21L4ggz

RESOLUTION ADOPTED BY UNANIMOUS CONSENT OF THE DIRECTORS OF A. P. GREEN SERVICES, INC. C The undersigned, being all "the Directors of A. p. Gre Services, Inc., a Michigan corporation, hereby adopt the following resolution, by unanimous consent, as the action of the Board cf Directors of said Company: WHEREAS, this corporation's parent, A. P. Green Industries, Inc./is entering into a Lean Agreement under the terms of which it may borrow from time to time US$30,000,000; and WHEREAS, the Guaranty of this corporation of the borrowings by A. P. Green Industries, Inc. under that Loan Agreement is a condition to such loans; and WKERE.AS, the ability of A. P. Green Industries, Inc. to borrow under the Loan Agreement is a benefit to and in the best interests, of this corporation; NOW, THEREFORE, BE IT RESOLVED, that Gary L. Roberts, be and he is hereby authorized to execute and deliver on behalf of this corporation' a Guaranty pursuant to that certain Loan Agreement among A. P. Green Industries, Inc. and Commerce Bank, National Association and Comerica Bank as Lenders and Commerce Bank, National Association as Agent in the form attached hereto. Executed as of this 31st day of December, 1995