CONTRACT AGREEMENT

Exhibit 10(ff)

CONTRACT AGREEMENT

This Contract is made and effective as of January 12, 2005, by and between The Dayton Power and Light Company, a corporation of the State of Ohio, (hereinafter called Purchaser), with offices at US Route 52 (4 miles east of Aberdeen), Aberdeen, Ohio, 45101, and Ershigs, Inc., a corporation of the State of Washington, (hereinafter called Contractor), with offices at 742 Marine Drive, Bellingham, Washington, 98227.  Purchaser and Contractor (collectively, the Parties) agree as follows:

In consideration of the mutual covenants contained herein and other valuable consideration, receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

Contractor agrees to provide all adequate and competent labor, plus all materials, equipment, tools, supplies, transportation, supervision, technical and professional and other services and items, and to perform all operations necessary and required for the complete performance of the work (“Work”) for the J.M. Stuart and Killen Station AQC Projects, in accordance with Specification No. 139226.72.3608 (the Specification).

Purchaser shall pay to Contractor, in the manner indicated within this Contract, for the complete and satisfactory performance of all the Work, a firm, fixed lump sum amount of $58,515,000, which the Contractor shall accept as full compensation therefore.

Time is a material consideration of this Contract.  The Work shall be performed in accordance with the schedule provided within this Contract.  The Parties agree that neither this Contract Agreement nor any other portion of the Contract releases Contractor to proceed with any portion of the Work described herein.  Such release shall only be made by Purchaser’s issuance of a Purchase Order (or Purchase Orders) to Contractor, which may release Contractor for all or only a portion of the Work described herein.  The commercial terms and conditions contained herein supercede the terms and conditions which are included with said Purchase Order.

IN WITNESS WHEREOF, Purchaser and Contractor have signed this Contract in triplicate.

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