EXECUTIVE SUPPLEMENTAL RETIREMENT AGREEMENT

Exhibit 10.2

EXECUTIVE SUPPLEMENTAL RETIREMENT AGREEMENT

     THIS SUPPLEMENTAL RETIREMENT AGREEMENT (this “Agreement”), is entered into as of the 15th day of November, 2006, by and between THE LAMSON & SESSIONS CO., an Ohio corporation with its principal offices at Cleveland, Ohio (the “Company”), and Michael J. Merriman, Jr. (“Executive”);

WITNESSETH:

     WHEREAS, Executive is presently employed by the Company in a key executive position and possesses substantial talent, ability and unique business experience which has been and will continue to be of great value to the Company; and

     WHEREAS, the Company desires to supplement Executive’s retirement and disability benefits commensurate with his experience and value to the Company;

     NOW, THEREFORE, the Company and the Executive hereby agree to the terms of the Agreement as follows:

     1. DEFINITIONS. For purposes of this Agreement, the following terms shall have the following meanings:

          1.1 A “Change of Control” shall be deemed to have occurred if any of the following events shall occur, and if such event constitutes a change in the ownership or control of the Company, or in the ownership of a substantial portion of the assets of the Company (for purposes of Section 409A of the Code):

               (a) The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (a “Person”) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of twenty percent (20%) or more of either: (A) the then-outstanding shares of common stock of the Company (the “Company Common Stock”) or (B) the combined voting power of the then-outstanding voting securities of the Company entitled to vote generally in the election of directors (“Voting Stock”); provided, however, that for purposes of this subsection (a), the following acquisitions shall not constitute a Change of Control: (i) any acquisition directly from the Company, (ii) any acquisition by the Company, (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any subsidiary of the Company, or (iv) any acquisition by any Person pursuant to a transaction which complies with clauses (i), (ii), and (iii) of subsection (c) of this Section; or

               (b) Individuals who, as of the date hereof, constitute the Board of Directors of the Company (the “Incumbent Board”) cease for any reason (other than death or disability) to constitute at least a majority of the Board of Directors of the Company; provided, however, that any individual becoming a director subsequent to the date hereof whose election, or nomination for election by the Company’s shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board (either by a specific vote or by approval of the proxy statement of the Company in which such person is named as a nominee for

director, without objection to such nomination) shall be considered as though such individual were a member of the Incumbent Board, but excluding for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest (within the meaning of Rule 14a-11 of the Exchange Act) with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board of Directors of the Company; or

               (c) Consummation of a reorganization, merger or consolidation or sale or other disposition of all or substantially all of the assets of the Company (a “Business Combination”), in each case, unless, following such Business Combination, (i) all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Company Common Stock and Voting Stock immediately prior to such Business Combination beneficially own, directly or indirectly, more than fifty percent (50%) of, respectively, the then-outstanding shares of common stock and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the entity resulting from such Business Combination (including, without limitation, an entity which as a result of such transaction owns the Company or all or substantially all of the Company’s assets either directly or through one or more subsidiaries) in substantially the same proportions relative to each other as their ownership, immediately prior to such Business Combination, of the Company Common Stock and Voting Stock of the Company, as the case may be, (ii) no Person (excluding any entity resulting from such Business Combination or any employee benefit plan (or related trust) sponsored or maintained by the Company or such entity resulting from such Business Combination) beneficially owns, directly or indirectly, twenty percent (20%) or more of, respectively, the then-outstanding shares of common stock of the entity resulting from such Business Combination, or the combined voting power of the then-outstanding voting securities of such corporation except to the extent that such ownership existed prior to the Business Combination and (iii) at least a majority of the members of the board of directors of the corporation resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement, or of the action of the Board of Directors of the Company, providing for such Business Combination; or

               (d) Approval by the shareholders of the Company of a complete liquidation or dissolution of the Company.

          1.2 “Code” shall mean the Internal Revenue Code of 1986, as amended, and any successor thereto.

          1.3 “Company” shall mean the Company and any of its divisions and subsidiaries.

          1.4 “Eligible” shall mean that Executive shall have attained age fifty-five (55) and shall have completed five (5) years of continuous employment with the Company; provided, however, that if a Change of Control shall have occurred, Executive shall be deemed to be “Eligible” for all purposes of this Agreement regardless of his age or length of employment with the Company.

          1.5 Termination “For Cause” shall mean prior to any termination of employment by the Company, Executive shall have committed:

               (a) an intentional act of fraud, embezzlement or theft in connection with his duties or in the course of his employment with the Company;

               (b) intentional wrongful damage to property of the Company; or

               (c) intentional wrongful disclosure of secret processes or confidential information of the Company;

and any such act shall have been materially harmful to the Company. For purposes of this Agreement, no act, or failure to act, on the part of Executive shall be deemed “intentional” if it was due primarily to an error in judgment or negligence, but shall be deemed “intentional” only if done, or omitted to be done, by Executive not in good faith and without reasonable belief that his action or omission was in the best interest of the Company. Notwithstanding the foregoing, Executive shall not be deemed to have been terminated “For Cause” hereunder unless and until there shall have been delivered to Executive a copy of a resolution duly adopted by the affirmative vote of not less than three-quarters of the Board of Directors of the Company then in office at a meeting of the Board of Directors of the Company called and held for such purpose (after reasonable notice to Executive and an opportunity for Executive, together with his counsel, to be heard before the Board of Directors of the Company), finding that, in the good faith opinion of the Board of Directors of the Company, Executive had committed an act set forth above in this Section and specifying the particulars thereof in detail. Nothing herein shall limit the right of Executive or his beneficiaries to contest the validity or propriety of any such determination.

          1.6 “Key Employee” shall mean a key employee as defined in Section 409A of the Code and Section 416(i) of the Code (without regard to paragraph (5) thereof) of the Company or a subsidiary thereof.

          1.7 “Normal Retirement Date” shall mean the first day of the month coincident with or next following Executive’s attainment of age sixty-five (65).

          1.8 “Other Plan Benefit” shall mean a benefit payable to Executive under any defined benefit plan sponsored by the Company, any of its divisions or subsidiaries (“Other Plan”), calculated as if payable to Executive on a life annuity basis commencing on the date supplemental benefits commence to Executive under this Agreement (irrespective of any deferral of the commencement of payment of such benefits thereunder).

          1.9 “Permanent Disability” shall mean permanent and total disability as determined under the Company’s Long-Term Disability Plan (the “LTD Plan”).

          1.10 “Retirement Plan” shall mean The Lamson & Sessions Co. Salaried Employees’ Retirement Plan, as amended from time to time.

          1.11 “Retirement Plan Benefit” shall mean the amount that would be payable to Executive under the Retirement Plan pursuant to the terms thereof, assuming for purposes of this

Agreement that Executive became a participant in such Retirement Plan on his date of hire, and assuming further that the following Code limitations do not apply:

               (a) the limitations on the annual amount of benefits imposed by Section 415 of the Code, or

               (b) any limitation imposed by Section 401(a)(17) of the Code on the amount of compensation taken into account under the Retirement Plan or any Other Plan.

Such benefit shall be determined on a life annuity basis, commencing on the date supplemental benefits commence to Executive under this Agreement. Notwithstanding the foregoing, Executive shall be credited with two (2) Years of Credited Service for every one (1) year, or part thereof, of continuous employment he completes, until such time as the Executive is credited with a total of twenty (20) Years of Credited Service. Thereafter, he shall be credited with one (1) Year of Credited Service for every year, or part thereof, of continuous employment he completes.

          1.12 “Termination of Employment” shall mean a separation from service as defined under Section 409A of the Code, as amended, and the guidance issued thereunder.

          1.13 “Year of Credited Service” shall have the meaning set forth in the Retirement Plan.

     2. SUPPLEMENTAL RETIREMENT BENEFITS

          2.1 Retirement at Normal Retirement Date. Upon Executive’s retirement on or after his Normal Retirement Date, and provided he is Eligible on the date of such retirement, Executive shall be entitled to receive a supplemental retirement benefit from the Company. Such supplemental retirement benefit shall commence as soon as administratively possible following Executive’s Termination of Employment subject to Section 4 of this Agreement and shall be paid, on a life annuity basis, in an amount equal to the Retirement Plan Benefit (determined solely for purposes of Sections 5.1(b), 5.2(a)(i)(A)(2), 5.2(a)(i)(B)(2), 5.2(a)(ii)(B) and 8.2 of the Retirement Plan as if he had completed thirty (30) years of continuous employment with the Company on or as of the date of his retirement) minus his Other Plan Benefit, if any.

          2.2 Termination of Employment Other Than For Cause Or As a Result of Death Or Disability. In the event that Executive’s employment with the Company shall be terminated prior to his Normal Retirement Date other than For Cause or by reason of his death or Permanent Disability, and provided he is Eligible on the date of such termination, Executive shall be entitled to receive a supplemental retirement benefit from the Company. Such supplemental retirement benefit shall commence as soon as administratively possible following the earliest to occur of (i) Executive’s Normal Retirement Date or (ii) his Termination of Employment after either a Change of Control or Executive’s completion of five (5) years of continuous service and attainment of age fifty-five (55), subject to Section 4 of this Agreement, and shall be paid