Employment Agreement

EXHIBIT 10.20

November 14, 2003

VIA HAND DELIVERY
PERSONAL AND CONFIDENTIAL

Mr. Robert D. Iseman
149 Middlebrook Drive
Fairfield, CT 06824

Dear Bob:

This letter confirms our discussion today regarding your separation from employment with Foster Wheeler Ltd., including its subsidiaries, divisions and affiliates (collectively the “Company”). The details of our discussion are set out below.

1.      Employment And Separation From Employment

In accordance with Section 4.1.3 of the Employment Agreement between the Company and you dated September 10, 2002 (“Employment Agreement”), a copy of which is attached, this letter serves as notice that your employment is being terminated without Cause effective December 14, 2003. Except as otherwise provided below, the “Term” of the Employment Agreement shall end on December 14, 2003 and that date will be your “Termination Date” for all purposes under the Employment Agreement.

Provided that (i) you abide by all of your obligations under the Employment Agreement and (ii) you do not engage in any behavior or activities which result in the Company transforming your separation into a termination for Cause in accordance with Section 4.1.1(iii) of the Employment Agreement, during the period between the date of this letter and your Termination Date (the “employment period”) your current base salary, employee benefits and perquisites shall remain unchanged. However, during the employment period, (i) you are to perform only those specific duties which I request you to perform and (ii) you are not to be present at the Company’s Perryville offices or other facilities unless your presence is specifically requested by me. Please contact Richard Lively, Senior Vice President Human Resources, to arrange a mutually convenient time during non-business hours to vacate your Perryville office on or before your Termination Date.

Following your Termination Date, the Company will pay or provide to you the amounts and benefits specified in Section 4.2.1 of the Employment Agreement.

Mr. Robert D. Iseman
November 14, 2003
Page 2

2.      Separation Amounts and Benefits

Provided that you remain in the employ of the Company through the employment period, you abide by the provisions of Paragraph 1 above and all of your obligations under the Employment Agreement, then in accordance with Section 4.2.2 of the Employment Agreement, on the condition that (i) on or within three (3) days after your December 14, 2003 Termination Date (but not before your Termination Date) you sign, date and return to me the Waiver and Release Agreement attached hereto as Attachment I, and (ii) you do not revoke the signed Waiver and Release Agreement, you will (Y) receive from the Company the separation amounts and benefits specified in Section 4.2.2 of the Employment Agreement, and (Z) be permitted for a transition period of up to two (2) months following your Termination Date to retain use of the automobile currently leased by the Company for you.

The separation amounts and benefits provided under Section 4.2.2 of the Employment Agreement are extra amounts and benefits which you would not be entitled to under the Company’s established policies, plans and procedures and the separation amounts and benefits are in exchange for your signing (and not later revoking) the Waiver and Release Agreement. The Company’s offer of the separation amounts and benefits and your signing of the Waiver and Release Agreement does not in any way indicate that you have any viable claims against the Company or that the Company has or admits any liability to you whatsoever.

You are encouraged to consult with an attorney of your choice at your own expense prior to signing the Waiver and Release Agreement. You will have been given at least twenty-one (21) days prior to your Termination Date within which to consider the Waiver and Release Agreement.

You are further advised that you may revoke the signed Waiver and Release Agreement within seven (7) days after its signing. Any such revocation must be made in writing and be received by me within the seven (7) day period. All legally required taxes and any monies owed the Company shall be deducted from the separation amounts and benefits provided under Section 4.2.2 of the Employment Agreement.

3.      Company Property/Expenses

In accordance with Section 5.1.2 of the Employment Agreement, you are hereby requested to immediately return to me all confidential information and trade secrets of the Company, including all copies thereof as described in the Employment Agreement. You are further precluded from transferring or using any copies or excerpts of the foregoing items. Further, in accordance with Section 5.1.2, you are to immediately return to me all Company property in your possession including, but not limited to, computers, other business equipment, keys, credit cards, cellular phones and beepers, and Company identification badges. Also, please note that all business expenses for which you are entitled to reimbursement under the Company’s expense reimbursement

Mr. Robert D. Iseman
November 14, 2003
Page 3

policy must be documented and submitted for approval within thirty (30) days after your Termination Date.

4.      Protection of Confidential Information; Non-Competition

Please review all of your continuing obligations to the Company delineated in Section 5 of the Employment Agreement. Specifically, please note that you have the following obligations under Section 5:

Mr. Robert D. Iseman
November 14, 2003
Page 4

proprietary