EMPLOYMENT AGREEMENT

1.

Employment.

(a)

GTI hereby employs the Employee, and the Employee hereby accepts employment, on the terms and conditions set forth herein.

(b)

The Employee shall be employed as September 1, 2005 in the position of Chief Executive Officer of GTI, and, as necessary and appropriate, seconded to one or more of GTI’s affiliates, based in Moscow, Russia, but may from time to time be given such additional titles or be requested to perform such duties and exercise such power and authority commensurate with the Employee’s position as may be delegated to the Employee by the Board of Directors of GTI.

(c)

The Employee shall devote all necessary business time and attention, and employ the Employee’s best efforts, toward the fulfillment and execution of all assigned duties, and the satisfaction of defined annual and/or longer-term performance criteria.

(d)

Employee will have full authority in forming and directing the management of, creating and revising the organizational structure of, and appointing and dismissing the top-level management of, GTI and its subsidiaries and business units.

2.

Term.

(a)

This Agreement is effective as of the date first set forth above, and shall continue unless terminated in accordance with Section 11 herein.

(b)

GTI reserves the right to require the Employee not to be present on the premises of GTI and its subsidiaries and business units or to provide the Employee with alternative work of a broadly similar nature to the work the Employee normally performs, during any period of suspension or while the Employee is under notice of termination (served either by GTI or the Employee), provided that the Employee continues to be paid the salary and benefits to which the Employee is entitled under this Agreement and further provided that the period of any such requirement does not exceed six (6) months.

3.

Compensation.

(a)

For the purposes of this Agreement, “Salary” shall mean all payments by GTI to the Employee pursuant to this Section 3.

(b)

Commencing on September 1, 2005 and continuing thereafter unless adjusted as set forth herein, the Employee shall be paid an annual Salary of five hundred thousand dollars (USD 500,000) payable in accordance with GTI’s customary payroll practices for Employees, but no less frequently than monthly and prorated for any partial year of employment.

(c)

As soon as practicable following the last day of each fiscal year of GTI, the Compensation Committee of GTI’s Board of Directors (“Compensation Committee”) shall review the Salary of the Employee and the bonus structure for the Employee and shall consider, based upon the Employee’s performance and GTI’s financial position, potential increases, but not decreases, to the Employee’s Salary and bonus structure as the Compensation Committee shall, in its sole and absolute discretion, deem appropriate. Any such increased Salary shall be the “Salary” for all purposes under this Agreement.

4.

Signing Bonus

5.

Performance Bonus.

6.

Grant of Stock Appreciation Rights.

(a)

On or as soon as practicable following September 1, 2005, the Employee shall be issued stock appreciation rights with respect to 200,000 shares of GTI common stock (the “Award”), at a share price which shall be the closing price of GTI common stock on the Nasdaq National Market beginning on July 19, 2005 (“Granting Share Price”), one-third of which shall be and become vested and nonforfeitable on each of the first three anniversary dates from September 1, 2005, provided the Employee remains continuously employed by GTI or one of its subsidiaries or business units until each such relevant date. If, prior to August 31, 2008 and during the Employee’s period of employment with GTI or one of its subsidiaries or business units, the average closing stock price of one share of GTI common stock on the Nasdaq Stock Market (or any such other exchange on which the GTI common stock may than be traded) exceeds fifty dollars (USD 50.00) during any thirty (30) day consecutive period, the Employee will be granted stock appreciation rights for an additional 200,000 shares of GTI common stock at the Granting Share Price, which stock appreciation rights shall be fully vested upon issuance.

(b)

All stock appreciation rights shall be canceled, and GTI shall make a cash payment to the Employee on the thirtieth (30th) day (or the next business day) following the Employee’s termination of employment for any reason, with such payment to be in an amount equal to the value of the stock appreciation rights on the twenty-first (21st) day (or the next business day) following the Employee’s termination of employment. No vesting of stock appreciation rights shall occur on or after the date that an Employee’s employment with GTI or any of its subsidiaries or business units terminates for any reason other than his death or Total Disability (as defined in Section 11(b) hereof) or in the event of a Change of Control (as defined in Section 13(a)(1) hereof). In determining the number of shares of GTI common stock with respect to which any stock appreciation rights grant(s) is vested and/or exercisable, fractional shares will be rounded up to the nearest whole number if the fraction is 0.5 or higher, and down if it is less.

(c)

In the event the Employee dies while in the employ of GTI or any of its subsidiaries or terminates employment with GTI or any of its subsidiaries or business units as a result of Total Disability, any portion of the stock appreciation rights grant(s) not yet vested on such date shall become 100% vested as of such date and be exercisable either by the Employee or the Employee’s representative.

(d)

Contemporaneous with the occurrence of a Change of Control, with the exception of a Change of Control described in Section 13(a)(2) hereof, the Employee shall automatically become 100% vested in any portion of any stock appreciation rights grant(s) which was not previously vested.

7.

Benefits.

(a)

During the term of this Agreement, the Employee shall be entitled to receive such benefits and to participate in such employee group pension and welfare benefit plans, property, life, and disability insurance, and worldwide medical insurance and health benefits for the Employee and his family with a reputable international insurance agency, initially Aetna Global Benefits, and dental and medical coverage policies as are generally provided by GTI to its employees of comparable level and responsibility in accordance with the plans, practices and programs of GTI (“Benefits”). The Employee’s life insurance policy shall carry a value of $500,000 and his disability insurance policy shall carry a value of $10,000 per month. .

(b)

Upon termination of this Agreement under any of the eventualities described in paragraphs (b)-(e) of Section 11 hereof, GTI shall provide the Employee with reimbursement (i) for the cost of a one-way business class airline ticket for the Employee and his spouse (or if he is not married, his significant other) and his children from Moscow to their place of relocation if other than Moscow; and (ii) for the costs of moving the Employee’s and his spouse’s (or if he is not married, his significant other’s) and children’s household goods, including pets, vehicles and other personal property from Moscow to their place of relocation or to any storage facility designated by the Employee.

(c)

During the term of this Agreement and for the tax reporting year twelve months after the termination of this Agreement, GTI shall pay the cost of services by Ernst & Young, or some other reputable international accounting/tax firm as determined by GTI, to prepare the Employee’s and his spouse’s (or if he is not married, his significant other’s) tax declarations in Russia and in the Employee’s and his spouse’s (or if he is not married, his significant other’s) country of citizenship, to the extent required and requested by the Employee. In addition, it is the intent of the parties hereto that GTI shall equalize the Employee’s income tax obligation as if the Employee’s compensation and other benefits provided under this Agreement were earned in his country of citizenship and subject only to income tax in that country. As such, the parties hereto expressly acknowledge and agree that (i) GTI or its subsidiaries or business units shall pay all of the Employee’s Russian tax obligations associated with the Employee’s compensation and other benefits provided under this Agreement, other than income resulting from the SARs granted to the Employee, in such amounts and at such times as required by applicable Russian tax law (whether directly to the Russian taxing authority, or through reimbursement to the Employee), plus pay to the Employee such additional amounts as are required to gross up the Employee’s compensation and benefits provided under this Agreement for any Russian and country of citizenship income taxes associated with the payments and reimbursements required by this Section 7(c) and (ii), , other than income resulting from the SARs granted to the Employee, notwithstanding any change in the tax law of his country of citizenship after the date hereof.

(d)

During the term of this Agreement, GTI shall provide necessary visa support for the Employee and his family.

(e)

During the term of this Agreement, GTI shall make available, at its sole expense, foreign language training for the Employee, his spouse (or if not married, his significant other) and children.

(f)

During the term of this Agreement, GTI shall provide Employee with blanket accident insurance, which insures against accidental loss of life or bodily injury.

(g)

During the term of this Agreement, GTI shall make available to Employee personal property insurance coverage against physical loss to items of Employee’s personal property which are lost, damaged or destroyed.

8.

Expense Reimbursement.

9.

Vacation.

10.

Taxation Policy.