PHANTOM SHARE AWARD AGREEMENT 1999 Long Term Stock Incentive Plan

Exhibit 10.13

PHANTOM SHARE AWARD AGREEMENT

1999 Long Term Stock Incentive Plan

This Phantom Share Award Agreement (the “Agreement”) is made as of the Grant Date between  _____  (the “Company”), and the grantee named above (“Grantee”), with reference to the stock of KAYDON CORPORATION, a Delaware corporation (“Kaydon”).

The Kaydon Corporation 1999 Long Term Stock Incentive Plan (the “Plan”) is administered by the Compensation Committee of Kaydon’s Board of Directors (the “Committee”). The Committee has determined that Grantee is eligible to participate in the Plan. The Committee has granted phantom shares to Grantee, subject to the terms and conditions contained in this Agreement and in the Plan.

Grantee acknowledges receipt of a copy of the Prospectus for the Plan and accepts this grant of phantom shares subject to all of the terms, conditions, and provisions of this Agreement and the Plan.

1.  Grant of Phantom Shares. The Company grants to Grantee, effective as of the Grant Date set forth above, and Grantee accepts, the phantom shares of $0.10 par value Common Stock of Kaydon set forth above, subject to the terms and conditions of this Agreement (the “Phantom Shares ). Each Phantom Share represents the right to receive from the Company an amount in British Pound Sterling equal to the fair market value of one share of the Common Stock, at the time and on the conditions described below.

2.  Conditions. The Company awards the Phantom Shares to Grantee subject to the conditions described below and to a vesting schedule. Those conditions must be met or otherwise lapse, and vesting must occur, before Grantee will receive any funds under this Agreement. If Grantee breaches the terms of this Agreement or ceases to be employed by the Company for certain reasons as described in this Agreement, if the applicable restrictions are not satisfied or do not lapse, or if Grantee does not vest in some or all of the Phantom Shares, the Phantom Shares as to which the restrictions have not lapsed or in which Grantee’s interest has not vested pursuant to this Agreement as set forth below will be extinguished without payment.

3.  Restrictions On and Vesting of Phantom Shares. If Grantee is then employed by the Company and has not breached the terms of this Agreement, the restrictions on twenty percent (20%) of the initial number of Phantom Shares will lapse and the Grantee will vest in those shares on each January 5 following the Grant Date, commencing with January 5, 2009. Lapsing of restrictions and vesting under this provision will continue until all of the Phantom Shares are free of restrictions and vested, the Grantee is no longer employed by the Company, or another provision of this Agreement supersedes this section, whichever occurs first. The Committee may, in its sole discretion, accelerate the lapsing of restrictions and the vesting of the Phantom Shares at any time before the restrictions would otherwise lapse or before full vesting. As restrictions lapse and vesting occurs, the Company will pay the amount, determined at that time, Grantee is entitled to receive on account of those Phantom Shares as to which restrictions have just lapsed and vesting has just occurred. Upon such payment, those Phantom Shares shall be extinguished.

In addition, the Company will pay Grantee at that time an amount (“Phantom Dividends”), in British Pound Sterling, equal to the regular quarterly per share cash dividends, if any, paid by Kaydon Corporation during the preceding calendar year (or, in the case of the payment on January 5, 2009, since the Grant Date) multiplied by the number of shares of Common Stock underlying the Phantom Shares as to which all restrictions then lapse plus the Phantom Shares that remain subject to restrictions.

4.  Transferability. Unless the Committee otherwise consents or the Plan otherwise explicitly provides, Grantee will not sell, exchange, transfer, pledge, or otherwise dispose of the Phantom Shares or the rights to payment under this Agreement at any time, whether voluntarily or involuntarily, by operation of law or otherwise. If Grantee violates the restrictions in this Section, Grantee’s right to payment for Phantom Shares remaining subject to restrictions or which have not yet vested will immediately cease and terminate and Grantee will immediately forfeit and surrender to the Company all Phantom Shares and all rights to payment for Phantom Shares that are still subject to restrictions or which have not yet vested.

5.  Rights as a Shareholder. Grantee has no rights as a shareholder with respect to the Phantom Shares. Except for the payment of Phantom Dividends, Grantee has no right to receive any payment on account of any dividend or other distribution on the Common Stock.

6.  Termination of Employee Status. If Grantee ceases to be an employee of the Company, except as otherwise provided in any Employment Agreement or Change in Control Compensation Agreement that may exist between Grantee and the Company or Kaydon from time to time (an “Other Agreement”):

(a) Termination Due to Disability or Death. By reason of disability (as defined in the Plan or any Other Agreement to which Grantee is a party) (“Disability”) or death, the restrictions on all remaining Phantom Shares will lapse on the date of such death or Disability and the Company will promptly pay to Grantee or, in the event of Grantee’s death, the person or persons entitled to receive the proceeds payable with respect to the remaining Phantom Shares, the amount, determined at that time, Grantee is entitled to receive on account of such remaining Phantom Shares. Upon that payment, all such remaining Phantom Shares will be extinguished. The Company will also concurrently pay Phantom Dividends with respect to those Phantom Shares.

(b) Retirement. By reason of retirement at or after age 65, the Phantom Shares will continue to vest and the restrictions as to those shares will continue to lapse in the same manner as though employment had not terminated.

If unforfeited Phantom Shares remain unvested at Grantee’s death following retirement from employment or after attainment of age 65, the Phantom Shares will vest and the restrictions will lapse on the date of death. The Company will then promptly pay to the persons entitled to receive the proceeds payable with respect to the remaining Phantom Shares, the amount, determined at that time, Grantee is entitled to receive on account of such remaining Phantom Shares. Upon that payment, all such remaining Phantom Shares will be extinguished. The Company will also concurrently pay Phantom Dividends with respect to those Phantom Shares.

(c) Termination for Reason Other Than Retirement, Disability or Death. For any reason other than death, Disability, or retirement at or after age 65, with or without cause, no further vesting of, or lapsing of restrictions with respect to, Phantom Shares will occur and any Phantom Shares still subject to restrictions or which have not yet vested as of the date of termination of employment will automatically be extinguished without payment.

Any provisions regarding vesting of Phantom Shares upon termination of employment set forth in an Other Agreement shall govern the vesting of the Phantom Shares under this Agreement. Further, notwithstanding the foregoing, if at any time upon or following termination of employment the Committee determines that reason to terminate the Grantee for cause, as defined in the Plan, exists at the time of termination or existed at such time, all Phantom Shares for which restrictions have not lapsed or which have not yet vested will be extinguished without payment.

7.  Employment by the Company. Nothing in this Agreement imposes upon the Company or Kaydon any obligation to retain Grantee in the employ of the Company for any given period or upon any specific terms of employment. Grantee acknowledges that, except as otherwise agreed by the Company in a signed written agreement, Grantee’s employment is at will and terminable by Grantee or the Company at any time and for any reason.

8.  Tax Withholding. Grantee authorizes the Company to withhold and deduct from future wages of Grantee (or from other amounts that may be due and owing to Grantee from the Company), or make other arrangements for the collection of, all amounts deemed necessary to satisfy any and all withholding and employment-related tax (including, any taxes arising under Sections 409A or 4999 of the Code) requirements attributable to an award of Phantom Shares or payment pursuant to that award. Neither the Company nor any of its employees, officers, directors, or service providers shall have any obligation whatsoever to pay such taxes, to prevent the Grantee from incurring them, or to mitigate or protect the Grantee from any such tax liabilities. Nevertheless, if the Company reasonably determines that the Grantee’s receipt of payments or benefits pursuant to Section 6 of

the Plan as a result of the Grantee’s cessation of employment with the Company constitutes “nonqualified deferred compensation” within the meaning of Section 409A, payment of such amounts shall not commence until the Grantee incur a “separation from service” within the meaning of Treasury Regulation § 1.409A-1(h) (“Separation from Service”). If, at the time of the Grantee’s Separation from Service, the Grantee is a “specified employee” (under Internal Revenue Code Section 409A), any amount that constitutes “nonqualified deferred compensation” within the meaning of Code Section 409A that becomes payable to the Grantee on account of the Grantee’s Separation from Service (including any amounts payable pursuant to the preceding senten