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FOSTER L B CO Director's Dealing 2010

Oct 22, 2010

33376_dirs_2010-10-22_bae4321f-f810-4e67-bf6d-1f58ea3b993c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FOSTER L B CO (FSTR)
CIK: 0000352825
Period of Report: 2010-10-21

Reporting Person: Haugh Kevin R. (V.P.-Concrete Products)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-10-21 Common Stock A 7500 Acquired 7500 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 158 Indirect
Common Stock 399 Direct
Common Stock 754 Direct
Common Stock 595 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Performance Share Units $ Common () 1195 Direct
Performance Share Units $ Common () 2262 Direct
Performance Share Units $ Common () 1747 Direct

Footnotes

F1: Not applicable.

F2: Not vested and non-voting until March 6, 2012.

F3: Not vested and non-voting until March 4, 2013.

F4: Not vested and non-voting until March 3, 2014.

F5: Not vested and non-voting until, 25% on October 21, 2011, 25% on October 21, 2012, 25% on October 21, 2013 and 25% on October 21, 2014.

F6: (0 - 2390 shares). Performance share units will convert into common stock based on Company's performance against financial metric for calendar year 2008 - 2010, inclusive. Stock awarded shall range from 0 - 2 for each performance share unit.

F7: (0 - 4524 shares). Performance share units will convert into common stock based on Company's performance against financial metric for calendar year 2009 - 2011, inclusive. Stock awarded shall range from 0 - 2 for each performance share unit.

F8: (0 - 3494 shares). Performance share units will convert into common stock based on Company's peformance against financial metric for calendar year 2010 - 2012, inclusive. Stock awarded shall range from 0 - 2 for each performance share unit.