Split Dollar Life Insurance Agreement - Alliant Techsystems Inc.


                           SPLIT DOLLAR LIFE INSURANCE
                                    AGREEMENT

THIS AGREEMENT, made and entered into this ___ day of ________, 1998, by and
between Alliant Techsystems Inc., a Delaware corporation, with principal offices
and place of business in the State of Minnesota (hereinafter referred to as the
'Corporation'), and [NAME], an individual residing in the State of Minnesota
(hereinafter referred to as the 'Employee'),

         WITNESSETH THAT:

         WHEREAS, the Employee is a valued employee of the Corporation; and

         WHEREAS, the Corporation, wishes to assist the Employee with his (or
her) personal life insurance program; and

         WHEREAS, the Employee wishes to provide life insurance protection for
his (or her) family in the event of his (or her) death, under a policy of life
insurance insuring his (or her) life (hereinafter referred to as the 'Policy'),
which is described in Exhibit A attached hereto and by this reference made a
part hereof, and which is issued by Northwestern Mutual Life Insurance Company
(hereinafter referred to as the 'Insurer'); and

         WHEREAS, the Corporation is willing to pay a portion of the premiums
due on the Policy as an additional employment benefit for the Employee, on the
terms and conditions hereinafter set forth; and

         WHEREAS, the Corporation is the owner of the Policy and, as such,
possesses all incidents of ownership in and to the Policy; and

         WHEREAS, the Corporation wishes to retain such ownership rights, in
order to secure the repayment of the amounts which it will pay toward the cash
surrender value on the Policy;

         NOW, THEREFORE, in consideration of the premises and of the mutual
promises contained herein, the parties hereto agree as follows:

1.       POLICY OWNERSHIP

         The Corporation shall purchase the Policy from the Insurer in the total
         face amount of [$000,000]. The parties hereto agree that they will take
         all necessary action to cause the Insurer to issue the Policy, and
         shall take any further action which may be necessary to cause the
         Policy to conform to the provisions of this Agreement. The parties
         hereto agree that the Policy shall be subject to the terms and
         conditions of this Agreement, of the Executive Life Insurance Agreement
         between the parties, and of the endorsement to the Policy filed with
         the Insurer.

         The Corporation shall be the sole and absolute owner of the Policy, and
         may exercise all ownership rights granted to the owner thereof by the
         terms of the Policy, except as may otherwise be provided herein.

2.       BENEFICIARY DESIGNATION

         A. Corporation

 
         Contemporaneously with the execution of this Agreement, the Corporation
         has executed a corporate beneficiary designation for the Policy, under
         the form used by the Insurer for such designations, in order to secure
         the Corporation's recovery of the amount described in Section 3
         hereunder. The parties hereto agree to take all action necessary to
         cause such Corporate beneficiary designation to conform to the
         provisions of this Agreement.

         B. Employee

         The Employee may select the beneficiary(ies) to receive the portion of
         policy proceeds to which the Employee is entitled hereunder, by
         specifying the same in a written notice to the Corporation on the form
         provided by the Corporation (Exhibit C). Upon receipt of such notice,
         the Corporation shall execute and deliver to the Insurer the forms
         necessary to designate the requested person(s) as the beneficiary(ies),
         to receive the death proceeds of the Policy in excess of the amount to
         which the Corporation is entitled hereunder. The parties hereto agree
         to take all action necessary to cause such Employee beneficiary
         designation to conform to the provision of this Agreement. The
         Corporation shall not terminate, alter or amend such Employee
         beneficiary designation without the express written consent of the
         Employee.

3.       PAYMENT OF POLICY PROCEEDS

         A. Corporation

         As long as this Agreement remains in effect, the Corporation shall have
         the unqualified right to receive a portion of such Policy equal to the
         Policy's cash surrender value as of the date of the Employee's death,
         reduced by any indebtedness against the Policy existing at the death of
         the Employee (including any interest due on such indebtedness).

         B. Employee's Beneficiary

         As long as this Agreement remains in effect, the death benefit provided
         under the Policy, if any, shall be paid directly to the Employee's
         beneficiary or beneficiaries designated by the Corporation at the
         direction of the Employee, in the manner and in the amount or amounts
         provided in the beneficiary designation provision of the Policy.

         C. Limitations

         In no event shall the amount payable to the Corporation hereunder
         exceed the Policy proceeds payable at the death of the Employee. No
         amount shall be paid from such death benefit to the Employee's
         beneficiary or beneficiaries designated by the Corporation at the
         direction of the Employee, until the full amount due the Corporation
         hereunder has been paid. The parties hereto agree that the beneficiary
         designation provision of the Policy shall conform to the provisions
         hereof. It is understood that, while the Employee is employed by the
         Corporation, the Corporation will make premium payments until the
         Employee attains age 60. No further payments will be made by the
         Corporation after that time. The amount of benefit available subsequent
         to the Employee reaching age 60 will be determined by the actual
         investment experience in the Policy, however based on current
         investment projections and mortality tables, sufficient funds should
         have accumulated to provide full face value of the death benefit up to
         age 70, and 2/3rds of this amount until age 95, at which point the
         policy would cease to exit.

4.       SETTLEMENT OPTION

 
         The Corporation and the Employee's beneficiary may select a settlement
         option as provided in the Policy at the time of distribution.

5.       CHOICE OF DIVIDEND OPTION(S)

         To the extent the Insurer declares dividends on the Policy, the
         Corporation shall have the right to choose the option or combination of
         options it desires from among those offered by the Insurer. The
         Corporation shall notify the Insurer of its choice.

6.       PREMIUM PAYMENT

         On or before the due date of each Policy premium, or within the grace
         period provided therein, the Corporation shall pay the full amount to
         the Insurer.

7.       NOTICE TO EMPLOYEE OF TAXABLE COST

         The Insurer shall furnish Nevin Executive Benefits and Nevin Executive
         Benefits shall furnish the Corporation an annual report which shall
         include a statement of the amount of income reportable by the Employee
         for Federal and State income tax purposes, as a result of the
         Corporation's payment of the Policy premium. The Insurer has
         represented to the Corporation that it shall use the Insurer's
         published rates for individual, initial issue, one-year term policies
         for determining the taxable amounts to be included in income by the
         Employee and to be deducted by the Corporation. The Insurer has further
         represented that such rates are in full compliance with all Internal
         Revenue Service regulations and/or rulings regarding its intended use
         by the Employee and the Corporation under this Agreement. The
         Corporation shall use this information to determine proper withholdings
         and tax treatment.

8.       PROCEDURE AT EMPLOYEE'S DEATH

         Upon the death of the Employee, while the Policy and this Agreement are
         in force, the Corporation shall promptly take all reasonable action
         requested by the Employee's beneficiary(ies), to obtain their portion
         of the death benefit provided under the Policy.

 9.      LOANS

         The Corporation may pledge or assign the Policy, subject to the terms
         and conditions of this Agreement, for the sole purpose of securing a
         loan from the Insurer or from a third party. The amount of such loan,
         including accumulated interest thereon, shall not exceed the lesser of
         (I) the amount of the premiums on the Policy paid by the Corporation
         hereunder, or (II) the cash surrender value of the Policy (as
         determined by the Insurer) as of the date to which premiums have been
         paid. Interest charges on such loan shall be paid by the Corporation.
         If the Corporation so encumbers the Policy, other than by a policy loan
         from the Insurer, then, upon the death of the Employee or upon the
         election of the Employee hereunder to purchase the Policy from the
         Corporation, the Corporation shall promptly take all action necessary
         to secure the release or discharge of such encumbrance.

10.      TERMINATION OF AGREEMENT

         A.       Without Notice

         This Agreement shall terminate, without notice, upon the occurrence of
any of the following events:

                  1)       the total cessation of the business of the
                           Corporation;

                  2)       the bankruptcy, receivership or dissolution of the
                           Corporation;

 
                  3)       performance of the Agreement's terms following the
                           death of the Employee; or

                  4)       the Employee's separation from service of the
                           Corporation.

         B. With Notice

         In addition, either party may terminate this Agreement unilaterally and
         without cause, by written notice to the other party of such intent to
         terminate the Agreement. Such termination shall be effective as of the
         date specified in such notice.

         C. Coincident with the Termination of the Executive Life Insurance
            Agreement

         At the termination of this Agreement, the Executive Life Insurance
         Agreement between the parties shall also terminate unless otherwise
         agreed to by the Corporation.

11.      AMENDMENT OR TERMINATION AFTER A CHANGE OF CONTROL

         Notwithstanding anything herein to the contrary, the Corporation
         reserves the right to amend the provisions of the Agreement and to
         terminate the Agreement at any time prior to the date of a Change of
         Control. During the three (3) years following the date of a Change of
         Control, the provisions of this Agreement may not be amended if the
         amendment would adversely affect the rights, expectancies, or benefits
         of the Employee, or his or her assignee, or his or her beneficiary
         under this Agreement (as in effect immediately prior to the Change of
         Control) unless the amendment is consented to in writing by the
         Employee or his or her assignee. The Agreement may be terminated at any
         time during this three (3) year period if and only if such termination
         is consented to in writing by the Employee or his or her assignee. The
         Corporation shall require any successor (whether direct or indirect, by
         purchase, merger, consolidation or otherwise) to all or substantially
         all of the benefits and/or assets of the Corporation to assume
         expressly all of the liabilities and obligations of the Agreement.

         For the purpose of this Agreement, a 'Change of Control' shall mean any
         of the following events:

                  (a) the acquisition by any person or group of beneficial
         ownership of 20% or more of either the then outstanding stock or the
         combined voting power of the then outstanding voting securities of the
         Corporation entitled to vote generally in the election of directors,
         except that (I) no such person or group shall be deemed to own
         beneficially (1) any securities acquired directly from the Corporation
         pursuant to a written agreement with the Corporation, or (2) any
         securities held by the Corporation or a subsidiary (as defined below)
         or any employee benefit plan (or any related trust) of the Corporation
         or a subsidiary (as defined below), and (II) no Change of Control shall
         be deemed to have occurred solely by reason of any such acquisition by
         a corporation with respect to which, after such acquisition, more than
         60% of both the then outstanding common shares of such corporation and
         the combined voting power of the then outstanding voting securities of
         such corporation entitled to vote generally in the election of
         directors are then beneficially owned, directly or indirectly, by the
         persons who were the beneficial owners of the stock and voting
         securities of the Corporation immediately before such acquisition, of
         the then outstanding stock and the combined voting power of the then
         outstanding voting securities of the Corporation entitled to vote
         generally in the election of directors, as the case may be;

                  (b) individuals who, as the date hereof, constitute the board
         of directors of the Corporation (the 'Incumbent Directors') cease for
         any reason to constitute at least a majority of the board of directors
         of the Corporation; provided that any individual who becomes a director
         after the date hereof whose election, or nomination for election by the
         Corporation's stockholders was approved by a vote or written consent of
         at least two-thirds of the directors then comprising the Incumbent
         Directors shall be considered as though such individual were an
         Incumbent Director, but excluding, for this purpose, 

 
         any such individual whose initial assumption of office is in connection
         with an actual or threatened election contest relating to the election
         of the directors of the Corporation (as such terms are used in Rule
         14a-11 under the Securities Exchange Act of 1934, as amended ('1934
         Act'); or

                  (c) approval by the stockholders of the Corporation of (I) a
         merger, reorganization or consolidation with respect to which the
         individuals and entities who were the respective beneficial owners of
         the stock and voting securities of the Corporation immediately before
         such merger, reorganization or consolidation do not, after such merger,
         reorganization or consolidation, beneficially own, directly or
         indirectly, more than 60% of, respectively, the then outstanding common
         shares and the combined voting power of the then outstanding voting
         securities entitled to vote generally in the election of directors of
         the Corporation resulting from such merger, reorganization or
         consolidation, (II) a liquidation or dissolution of the Corporation or
         (III) the sale or other disposition of all or substantially all of the
         assets of the Corporation.

                  For purposes of this definition, 'person' means such term as
         used in Securities Exchange Commission ('SEC') Rule 13d-5(b) under the
         1934 Act; 'beneficial owner' means such term as defined in SEC Rule
         13d-3 under the 1934 Act; 'group' means such term as defined in Section
         13(d) of the 1934 Act; 'subsidiary' means a corporation as defined in
         Section 425(f) of the Internal Revenue Code of 1986, as amended
         ('Code') with the Corporation being treated as the employer corporation
         for purposes of this definition of subsidiary; and 'stock' means the
         common stock of the Corporation, par value $.01, or any other common
         stock that the Corporation may issue from time to time.

12.      DISPOSITION OF POLICY UPON TERMINATION OF AGREEMENT

         For thirty (30) days after the date of the termination of this
         Agreement, the Employee shall have the assignable option to purchase
         the Policy from the Corporation. The purchase price for the Policy
         shall be an amount equal to the cash surrender value, including
         dividend accumulations and the cash value of dividend additions
         existing in the Policy at the end of the period of which premiums have
         been paid. If the Policy shall then be encumbered by assignment, policy
         loan, or otherwise, the Corporation shall either remove such
         encumbrance, or reduce the sale price to the Employee by the total
         amount of indebtedness outstanding against the Policy. Upon receipt of
         such amount, the Corporation shall transfer all of its rights, title
         and interest in and to the Policy to the Employee or his or her
         assignee, by the execution and delivery of an appropriate instrument of
         transfer.

         If the Employee or his or her assignee fails to exercise such option
         within such thirty (30) day period, then the Corporation may enforce
         its right to be repaid for the cash surrender value which it paid
         hereunder by surrendering or canceling the Policy for its cash
         surrender value, or it may change the beneficiary designation
         provisions of the Policy, naming itself or any other person or entity
         as revocable beneficiary thereof, or exercise any other ownership
         rights in and to the Policy, without regard to the provisions thereof.
         Thereafter, neither the Employee, his or her assignee nor their heirs,
         assigns or beneficiaries shall have any further interest in and to the
         Policy, either under the terms thereof or under this Agreement.

13.      EMPLOYEE'S RIGHT TO ASSIGN INTEREST

         Assignment of any or all of the rights or benefits provided under this
         Agreement or of any or all of the rights or benefits provided under the
         Executive Life Insurance Agreement between the parties has significant
         tax consequences. Therefore, unless otherwise agreed to in writing by
         the Corporation, the Employee shall not assign any right or benefit
         provided under this Agreement and any attempt to do so shall be void.

         Upon written consent of the Corporation, an assignment shall be
         exercisable by the execution and delivery to the Corporation of a
         written assignment, in substantially the form attached hereto as

 
         Exhibit B, which shall be attached to the Agreement and by this
         reference is made a part hereof. Upon receipt of such written
         assignment, executed by the Employee, and duly accepted by the assignee
         thereof, the Corporation shall consent thereto in writing, and shall
         thereafter treat the Employee's assignee as the sole owner of all the
         Employee's right, title and interest in and to this Agreement, the
         Policy and the Executive Life Insurance Agreement between the parties.
         Thereafter, the Employee shall have no right, title or interest in and
         to this Agreement, the Policy, or the Executive Life Insurance
         Agreement between the parties, all such rights being vested in and
         exercisable only by such assignee.

14.      CLAIMS PROCEDURE

         A.       Filing of a claim for benefits.

                  The beneficiary of the Policy shall make a claim for the
                  benefits provided under the Policy and this Agreement by
                  contacting the administrative assistant for Alliant
                  Techsystems Inc. at the following location:

                            Nevin Executive Benefits
                            100 Washington Square
                            Suite 1200
                            Minneapolis, MN 55401
                            (612) 343-2526

                  Nevin Executive Benefits shall contact the Insurer and take
                  all reasonable and necessary actions to assist the beneficiary
                  of the Policy under this Agreement in filing a claim.

         B.       Claim denial.

                  With respect to a claim for benefits under said Policy, the
                  Insurer shall be the entity which reviews and makes decisions
                  on claim denials according to the terms of the Policy.

         C.       Notification to claimant of decisions.

                  Within ninety (90) days after the filing of a claim, the
                  Insurer shall notify the claimant in writing (meeting the
                  requirements of Section 16D hereafter), whether the claim is
                  upheld or denied in whole or in part or shall furnish the
                  claimant a written notice describing the specific
                  circumstances requiring a specified amount of additional time
                  (but not more than one hundred eighty (180) days from the date
                  the claim was filed) to reach a decision on the claim.

         D.       Content of notice.

                  The Insurer shall provide, to any claimant who is denied a
                  claim for benefits, written notice setting forth, in a manner
                  calculated to be understood by the claimant, the following:

                  1)       The specific reason or reasons for the denial;

                  2)       Specific reference to pertinent Policy provision or
                           provisions of this agreement on which the denial is
                           based;

                  3)       A description of any additional material or
                           information necessary for the claimant to perfect the
                           claim and an explanation of why such material or
                           information is necessary; and

                  4)       An explanation of the Agreement's claim review
                           procedure, as set forth in Sections 16E and 16F
                           following.

 
         E.       REVIEW PROCEDURE.

                  The purpose of the review procedure set forth in this Section
                  16E and Section 16F, following, is to provide a method by
                  which a claimant under the Policy may have a reasonable
                  opportunity to appeal a denial of claim for a full and fair
                  review. To accomplish that purpose, the claimant or his/her
                  duly authorized representative:

                  1)       May request a review upon written application to the
                           Insurer;

                  2)       May review pertinent Policy and Agreement
                           documentation as provided in Section 22; and

                  3)       May submit issues and comments in writing.

                  A claimant or duly authorized representative shall request a
                  review by filing a written application for review at any time
                  within sixty (60) days after receipt by the claimant of
                  written notice of the denial of the claim.

         F.       DECISION ON REVIEW.

                  A decision on review of a denial of claim shall be made in the
                  following manner:

                  1)       The decision on review shall be made by the Insurer,
                           which may, in its discretion, hold a hearing on the
                           denied claim. The Insurer shall make its decision
                           promptly, unless special circumstances (such as the
                           need to hold a hearing) require an extension of time
                           for processing, in which case a decision shall be
                           rendered as soon as possible, but no later than one
                           hundred twenty (120) days after receipt of the
                           request for review.

                  2)       The decision on review shall be in writing and shall
                           include specific reasons for the decision, written in
                           a manner calculated to be understood by the claimant,
                           and include specific references to the pertinent
                           Policy or provisions of the agreement on which the
                           decision is based.

15.      AMENDMENT

         This Agreement may not be amended, altered or modified, except by a
         written instrument signed by the parties hereto, or their respective
         successors or assigns, and may not be otherwise terminated except as
         provided herein.

16.      CONTINUATION

         The Agreement shall be binding upon and inure to the benefit of the
         Corporation and its successors and assigns, and the Employee, his or
         her successors, assigns, heirs, executors, administrators and
         beneficiaries.

17.      NOTICE

         Any notice, consent or demand required or permitted to be given under
         the provisions of this Agreement shall be in writing, and shall be
         signed by the party giving or making the same. If such notice, consent
         or demand is mailed to a party hereto, it shall be sent by United
         States mail, postage prepaid, addressed to such party's last known
         address as shown on the records of the Corporation. The date of such
         mailing shall be deemed the date of notice, consent or demand.

18.      GOVERNING LAWS

 
         This agreement, and the rights of the parties hereunder, shall be
         governed by and construed in accordance with the laws of the State of
         Minnesota.

19.      NO CONTRACT OF EMPLOYMENT

         Neither the terms of this Agreement nor the benefits provided hereunder
         nor the continuance thereof shall be a contract of employment for any
         employee, and the Corporation shall not be obligated to continue this
         Agreement. The terms of this Agreement shall not give any employee the
         right to be retained in the employment of the Corporation.

20.      HEADINGS

         Headings at the beginning of sections are for convenience of reference,
         shall not be considered part of this Agreement, and shall not influence
         its construction. The provisions of this Agreement shall be construed
         as a whole in such manner as to carry out the provisions thereof and
         shall not be construed separately without relation to the context.
         Notwithstanding anything to the contrary, if any provision of this
         Agreement shall be held illegal or invalid for any reason, such
         determination shall not affect the remaining provisions of this
         Agreement.

21.      INSURER

         This Insurer is located and may be contacted at the following address:

                         Northwestern Mutual Life Insurance Company
                         720 East Wisconsin Avenue
                         Milwaukee, WI 53202
                         (414) 271-1444

22.      POLICY REVIEW

         A copy of the Policy and this Agreement may be reviewed by the
         Employee, his or her beneficiary(ies) or his or her assignees during
         normal working hours at the following address:

                         Alliant Techsystems Inc.
                         600 Second Street Northeast
                         Hopkins, MN 55343

         A copy of the Policy and this Agreement may be obtained by the
         Employee, his or her beneficiary(ies) or his or her assignee at a
         reasonable cost to such person.

23.      FRINGE BENEFIT ONLY

         The benefit provided by this Agreement is a fringe benefit only. The
         Employee has no option to take cash from the Corporation in lieu of
         this benefit. This benefit is not being provided in lieu of a raise or
         bonus, or as part of a salary reduction program. This benefit shall not
         be treated as compensation for purposes of any retirement plan of the
         Corporation.

 
         IN WITNESS WHEREOF, the parties hereto have executed this Agreement, in
duplicate, as of the day and year first above written.


                                     ALLIANT TECHSYSTEMS INC.

                                     By    
                                            ------------------------------
                                            Vice President Human Resources



                                            ------------------------------
                                            [NAME]

 
                                    EXHIBIT A


         THE FOLLOWING LIFE INSURANCE POLICY IS SUBJECT TO THE ATTACHED SPLIT
DOLLAR LIFE INSURANCE AGREEMENT:




Insurer                    ____________________________________________________

Insured                    ____________________________________________________

Policy Number              ____________________________________________________

Face Amount                ____________________________________________________

Dividend Option            ____________________________________________________

Date of Issue              ____________________________________________________

 
                                    EXHIBIT B

       IRREVOCABLE ASSIGNMENT OF SPLIT DOLLAR LIFE INSURANCE AGREEMENT AND
                      EXECUTIVE LIFE INSURANCE AGREEMENTS


THIS ASSIGNMENT, dated this ________ day of _____________, 19____,

WITNESS THAT:

WHEREAS, the undersigned (the 'Assignor') is the Employee party to that certain
Split Dollar Life Insurance Agreement and Executive Life Insurance Agreement
(the 'Agreements'), dated as of __________________, by and between the
undersigned and Alliant Techsystems, Inc. (the 'Corporation'), which Agreements
confer upon the undersigned certain rights and benefits with regard to one or
more policies of insurance insuring the Assignor's life; and

WHEREAS, pursuant to the provisions of said Agreements, the Assignor retained
the right, exercisable after written consent of the Corporation by the execution
and delivery to the Corporation of a written form of assignment, to absolutely
and irrevocably assign all of the Assignor's right, title, and interest in and
to said Agreements; and the policies of insurance insuring the Assignor's life;
to an assignee;

WHEREAS, the Assignor desires to exercise said right; and

WHEREAS, the Corporation, by signing this instrument consents to such
assignment;

NOW, THEREFORE, the Assignor, without consideration, and intending to make a
gift, hereby absolutely and irrevocably assigns, gives, grants, and transfer to
__________________________, (the 'Assignee') all of the Assignor's right, title
and interest in and to the Agreements, and said policies of insurance intending
that, from and after this date, the Agreements be solely between the Corporation
and the Assignee and that hereafter, the Assignor shall neither have nor retain
any right, title, or interest therein.





                                         ------------------------------
                                                   Assignor

 
                            ACCEPTANCE OF ASSIGNMENT


The undersigned Assignee hereby accepts the above assignment of all right,
title, and interest of the Assignor therein in and to the Agreements and the
policies of insurance on the life of the Assignor, by and between such Assignor
and the Corporation, and the undersigned hereby agrees to be bound by all of the
terms and conditions of said Agreements, and policies of life insurance on the
life of the Assignor, as if the original employee party thereto.


                                             ------------------------------
                                                      Assignee

Dated: _________________






                              CONSENT TO ASSIGNMENT


The undersigned Corporation hereby consents to the foregoing assignment of all
of the right, title, and interest of the Assignor in and to the Agreement the
policies of insurance on the life of the Assignor, by and between the Assignor
and the Corporation, to the Assignee designated therein. The undersigned
Corporation hereby agrees that, from and after the date hereof, the undersigned
Corporation shall look solely to such Assignee for the performance of all
obligations under said Agreements, and policies of insurance on the life of the
Assignor where were heretofore the responsibility of the Assignor to be
exercised only by said Assignee, and shall hereafter treat said Assignee in all
respects as if the original employee party thereto.


                                             ------------------------------



                                             By 
                                                 ------------------------------
                                                 Secretary, Board of Directors


Dated: _____________