Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously reported by Harsco Corporation (the "Company") in a Current Report on Form 8-K filed with the Securities and Exchange Commission on March 29, 2006 and in its most recent definitive proxy statements, with respect to the Company's 1995 Executive Incentive Compensation Plan (As Amended and Restated January 27, 2004), as amended (the "Plan"), Annual Incentive Awards (as defined in the Plan) for the 2007, 2008 and 2009 performance periods have been based on increases in economic value-added measures for the Company as a whole or on an individual division basis in accordance with the terms and conditions of the Plan. On September 22, 2009, the Board of Directors of the Company determined that Annual Incentive Awards for the 2010 performance period and beyond will be based on predetermined combinations of changes in economic value-added measures for the Company as a whole, changes in economic value-added measures on an individual division basis and individual performance criteria selected for each participant in accordance with the terms and conditions of the Plan.