Item 7.01 Regulation FD Disclosure

On October 2, 2009, the Board of Directors of North American Galvanizing & Coatings, Inc. approved certain non-material amendments to its 2009 Incentive Stock Plan, to be effective October 1, 2009. This plan was approved by the shareholders at the Annual Meeting of Shareholders on July 29, 2009.

The amendments include the following:

1. A change to the definition of "Fair Market Value" which has the effect of adopting the Nasdaq official closing price as the measure of Fair Market Value under the plan rather than the closing price as reported on The Wall Street Journal.

2. Deleting the prior limitation on annual Stock Grants as set forth in Section
3.5. As previously stated, Section 3.5 provided that annual Stock Grants intended to satisfy the requirements of Section 162(m) of the Internal Revenue Code could not exceed 100,000 shares.

3. Providing for an annual combined limit on stock option and stock appreciation right grants of 200,000 shares. As previously stated, Section 3.5 limited annual stock option grants to 100,000 shares and also limited annual stock appreciation right grants to 100,000 shares.

4. Adding provisions intended to assure that the director stock unit portion of the plan complies with Section 409A of the Internal Revenue Code.

5. Certain other non-material amendments, principally related to the clarification of language.

The furnishing of this information shall not be deemed an admission as to the materiality of the information included in this Current Report. This information is not filed but is furnished pursuant to Regulation FD.

Item 9.01 Financial Statements and Exhibits.

Exhibits:

10.00 North American Galvanizing & Coatings, Inc. 2009 Incentive Stock Plan
(Amended and Restated as of October 1, 2009)

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