FORM OF AMENDMENT TO EMPLOYMENT AGREEMENT

THIS AMENDMENT No. __(the “Amendment”) to the _____________ (the “Agreement”), _____________________, by and among Aleris International, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), for purposes of Section 1 only, Aleris Corporation, a Delaware corporation f/k/a Aleris Holding Company (together with its successors and assigns, the “Parent”), and __________ (the “Executive”).

WHEREAS, on ______, the Board of Directors of Parent authorized and approved an amendment to the Aleris Holding Company (n/k/a Aleris Corporation) 2010 Equity Incentive Plan (the “Plan”), that, among other things, changed the definitions of the terms “Initial Investors” and “Initial Investors and their affiliates” as used in the Plan (and in all equity awards theretofor and thereafter granted to the Executive under the Plan without any further action on the part of Executive), including, without limitation, as applied to the “Change of Control” definition under the Plan, so that such terms are understood to include only Oaktree Capital Management, L.P. and its affiliates and to exclude Apollo Management VII, L.P. and its affiliates (the “Plan Amendment”);

WHEREAS, the parties desire to amend the Agreement to acknowledge the Plan Amendment as it applies to the Executive as set forth herein; and

NOW, THEREFORE, for good and valuable consideration, the Executive and the Company agree as follows:

____    Definition of Initial Investors. The terms “Initial Investors” and “Initial Investors and their affiliates” as used in the Plan and in all equity awards heretofore and hereafter granted to Executive under the Plan, including, without limitation, as applied to the “Change of Control” definition under the Plan and as used in this Agreement, is hereby modified, without any further action required by any party, so that such terms are understood to include only Oaktree Capital Management, L.P. and its Affiliates and to exclude Apollo Management VII, L.P. and its Affiliates.

IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first written above.

ACCEPTED AND AGREED as to Section 1 only as of the date first written above.