Incentive Compensation Plan Form of Performance Shares Agreement

Exhibit 10.01

THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933.

(DATE)

CONFIDENTIAL TO:

In the meeting on (DATE), the Compensation Committee of the Board of Directors granted to you Performance Shares under the Steelcase Inc. Incentive Compensation Plan (the “Plan”), subject to the terms and execution of this Award Agreement.

This Award Agreement provides additional information regarding your Award and your rights under the Plan. A copy of the Plan has already been provided to you. If there is any inconsistency between this Award Agreement and the Plan, the Plan controls. Capitalized terms used in this Award Agreement are defined in the Plan, unless defined here.

Overview of Your Award

Number of Performance Shares Earned =
[Target Number of Performance Shares/2]
+
{[(Target Number of Performance Shares/2)/1.3] x [actual cash flow result – 2.60]},
provided that no Performance Shares will be earned until the actual cash flow result equals at
least 2.60/share and the number of Performance Shares earned will not exceed 200% of the target
number under this Award.

     Earned Performance Shares will be paid in Shares and vest in thirds on 3/1/08; 2/28/09 and 2/27/10, respectively.

9. Death, Disability or Retirement following the Performance Period:

10. Forfeiture of Awards:

By signing this Award Agreement, you hereby acknowledge:

By signing this Award Agreement, and as a condition of the grant of the Performance Units, you hereby consent to the collection, use and transfer of personal data as described below.

You understand that the Company and its subsidiaries hold certain personal information about you, including, but not limited to, your name, home address and telephone number, email address, date of birth, social security number, salary, nationality, job title, any shares of stock or directorships held in the Company, details of all Performance Units or other entitlement to Shares awarded, canceled, exercised, vested, unvested or outstanding in your favor, for the purpose of managing and administering the Plan (“Data”).

You further understand that the Company and/or its subsidiaries will transfer Data amongst themselves as necessary for the purposes of implementation, administration and management of your participation in the Plan, and that the Company and/or its subsidiaries may each further transfer Data to any third parties assisting the Company in the implementation, administration and management of the Plan (“Data Recipients”). You understand that these Data Recipients may be located in your country of residence or elsewhere.

You hereby authorize the Data Recipients to receive, possess, use, retain and transfer Data in electronic or other form, for the purposes of implementing, administering and managing your participation in the Plan, including any transfer of such Data, as may be required for the administration of the Plan and/or the subsequent holding of Shares on your behalf.

You understand that you may, at any time, review the Data, require any necessary amendments to it or withdraw the consent herein in writing by contacting the Company. You further understand that withdrawing consent may affect your ability to participate in the Plan and/or may affect your Award.

Sincerely,

James P. Hackett
President and CEO

Compensation Department (CH-2E-04)
Steelcase Inc.
PO Box 1967
Grand Rapids, MI ###-###-####

Agreement to Participate

By signing a copy of this Award Agreement and returning it I acknowledge that I have read the Plan, and that I fully understand all of my rights under the Plan, as well as all of the terms and conditions that may limit my rights under this Award Agreement. Without limiting the generality of the preceding sentence, I understand that, subject to the terms of the Plan and this Award Agreement, my right to the Performance Units granted under this Award is conditioned upon my continued employment with the Company.