EX-10.92

The following table sets forth the compensation for USEC’s non-employee directors for the term commencing at the 2006 annual meeting of shareholders expected to be held in April 2006:


Annual Retainer		$65,000 paid at the beginning of the service year. Until a director has satisfied USEC’s director stock ownership guidelines (numerical stock ownership target equal to five times the annual retainer), at least 50% of the retainer is paid in the form of restricted stock or nonqualified stock options, although a director may elect to receive a greater proportion of the retainer in restricted stock or nonqualified stock options. Once a director has satisfied USEC’s director stock ownership guidelines, director is entitled to receive the entire annual retainer in cash, although a director may elect to receive the retainer in restricted stock or nonqualified stock options, in lieu of cash.

Annual Stock Grant		Annual grant of restricted stock valued at $30,000 granted at the time the annual retainer is paid. Restricted stock vests on the later of one year from the date of grant or the director’s termination of service.

Annual Option Grant		Annual grant of 3,500 stock options granted at the time the annual retainer is paid. Options vest after 12 months.

Committee Chairman Fees		$12,000 annual fee for Audit, Finance and Corporate Responsibility Committee chairman. $7,500 annual fee for all other committees’ chairman. Committee chairman fee paid in cash, shares of restricted stock or options, at the director’s election, at the time the annual retainer is paid.

Board Meeting Fees		$2,000 for each Board of Directors meeting attended. Meeting fees are paid in cash in the week following the meeting or, at the director’s election, in restricted stock in the month following each meeting.

Committee Meeting Fees		$1,500 for each committee meeting attended. Meeting fees are paid in cash in the week following the meeting or, at the director’s election, in restricted stock in the month following each meeting.

Incentive Stock		If a director chooses to receive restricted stock as payment for the part of the annual retainer, chairman and meeting fees that they are otherwise entitled to receive in cash, he or she will receive an incentive payment of restricted stock equal to 20% of the portion of the annual retainer, chairman and meeting fees that the director elects to take in restricted stock in lieu of cash. These incentive shares will vest on the later of three years from the date of grant or the director’s termination of service. Incentive shares are granted at the time the annual retainer is paid.

All restricted stock and options are granted pursuant to the USEC Inc. 1999 Equity Incentive Plan, as amended, and are subject to the terms of such plan and the applicable stock option or restricted stock award agreements previously approved for issuance of options and restricted stock to non-employee directors under the plan. Restricted stock carries the right to receive dividends and the right to vote.