-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ANgGNjdVmaVPZQNpw8dQo2KKMg+SVbTele7BPxwahidTSCnh7uxmZQ0lQ+6gvvO2 f+yZU2sj7ueHp5HnpW3O+Q== 0000932440-06-000335.txt : 20060718 0000932440-06-000335.hdr.sgml : 20060718 20060718190422 ACCESSION NUMBER: 0000932440-06-000335 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060714 FILED AS OF DATE: 20060718 DATE AS OF CHANGE: 20060718 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GRAFTECH INTERNATIONAL LTD CENTRAL INDEX KEY: 0000931148 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 061385548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 BUSINESS PHONE: 2166762000 MAIL ADDRESS: STREET 1: 12900 SNOW ROAD CITY: PARMA STATE: OH ZIP: 44130 FORMER COMPANY: FORMER CONFORMED NAME: UCAR INTERNATIONAL INC DATE OF NAME CHANGE: 19941011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CARTLEDGE R EUGENE CENTRAL INDEX KEY: 0001017085 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13888 FILM NUMBER: 06968058 BUSINESS ADDRESS: BUSINESS PHONE: 3027788227 MAIL ADDRESS: STREET 1: C/O GRAFTECH INTERNATIONAL LTD. STREET 2: 1521 CONCORD PIKE, SUITE 301 CITY: WILMINGTON STATE: DE ZIP: 19803 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-07-14 0000931148 GRAFTECH INTERNATIONAL LTD GTI 0001017085 CARTLEDGE R EUGENE 27 SEAWATCH DRIVE SAVANNAH, GA 31411 1 0 0 0 Common Stock 2006-07-14 4 A 0 5941 A 70021 D Time options (right to buy) 32.53 1998-03-30 2007-01-25 Common Stock 5000 5000 D Time options (right to buy) 17.81 2001-01-01 2010-01-01 Common Stock 3200 3200 D Time options (right to buy) 8.57 2001-12-15 2010-12-15 Common Stock 7700 7700 D Time options (right to buy) 8.57 2010-12-15 Common Stock 5840 5840 D Time options (right to buy) 8.57 2000-12-15 2010-12-15 Common Stock 1870 1870 D Time options (right to buy) 8.85 2001-09-25 2011-09-25 Common Stock 2040 2040 D Time options (right to buy) 10.70 2003-01-01 2012-01-01 Common Stock 6200 6200 D Time options (right to buy) 10.77 2002-03-01 2012-03-01 Common Stock 1680 1680 D Time options (right to buy) 5.15 2004-01-14 2013-01-14 Common Stock 12800 12800 D Time options (right to buy) 13.37 2005-01-15 2014-01-15 Common Stock 3500 3500 D Options expire on such date unless reporting person ceases to be a director, in which event options expire four years from date reporting person's directorship ends. Such options vested ratably over 2001. The reporting person has elected, pursuant to the Company's equity compensation plans, to receive deferred shares of common stock in lieu of cash for payment of director fees. /s/Gary R. Whitaker, Attorney-in-fact for R. Eugene Cartledge 2006-07-18 EX-24 2 gti_poweratty-rec.htm CARTLEDGE -POA-5/23/06

POWER OF ATTORNEY

      The undersigned hereby:

    (i)        constitutes and appoints the Chief Executive Officer, the President, the General Counsel, the Secretary, the Assistant Secretary, the Chief Financial Officer, the Treasurer and the Assistant Treasurer, now or hereafter serving, of GrafTech International Ltd. (the “Company”), and each of them individually, with full power of substitution and resubstitution (collectively, the “Attorneys-in-Fact,” and, individually, an “Attorney-in-Fact”), to be the undersigned’s true and lawful representative, agent, proxy and attorney-in-fact, for him or her and in his or her name, place and stead, in any and all capacities, to:

    (a)        prepare, act on, execute, acknowledge, publish (including website posting) and deliver to and file with the Securities and Exchange Commission, any and all national securities exchanges and the Company the following Forms with respect to securities of the Company, including those which are or may be deemed to be beneficially owned or held by the undersigned:


    (1)        Forms ID, 3, 4, 5 and 144 (including any and all amendments thereto) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations thereunder; and


    (2)        any successor Form or any related document; and


    (b)        request and obtain from any and all third parties, including brokers, employee benefit plan administrators and trustees, any and all information with respect to ownership and holding of and transactions in securities of the Company and to use and disclose such information, in each case as necessary, appropriate, convenient or expedient in connection with the foregoing; and


    (ii)        authorizes any and all such third parties to provide and disclose such information to any and all of the Attorneys-in-Fact or their agents;

    (iii)        grants to any and all of the Attorneys-in-Fact the full right, power and authority to do any and all such things and all such actions which may be necessary, convenient, expedient or appropriate in connection with the foregoing, as fully for all intents and purposes as he or she might or could do or take; and

    (iv)        approves, ratifies and confirms all that any and all of the Attorneys-in-Fact may lawfully do or cause to be done by virtue hereof.

        The undersigned hereby agrees that any and all of the Attorneys-in-Fact may rely on information provided or disclosed orally or in writing by or on behalf of the undersigned or such third parties without independent verification thereof.

        The validity of this Power of Attorney shall not be affected in any manner by reason of (i) the execution, at any time, of other powers of attorney by the undersigned in favor of persons other than those named herein or (ii) the death, disability or incompetence of the undersigned.

        This Power of Attorney shall remain in effect as long as the undersigned remains employed by the Company or its subsidiaries or a director of the Company unless it is revoked as described in the next sentence. This Power of Attorney may be revoked only by written notice to the Secretary of the Company, delivered personally or by registered mail or certified mail, return receipt requested. No such revocation shall be effective as to any Attorney-in-Fact until such notice of revocation shall have been actually received and read by him or her. All third parties may deal with each Attorney-in-Fact as if such Attorney-in-Fact was the undersigned, without undertaking or having any duty to undertake any investigation as to whether this Power of Attorney has been revoked or otherwise becomes invalid.

        The undersigned acknowledged that it is his or her responsibility to pre-clear with the General Counsel all proposed transactions in securities of the Company and that this Power of Attorney does not relieve the undersigned from any responsibility for compliance with the obligations of the undersigned under the Exchange Act, including the reporting requirements under Section 16 of the Exchange Act.

        IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of this 23rd day of May, 2006.

Signature: /s/ R. Eugene Cartledge

Print Name: R. Eugene Cartledge

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