Employment Agreement - Marshall Danby

November 9, 2000


Mr. Marshall Danby 318 Bayshore Drive Montgomery, Texas 77356


Dear Marshall:


We are pleased to offer you the position of Vice President and General Manager of the Drill Tube International division of Grant Prideco L. P., effective on or about December 1, 2000 (the "Start Date") with the following terms and conditions.


POSITION


1. Title, Grade and Reporting
Your title will be Vice President and General Manager Drill Tube
International, (Grant Prideco Salary Grade 23) and you will report to
John Coble, President Grant Prideco, L. P. ("Grant Prideco"). As you
are aware, you also will be working very closely with Steve Turner, the
current President of our Drill Tube division. Working with Steve to
achieve a smooth transition is very important.


2. Job Duties
Your job duties will be outlined by John Coble.


COMPENSATION AND BENEFITS


1. Base Salary and Auto Allowance


Your salary will be paid at the bi-weekly rate of $5,769.23, ("Base
Salary"). Your next scheduled salary review will be January 1, 2002. In
addition, you will also be eligible for an auto allowance of $600 per
month, plus reimbursement of business mileage according to Company
policy.


2. Hiring Bonus


You will be eligible for a hiring bonus of $25,000 to be paid within
thirty (30) days of your start date at Grant Prideco.


3. Severance Agreement


If your employment is terminated for any reason other than "for cause"
during the first twenty-four (24) months of your start date, you will
be eligible for a severance payment equal to one (1) year of your then
current base pay. Your Severance Agreement will automatically expire at
the end of the twenty-four (24) months from the Start Date. For the
purpose of this paragraph, term " for cause" includes, but is not
limited to, any one or more of the following occurrences: (a) your
breach of any of any representations contained herein; (b) your
conviction by, or enter of a plea of guilty or nolo contrendre for any
crime (excluding traffic violations and similar misdemeanors) involving
moral turpitude or which is punishable by imprisonment; (c) your
commission of an act of fraud, whether prior or subsequent to the date
hereof, upon Grant Prideco or any of its customers or affiliates; (d)
your failure or refusal to perform his duties as required hereunder by
this Agreement, (e) Gross negligence in performance of your duties,
theft of the Grant Prideco's property, material violation of any duty
of loyalty to Grant Prideco or any other material miscond ...