1994 BONUS PLAN FOR CERTAIN KEY EMPLOYEES

      The Company has a discretionary bonus program under which exempt 
salaried employees (other than the CEO and Chairman) will be paid bonuses up 
to amounts ranging from 7-1/2% to 60% of base annual salary.  The CEO and 
Chairman participate in this plan, with bonuses specifically determined by the 
board of directors, but on a percentage of base salary at least equal to the 
percentage bonus that will be payable to senior management under the 1994 
Bonus Plan.  The bonus percent is based on a variety of guidelines including 
performance levels of the Company measured by earnings before tax.