Exhibit 10 (B)
Management Incentive Plans

For many years the Company has established annual incentive plans
for its executive officers and other key employees.  These plans
provide for the payment to the eligible employees of additional
cash compensation based on Company, divisional or individual
performance as measured against criteria established at the
beginning of the year.  The executive officers of the Company
were eligible for incentive compensation payments under the "1997
Executive Incentive Plan" which provided for payments based on
earnings per share and the achievement of certain financial and
other business-related objectives established at the beginning of
the year.