EXHIBIT 10.6


       AMENDMENT TO EMPLOYEE EXCESS BENEFITS AGREEMENT

     This Amendment made this ____ day of _____ 2000 by and
between _______________________ ("Employee") and THE TIMKEN
COMPANY ("Timken"), an Ohio corporation having it principal
offices at Canton, Ohio.

     WHEREAS, Employee has been employed by Timken since
____ and is currently serving as
__________________________________________________ in a
capable and efficient manner; and

     WHEREAS, Timken is amending the 1984 Retirement Plan
for Salaried Employees to change the way in which earnings
are calculated for participants, as of March 31, 2000; and

     WHEREAS, Employee and Timken had entered into an
Employee Excess Benefits Agreement on _____________.

     NOW, therefore, the parties amend the employee Excess
Benefits Agreement as follows:

          ____ If Employee is an elected officer of Timken
     and retires at age 62 (or at Timken's discretion
     retires earlier or later than age 62 but not later than
     age 65), he shall be entitled to have his benefits
     hereunder calculated under the 1.75% formula in the
     Retirement Plans, unreduced for benefit commencement on
     or after age 62.  For purposes of calculating his
     benefit under the 1.75% formula, Employee's average
     yearly earnings shall mean his average yearly total
     earnings received from Timken for the four twelve-month
     periods, whether or not consecutive, during which he
     was a participant which give the highest average during
     the 10-year period immediately preceding his retirement
     date.

     Except as it is hereby amended, the Employee Excess
Benefits Agreement executed _____________ shall remain in
full force and effect.

     IN WITNESS WHEREOF, the parties hereto have executed
this Agreement in duplicate this ____ day of ______, 2000.


                                ________________________________
                                ("Employee")


                                THE TIMKEN COMPANY


                                By:
                                _____________________________
                                Stephen A. Perry, Senior Vice
                                President--Human Resources,
                                Purchasing & Communications