EXHIBIT 10.g


                                PENSION AGREEMENT

Stephanie K. Kushner's  January 22, 2002  employment  offer included two options
for a  supplemental  pension:  (a) a  non-qualified  benefit of $50,000 per year
commencing  at  retirement  on or after age 57 or (b) in the  event the  company
adopts a  supplemental  pension plan which is calculated in accordance  with the
Company's  qualified  plan but which  includes  all base salary and bonus in the
calculations,  the amount so calculated. Under either option there is no vesting
until five years after her date of hire.  With respect to option (a), her annual
benefit  earned  during  each of her first ten years of  employment  is equal to
$5,000  per year  (for  example,  if she left the  company  after  six  years of
employment,  she would have a deferred vested benefit equal to $30,000 per year,
payable at age 57).