EXHIBIT 10  7.


                  CBI INDUSTRIES, INC.             
                  OFFICERS' BONUS PLAN


The CBI Industries, Inc., Officers' Bonus Plan (the "Plan") is an
annual short-term incentive plan.  Participants in the Plan are
the executive officers of CBI Industries, Inc. (the "Company"). 
Payments are made under the Plan following the end of the fiscal
year, and consist of two distinct and separate parts: (a) a
formula, performance-based part, and (b) an individual,
discretionary part.  

The performance-based part of the Plan is based on the annual
operating plan of the Company for the fiscal year, which is
approved by the Board of Directors, and derived as a composite of
the individual annual business plans within the major operating
business units of the Company.  Individual target bonus amounts
for each covered officer are approved by the Compensation
Committee of the Board at the beginning of the year.  Achievement
and payment of the performance part of the Plan is based strictly
on attaining specific goals of income and return on capital, both
of which are also approved by the Compensation Committee at the
beginning of the year.  Under the Plan, for those officers of the
Company who are also officers of major operating business units,
"income" is defined as annual operating income, before minority
interest, taxes and interest, and "return on average capital
employed" is measured by dividing annual operating income by a
five-point average of the capital invested (shareholder's
investment and advances) by the Company in the specific major
operating business unit plus the balances of minority interest
and interest-bearing debt maintained and accounted for by the
major operating business unit.  For those officers who are only
officers of the Company the financial measures used in
establishing the goals are the Company's annual consolidated net
income before preferred dividends, and return on average invested
capital, which is calculated by dividing annual net income before
preferred dividends by a five-point average of total interest-
bearing debt, and preferred and common shareholders' investment. 
Formula bonus payments are made only after the Compensation
Committee has certified the achievement of the goals.  The
maximum bonus payable under the formula, performance-based, part
of the Plan is 100% of base salary.

The discretionary part of the bonus is based on an assessment of
the management performance of each of the Company's executive
officers and the effort and skill exhibited in supervising their
respective areas of responsibility and the personnel who report
to them.  It is qualitative based on individual performance and
not on quantitative Company-wide measures.  Individual target and
maximum amounts payable under this portion of the Plan are also
established and approved by the Compensation Committee at the
beginning  of the year.  The amounts payable are separate from,
and are not a substitute for, any part of the performance-based
payments under of the Plan.  The amounts paid under the
discretionary part of the Plan are recommended by Company
management, approved by the Compensation Committee,  and reviewed
by the Board of Directors.  The CEO's discretionary part is
determined solely by the Compensation Committee, subject to
review by the Board.