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                                                                    Exhibit 10-m

As a taxable executive benefit, the Company pays the premiums for life
insurance policies on the lives of non-employee Directors and certain key
executives. The executive or Board member has the right to designate the
beneficiary under the applicable life insurance policy. Messrs. Alter, Rosoff 
and Olafsson are each covered by a $5,000,000 policy. Messrs. Podowski and 
Deehan are each covered by a $1,000,000 policy. Each non-employee Director is 
covered by a $500,000 policy. All of the life insurance policies are owned by 
the Company. Upon termination of employment, each executive is entitled to 
acquire the insurance policy from the Company upon payment to the Company of
an amount equal to the cash value of the policy at that time. The policies  
insuring the non-employee Directors are term life insurance policies, on 
which there is no build-up in cash value.