EXHIBIT 10.2.28

                                  ROHR, INC.
                         SUPPLEMENTAL RETIREMENT PLAN
                            TWENTY-EIGHTH AMENDMENT

Pursuant to Article 6, this amendment to the Supplemental Retirement Plan is 
hereby adopted.

1.  A new Section 8.15 is hereby added, to read in full as follows:

    8.15 Laurence A. Chapman
         -------------------

         (a)  The normal retirement benefit for which Mr. Chapman is entitled
              under the Plan shall be established as provided at Paragraph 3.01
              of the Plan; provided, however, that Mr. Chapman will be credited
              with two years of Credited Service for each year, up to a maximum
              of thirteen years, that he remains an Employee, with one year of
              Credited Service for each year he remains as an Employee
              thereafter.
              
         (b)  All other Benefits provided in the Plan, including Early
              Retirement, Disability Retirement and Survivor Benefits, shall be
              as set forth in the Plan, also based upon the above-described
              normal retirement benefit.

2.  In all other respects, the Plan is hereby ratified and confirmed.

    IN WITNESS WHEREOF, Rohr, Inc., has caused its duly authorized officers to
execute this Amendment on the 7th day of April 1995.

                                        ROHR, INC.

                                        By: /s/ R. W. MADSEN
                                            ------------------------------------
                                            R. W. Madsen
                                            Vice President, General Counsel
                                            and Secretary