Exhibit 3(b)


                                     BYLAWS

                                       of

                           H. L. FUNDING COMPANY, INC.




                        Incorporated in Connecticut, 1993

                                   Amended on





                                    ARTICLE I

                                      Name

              The Company shall be named H.L. Funding Company, Inc.

                                   ARTICLE II

                     Stockholders and Stockholders' Meetings

     Section 1.  Annual Meeting.  The annual meeting of the stockholders of the
Company shall be held at such location, on such day and at such hour as the
Board of Directors may appoint for the election of Directors and such other
business as may properly come before said meeting.

     Section 2.  Special Meetings.  Special meetings of the stockholders may be
called at any time by the Chairman of the Board of Directors or the President,
or in the absence of both, by any Vice President and shall be so called upon the
written request of a majority of the Directors.

     Section 3.  Notice.  Written notice of every meeting of the stockholders
and of the time and place thereof shall be given by an Executive Officer of the
Company at least ten days prior to the time appointed for such meeting, which
notice shall also state in general terms the purpose or purposes for which the
meeting is called.  Said requirements of notice shall be deemed to have been
waived by attendance at such meeting without protesting the lack of proper
notice.

     Section 4.  Quorum.  Holders of the majority of the voting power of shares
entitled to vote at any meeting of stockholders shall constitute a quorum for
such meeting.

     Section 5.  Vote.  Each stockholder entitled to vote shall be entitled to
the number of votes equal to the number of shares of the stock of the Company it
holds.



     Section 8.  Other Committees.  The Board of Directors may, by affirmative
vote of the majority of the whole Board, appoint such other committees from its
own members as it may deem advisable and delegate to such committees such of the
powers of the Board of Directors as it may deem judicious.

     Section 9.  Minutes of Committee Proceedings.  Minutes of the proceedings
of any committee shall be kept in a book provided for that purpose which shall
be open for inspection by any Director during regular business hours.  The
proceedings of any committee shall be read at the next meeting of the Board of
Directors.  In the absence or disqualification of a member of any committee, the
member or members present at any meeting and not disqualified from voting,
whether or not constituting a quorum, may unanimously appoint another member of
the Board of Directors to act at the meeting in place of any such absent or
disqualified member.

     Section 10.  Unanimous Consent.  Any action required or permitted to be
taken at any meeting of the Board of Directors or of any committee thereof may
be taken without a meeting if all members of the Board or committee, as the case
may be, consent thereto in writing, and the writing or writings are filed with
the minutes of proceedings of the Board or committee.

     Section 11.  Dividends.  The Board of Directors may declare such dividends
to the stockholders out of the Company's earnings and surplus as it may deem
expedient.

     Section 12.  Indemnification.  Each Director, Officer or employee of the
Company, and his heirs, executors or administrators, shall be indemnified or
reimbursed by the Company for all expenses necessarily incurred by him in
connection with the defense or reasonable settlement of any action, suit or
proceeding in which he is made a party by reason of his being or having been a
Director, Officer or employee of the Company, or of any other company which he
was serving as a Director or Officer at the request of the Company, except in
relation to matters as to which such Director, Officer or employee is finally
adjudged in such action, suit or proceeding to be liable for negligence or
misconduct in the performance of his duties as such Director, Officer or
employee.  The foregoing right of indemnification or reimbursement shall not
be exclusive of any other rights to which he may be entitled under any statute,
by-law, agreement, vote of stockholders or otherwise.