EXHIBIT (C)(7)(I)


         Article 6I.  Limitation of Liability of Directors.  No director of
         this Corporation shall be personally liable to the Corporation or
         its stockholders for monetary damages for breach of fiduciary duty
         as a director notwithstanding any provision of law imposing such
         liability; provided, however, that this Article shall not eliminate
         or limit any liability of a director (I) for any breach of the 
         director's duty of loyalty to the Corporation or its stockholders,
         (ii) for acts or omissions not in good faith or which involve
         intentional misconduct...a knowing violation of law, (iii) under
         Sections 61 or 62 of the Massachusetts Business Corporation Law, or
         (iv) with respect to any transaction from which the director derived
         an improper personal benefit.  The provisions of this Article shall not
         eliminate or limit the liability of a director of this Corporation for
         any act or omission occurring prior to the date on which this Article
         became effective.  No amendment or repeal of this Article shall
         adversely affect the rights and protection afforded to a director of
         this Corporation under this Article for acts or omissions occurring
         while this Article is in effect.