Exhibit (10)(ix)(1)


                            AMENDMENT NUMBER ONE TO
                      RESTATED NORTHERN TRUST CORPORATION
                      SUPPLEMENTAL THRIFT-INCENTIVE PLAN


WHEREAS, the Northern Trust Corporation (the "Corporation") maintains the
Restated Northern Trust Corporation Supplemental Thrift-Incentive Plan for
employees of The Northern Trust Company, effective as of July 20, 1999 (the
"Plan); and

WHEREAS, by virtue and in exercise of the amending power reserved to the
Corporation under Section 7.1 of the Plan, the Board authorized amendments to
the Plan by resolution dated November 16, 1999;

NOW THEREFORE, pursuant to the authority delegated by the Board to the
undersigned officer by such resolution, the Plan is hereby amended in the
following particulars, effective beginning with the 2000 Plan Year:

1.  The last clause of the first sentence of section 3.1 is amended to read "but
    not to exceed eighteen percent (18%)."

2.  The last clause of the first sentence in section 3.2 is amended to read "but
    not to exceed eighteen (18%)."


IN WITNESS WHEREOF, the Corporation has caused this amendment to be executed on
its behalf by the undersigned officer this 31st day of December, 1999.
                                           ----


/s/ Perry R. Pero
- ----------------------------------------------
Perry R. Pero
Vice Chairman and Chief Financial Officer