EXHIBIT 10.25
1997-1998 STRATEGIC INCENTIVE PLAN
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PURPOSE:         To attract, retain, and significantly reward a select group of
                 individuals for the achievement of aggressive, measurable
                 standards of corporate performance. Payments in stock are
                 intended to assist participants in achieving specified
                 ownership guidelines and promote an entrepreneurial approach to
                 the business.

ELIGIBILITY:     Approximately top 150 executives in the Company.

PERFORMANCE
PERIOD:          Two years

PERFORMANCE
MEASURES:        Groups
                 ------
                 50% Division Contribution in 1998.
                 50% Operating Margin percentage in 1998 (operating earnings/net
                 sales)

                 Corporate
                 ---------
                 100%  Earnings Per Share (EPS) in 1998.

                 Division Contribution is defined as operating earnings plus
                 other income and expense.

PERFORMANCE
WEIGHTINGS:      Corporate performance - 30%; Group performance - 70% for
                 those participants with a maximum award of 100% of base salary.

                 Corporate performance - 20%; Group performance - 80% for those
                 participants with a maximum award of 75% of base salary.

                 Corporate performance - 10%; Group performance - 90% for those
                 participants with a maximum award of 40%-60% of base salary.

RELATIONSHIP
OF PERFORMANCE
TO PAYOUT:          Performance Level        Payout Level
                    -----------------        ------------
                          100%                    100%
                           90%                     70%
                           80%                     50%
                           70%                     40%
 
                 The payout for performance between levels will be prorated.

 
1997-1998 STRATEGIC INCENTIVE PLAN (cont'd)
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MAXIMUM
AWARD:           There are three levels of maximum awards as follows:

                 For those participants with a maximum award equivalent to 100%
                 of base pay, the award is denominated 100% in stock units based
                 on the stock price at the beginning of the performance period.

                 For those participants with a maximum award equivalent to 75%
                 of base pay, the award is denominated 75% in stock units based
                 on the stock price at the beginning of the performance period.

                 For those participants with a maximum award equivalent to 40%-
                 60% of base pay, the award is denominated 50% stock units based
                 on the stock price at the beginning of the performance period.

PAYOUT FORM:     The mix of payments under this Plan between cash and stock will
                 change as specified ownership guidelines are achieved. Payments
                 will be made in stock for that portion of the award which was
                 initially denominated in stock units as described above.

                 Upon achievement of the ownership guidelines, the participant
                 may elect the form of payment, either cash or stock, with the
                 opportunity for voluntary deferrals of stock into a Rabbi
                 trust.

PAYMENT:         Bonus payments will be made after the year-end financial
                 results have been reviewed and certified by Arthur Andersen &
                 LLP. Proposed bonus payments to Senior Executives will be
                 reviewed and approved by the Compensation Committee.

WITHHOLDING:     Participants receiving a portion of their bonus payment in
                 stock may elect to pay Federal, state and local withholding tax
                 obligations to the Company in cash or request that the Company
                 withhold a number of shares of common stock equal in value to
                 the withholding tax amount, at the discretion of the Committee.