EXHIBIT 10.14(d)

                                 AMENDMENT NO. 3
                                     TO THE
                        SUPPLEMENTAL RETIREMENT PLAN FOR
                 ELIGIBLE EMPLOYEES OF AECO PRODUCTS DIVISION OF
                        NATIONAL SERVICE INDUSTRIES, INC.


         THIS AMENDMENT made as of the 31st day of August, 2001, by National
Service Industries, Inc., a Delaware corporation ("NSI");

                              W I T N E S S E T H:

         WHEREAS, NSI has previously established the Supplemental Retirement
Plan for Eligible Employees of AECO Products Division of National Service
Industries, Inc. (the "Plan") for the exclusive benefit of its eligible
employees and their beneficiaries; and

         WHEREAS, effective as of August 31, 2001, NSI will restructure its
business operations and form several new subsidiary corporations; and

         WHEREAS, NSI desires to amend the Plan in connection with the
restructuring; and

         WHEREAS, pursuant to the power of amendment contained in Section 11.1
of the Plan, the Plan is hereby amended as follows:

                                       1.

         Section 1.1(m) of the Plan is hereby amended by deleting such section
in its entirety and substituting the following:

         "1.1(m) Company: Company shall mean the AECO Products Division of
         National Service Industries, Inc. (CA), formerly known as NSI
         Enterprises, Inc."

                                       2.

         This Amendment shall be effective August 31, 2001.

                                       3.

         Except as provided herein, the provisions of the Plan shall remain in
full force and effect.






         IN WITNESS WHEREOF, NSI has caused this Amendment No. 3 to be executed
by its duly authorized corporate officers as of the date and year first written
above.


ATTEST:                                     NATIONAL SERVICE INDUSTRIES, INC.



By: /s/ Carol E. Morgan                     By: /s/ Kenyon W. Murphy
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