AGREEMENT

ARTICLE I
PURPOSE

The general purpose of this Agreement is to provide for harmonious
labor relations between the parties in the operations of the Company's plant,
and to provide the rates of pay, hours of labor and working conditions of the
employees. A basic principle underlying this Agreement is that each employee
shall give a fair day's work for a fair day's pay.

ARTICLE II
RECOGNITION

The Company agrees to and hereby recognizes the Union as the sole and
exclusive bargaining agent for all production and maintenance employees of the
Company at its plant at Emory Road, Knoxville, Tennessee, excluding office,
clerical employees, professional employees, guards, watchmen and supervisors as
defined in the National Labor Relations Act.

If Plasti-Line, Inc., opens and manages another manufacturing plant
and/or warehouse related to its local manufacturing operations within a fifty
(50) mile radius of the Emory Road facility, employees of such new operations
will be subject to the provisions of this Agreement. Jobs at such new
operations will be subject to the posting procedures defined in Article VIII.

ARTICLE III
HOURS OF WORK

SECTION 1 (a). The normal work day shall be eight and one half hours (8.5) in
total duration. The normal work week for the standard two shift operation
shall be:

First Shift: 7:00 a.m. Monday
Second Shift: 3:30 p.m. Monday

During the course of the normal work day, two ten minute breaks will be
provided at the Company's expense (times to be established by the Company).
One thirty minute lunch break will be established by the Company (at the
employee's expense). The final five minutes of each shift shall be set aside
for wash up.

Should the need arise for a normal three shift operation the third shift would
commence at 11:00 p.m. on Sunday night; the first shift starting at 7:00 a.m.
Monday; and the second shift starting at 3:00 p.m. on Monday. One twenty
minute lunch and one ten minute break would be incorporated into the schedule
at the expense of the Company.

SECTION 1 (b) . Should the need arise for continuous operations in all or any
part of the plant (continuous operation is defined as seven days per
week/twenty-four hours per day); each shift shall be eight hours in duration.
When the shift is eight hours, the sixth and seventh day will be at a premium
of one and one-half and double the rate of pay, respectively. Any subsequent
change from an eight hour shift shall be by mutual agreement of the Company and
the Union, and the jobs posted and bid by the contract.

SECTION 1 (c). Employees shall be allowed a paid ten minute break prior to
starting an overtime work period scheduled to continue into the shift for two
or more hours.
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SECTION 1 (d). When the Company elects to change the start/stop times of the
normal eight-hour work day for an employee or group of employees in a
department, the job(s) affected shall be posted in accordance with the
procedures defined in Section B, Article VIII of this agreement.

SECTION 2 . Overtime shall be administered as follows:

(a) All work in excess of the normal work day for an established
job shall be paid at one and one-half the base rate of pay.

(b) All work performed on the sixth day of an employee's work week
shall be paid at one and one-half times the base rate of pay.

(d) Overtime will not be pyramided; that is, no employee shall
receive overtime pay subject to more than one overtime or
holiday provision of this Agreement.

(e) For the purpose of this section, the fiscal day for each
employee shall be the 24-hour period commencing with the start
of his regular shift. This notwithstanding, if employees
start their regular shift early and work only eight (8) hours
thereafter, they shall not be entitled to pre-shift overtime
for the period from the early start to the beginning of their
fiscal day. If overtime is earned, employees shall be
entitled only to post-shift overtime in accordance with (a)
above. Before an employee agrees to start a regular shift
early, he shall be informed of the hours to be worked and any
subsequent change in hours worked shall be by mutual agreement
of the Company and the employee.

(f) The Company will notify department Stewards of its overtime
needs, specifying the number of employees required per
department and the hours to be worked. The Company will be
liable for failure to notify the Stewards. Overtime needs
will be filled from volunteers through the use of the Stewards
or Chief Stewards in the respective areas. The overtime needs
for each department will be filled by employees from that
department. The Company may, at its discretion, accept
volunteers from other departments to fill overtime needs above
the required manning level. When overtime needs are not
filled by volunteers, the Company will require additional
employees, on the basis of least seniority first, to work
overtime, providing the employee possesses the necessary
skills to perform said work. The Company shall not require
overtime for any person in any department or departments for
more than fifteen Saturdays in a calendar year of which no
more than two are consecutive. A list of employees scheduled
for the Saturday overtime shall be posted by the Union no
later than Thursday of each week and a copy given to the
Superintendent(s).

Any employee so scheduled who does not report for work on
Saturday shall be recorded as absent. Should the Company
decide to cancel Saturday overtime it shall post notice not
later than the end of the first shift on Thursday.

(g) It shall be the general policy of the Company to equalize
overtime within job classification where the Company, at its
discretion, deems such equalization to be practical. The
Company shall not be liable for failure to equalize overtime.
Overtime, subject to the Company's needs and requirements,
will be equalized as follows:

(1) Each employee will have an overtime record maintained
by the department Steward and posted in the
department where the employee works.

(2) When overtime is contemplated, the senior employee
within the classification having the least overtime
and having the required skill and ability shall be
selected for overtime.
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(3) New employees, or employees transferring from one job
classification to another, shall be started showing
one hour more overtime than any employee in the
classification in which they are assigned.

(4) All voluntary overtime shall not count towards
Company required overtime; and no more than fifteen
Saturdays are required.

SECTION 3 . Employees shall be paid on Thursday of each week prior to the
scheduled lunch break for their shift where practical, but not later than
quitting time for their shift. Pay shall be for the prior work week.

SECTION 4 . Employees whose shift commences at 3:30 p.m. (second shift) shall
receive an additional 15c. per hour shift premium.

SECTION 5 . Employees whose shift commences at 11:00 p.m. (third shift) shall
receive an additional 20c. per hour shift premium.

SECTION 6 . An employee who works four (4) hours or more of overtime into a
shift paying a premium shall receive the premium at a rate of one and one-half
times in addition to his overtime pay for said hours, unless the shift he is
working received a higher premium, in which case he would receive the higher
premium.

ARTICLE IV
HOLIDAYS

The following days shall be considered as holidays: New Year's Day,
Washington's Birthday, Good Friday, Memorial Day, July 4th, Labor Day,
Thanksgiving, Friday after Thanksgiving, Christmas Eve, Christmas Day and New
Year's Eve Day.

If a holiday falls on other than a regular work day, it shall either
be scheduled to be observed on a work day immediately prior to or following the
holiday. By mutual consent of the Company and Union, holiday observance may be
changed to provide better work schedules. Work on these alternate days shall
be at straight time rates. All work done on actual holidays shall be paid for
at double time. To qualify for holiday pay, the employee must meet the
following conditions:

(a) The probationary employee shall have completed 90 calendar
days on the payroll prior to the date of the holiday.

(b) He shall have worked his last scheduled shift before and his
first scheduled shift after the holiday, except those
employees who are absent the scheduled work day before and
after the holiday due to illness, injury, death in the
immediate family, jury duty, major transportation difficulty,
approved Union leave or approved medical leave and presents
satisfactory evidence thereof, in which event they will be
paid for any holiday observed.

(c) If a holiday occurs during the vacation of an employee, the
employee is paid for the holiday in addition to vacation pay.

(d) In no event shall any employee, whether excused under (b)
above or laid off, be entitled to holiday pay unless he shall
have worked at least one regularly scheduled shift within
fifteen (15) calendar days prior to the holiday.

(e) At no time shall any employee be entitled to holiday pay if at
the time of the holiday there is any work stoppage of any kind
or character.
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Holiday pay shall be eight (8) hours straight pay at the regular rate
of the employee in effect at the time the holiday occurs. When payday falls on
a scheduled holiday, paychecks will be distributed the last normal work day
prior to the holiday.

ARTICLE V
VACATIONS

SECTION 1. All employees shall, upon attaining the anniversary date for years
of continuous service as set forth in Section 3 hereof, be given vacation with
pay as hereinafter determined according to the following schedule:

YEARS OF CONTINUOUS SERVICE WEEKS OF VACATION WITH PAY
-----------------------------------------------------------------------------

Two (2) years Two (2) weeks
Five (5) years Three (3) weeks
Fifteen (15) years Four (4) weeks
Twenty (20) years Five (5) weeks

SECTION 2. For each week of vacation with pay to which an employee is
entitled under Section 1 hereof, he shall receive vacation pay as follows:

(a) Each such employee who shall have worked for the Company
during the year preceding his vacation anniversary date a
total of at least 1200 hours shall receive forty (40) hours
pay.

(b) Each such employee who shall not be eligible for vacation pay
under (a) above shall receive pay in accordance with the
following schedule:

800 - 1199 hours 30 hours pay
300 - 799 hours 20 hours pay
299 - or less 0 hours pay

(c) Time off for compensated industrial accidents within one year
of the accident occurrence shall be counted as time worked
for purposes of this section. Time off for vacations,
holidays, jury duty, funeral leave, union business, two weeks
reserve duty and regular work days lost due to inventory shall
be counted as time worked for purposes of this section.

(d) Vacation pay shall be computed by multiplying the number of
hours of vacation to which the employee is entitled by his
regular straight time rate in effect at the time of vacation.

(e) Vacation pay shall be distributed only as specified in Section
7.

SECTION 3. For purposes of vacation pay administration, employee anniversary
dates shall be determined as follows:

(a) Employees whose seniority date falls between March 1 and
August 31, inclusive shall have an anniversary date of June 1.

(b) Employees whose seniority date falls between September 1 and
February 28, inclusive, shall have an anniversary date of
December 1.
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Any employee who is on authorized leave of absence, on sick leave, or
is laid off, but is entitled to vacation pay, determined as herein provided,
will be mailed said vacation pay.

SECTION 4. Any employee who works during his vacation shall receive his
vacation pay when due and shall be paid his regular rate for all work done by
him.

SECTION 5. Any employee desiring to take part or all of his vacation at some
other date than the time agreed to in Section 7, may arrange such other date by
permission of the Company, and shall receive such portion of his applicable
vacation pay at the start of the period as provided for in Section 7.
Employees shall have the option of electing to take an additional day of
vacation pay in lieu thereof during the third or fourth week of vacation if the
holiday falls in such vacation week, provided such third or fourth week is
outside plant shut down weeks.

SECTION 6. No vacation pay shall be due any employee who, for any reason,
fails to remain in the employ of the Company on his anniversary date, except as
noted below:

(a) An employee retiring under this Agreement will receive
pro-rata vacation pay based on the hours worked since the
employee's last anniversary date. The pro-rata pay shall be
based on the schedule set forth in Section 2 of this Article.

(b) Should an employee die during the term of this Agreement his
estate will be paid a pro-rata vacation pay based on the hours
worked by the employee since his last anniversary date. The
pro-rata pay shall be based on the schedule set forth in
Section 2 of this Article.

SECTION 7. It is agreed the summer vacation period shall be of one (1) week's
duration beginning the week July 4th falls, except for required production and
maintenance crews. This shall be a five (5) work day vacation shutdown
excluding the holiday and such time will be counted as vacation.

(a) If a holiday falls within the shut down vacation period, then
the holiday shall be given as an extra day's pay in the
employee's last paycheck before shut down.

(b) The rate of pay for vacation shall be the employee's regular
straight time rate in effect on the last workday in May for
June employees; the 15th of November for December employees
except as noted in (c) below.

(c) Employees who take vacation outside the shut down period may,
by written notice to the Company 30 days prior to their June
or December anniversary date, have their vacation pay held.
In these cases vacation pay shall be eight (8) hours straight
pay at the regular rate of the employee in effect at the time
the vacation occurs.

(d) Vacation pay will be issued June 15th for June anniversary
employees and December 1 for December anniversary employees
except for those who elect to hold their vacation pay as
stated in (d) above.

(e) For the shut down period, all December employees with more
than one (1) year's service, will receive an advance on one
(1) week's vacation pay.

(f) Fifth week vacation pay will be issued on or about the 15th of
the month following the employee's seniority date.
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ARTICLE VI
REPORTING

Any employee who is scheduled or required to report for work on any
day and is not put to work for at least four (4) hours shall be paid the
applicable rate for four (4) hours actual work on that day. The foregoing
provision shall not apply if the Company is unable to provide work because of a
strike at its plant, break-down of equipment, failure of utilities, fire,
floods, acts of God or if the employee is absent, by his own volition, at the
time that "no work" notice is given.

ARTICLE VII
WAGES

SECTION 1. Effective with the date of this contract, job classification, wage
scale and pay shall be as set forth in the attachment hereto labeled JOB
CLASSIFICATION AND WAGE SCALE, and same shall be made a part of the Agreement.

SECTION 2. Effective with the date of this contract, each employee shall
remain in the classification he held on the last day of the prior contract or a
new classification agreed upon by the Company and the Union until changed in
accordance with the terms of this contract.

ARTICLE VIII
SENIORITY

New employees, and those hired after a break in continuity of service
with the Company, shall be regarded as probationary employees for the first 90
calendar days (this may be extended an additional 90 calendar days by mutual
agreement) of their employment, or reemployment, and may be laid off or
discharged without reference to length of service. Such probationary employees
continued in the service of the Company after actually being on the payroll for
the 90 calendar day probationary period shall have a seniority status according
to their length of service from the date of hiring. In the event a
probationary employee is laid off, his period of layoff shall not exceed his
time on the payroll, at which time he shall be terminated.

Probationary employees are not eligible to bid on posted jobs.
Probationary employees may be assigned without any increase in pay so as to
enable the Company to evaluate their capabilities but the jobs they hold shall
be subject to bumping by senior employees. When a probationary employee
achieves regular employment status, the job held by that employee, if not
previously posted or accelerated, will be posted and that employee may then
bump into such job as his seniority and skill may carry him.

A. Seniority shall be administered as follows:

1. Layoffs, due to lack of work, illness or injury of
the employee, or other cause not due to the voluntary
fault of the employee, shall not constitute
interruption of continuous service as those terms are
used in this section, and the employee's seniority
status shall not be affected by such interruption.

2. An employee may be dropped from the service and payroll of the
Company for any one of the following reasons:

a. Excessive absenteeism.

b. Failure to report for two regularly scheduled
consecutive shifts to which the employee is
assigned except when the employee notifies
the Company of the reason he cannot report.
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c. When a laid off employee fails to report for
work within five (5) calendar days after
mailing a registered letter, or other
documentable means of communication, by the
Company to the employee's last known address
requesting him to do so. Within two (2)
working days after receipt of such written
notice to report to work, the employee shall
notify the Company within the five day period
provided herein.

d. Discharge for reasonable cause.

e. If he/she resigns or quits.

f. When an employee has performed no work for
twelve (12) months or a period of time equal
to his length of continuous service whichever
is greater unless failure to perform work was
due to a compensable injury or illness.

B. The Company shall post, or accelerate, all vacancies after
restoration rights have been exhausted.

1. A copy of this notice shall be given to the Chief
Steward. Such posting will continue for a period of
three (3) consecutive days, Saturday, Sunday, and
Holidays excluded, and the job will be awarded on the
fourth day. Each employee desiring to bid on said
job shall, during such three day period, sign the
posted notice and also the copy which will be held by
the Chief Steward or the Superintendent of the plant.

2. Until a job or vacancy is permanently filled as
hereinafter provided, the Company may fill such job
on a temporary basis. Temporary shall be defined as
a period not to exceed twenty (20) regular work days,
unless extended in a particular case by mutual
agreement, or unless such vacancy is caused by an
employee being absent or on vacation. At the end of
the temporary period, the transferred mployee will be
returned to the department and/or classification from
which he was transferred. Should the returning
employee not be required, due to lack of work, the
employee would be considered displaced. Such a
displaced employee may then bump into such job as
seniority and skill may entitle the employee.

3. The Company will post jobs for bid or use the
acceleration process for vacancies. The names of the
person(s) awarded the job will be posted on the
Company bulletin board on the day the job is awarded.
The Company may elect to hold a person awarded a job
in this manner until his job is filled, but in no
case longer than three (3) working days. A person
bumping another employee will, unless changed by
mutual agreement, assume that employee's job at the
start of his next regularly scheduled shift. The
Company agrees not to reduce or abolish a job for a
period of five (5) working days from the day it is
awarded and filled.

4. Employees will provide, via a Bumping/Restoration
Preference Form, the Company and their Shop Steward
bumping preferences and whether or not they desire to
be returned to their home classification in the
event of a restoration.

5. When vacancies occur, when new jobs are created, when
jobs are abolished or restored, as well as in all
cases of increase or decrease in forces, where
factors other than seniority are to control, a
conference shall be held between the representatives
of the Company and the Shop Committee for the Union,
during which the parties shall attempt to mutually
agree on the future status of the employee or
employees involved, and, in making such
determination, the following factors shall be
considered:
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a. Length of continuous service.

b. Relatively equal ability to efficiently
perform the work in question.

c. Application to the job, past performance (in
regard to quality and quantity of work) and
physical requirements of the job.

6. If (b) and (c) are relatively equal, (a) length of
continuous service, shall govern. In the event
the representatives of the Company and the Shop
Committee for the Union are unable to reach a
satisfactory understanding with respect to factors
(b) and (c), it shall be the duty of the Company to
make such determination; however, in the event the
Company gives preference to a junior employee on the
basis of such determination and should a senior
employee feel that the Company has improperly
considered the provisions of factors (b) and (c) in
making such determination, such senior employee may
file a grievance in accordance with provisions of the
Agreement. In the event such grievance is not
satisfactorily settled in accordance with the
grievance procedure of the Agreement, and should the
Union request that the grievance be submitted to
arbitration, as provided for elsewhere in this
Agreement, the questions to be determined by the
arbitrator shall be whether or not the Company, in
making its determination, fully considered all of the
provisions of factors (b) and (c) and was clearly
unreasonable in its application thereof.

7. Employees will be eligible to accept not more than
three awards of posted or accelerated jobs at
any level in any calendar year. Every time an
employee is bumped or his job is reduced, he will be
granted eligibility to accept an award of a posted or
accelerated job in addition to the three awards
allowed by the prior sentence. Not more than three
bid award eligibilities shall be carried over from
one calendar year to the next.

8. Any employee who is permanently promoted or otherwise
changed to a higher job classification, shall assume
the rate of pay under the then applicable wage scale
for the higher job. In all cases where an employee
is changed to a lower classification other than on a
temporary basis, he shall take the rate of the then
applicable wage scale of such lower classification.

C. Seniority shall be applied and administered as
follows:

1. Plant wide seniority is established.

2. When the Company contemplates that a layoff of
indefinite duration (three or more work days) is in
prospect, it shall attempt to notify employees
affected three work days in advance, but shall not be
liable in any way for failure in this regard.

3. In any reduction of forces within the plant, layoffs
shall be made by seniority, subject to the right of
the Company to retain the necessary skills and work
crews for jobs remaining to be performed, provided
employees can provide evidence of experience and/or
skills and they would otherwise be laid off.

4. In the event an employee's job is reduced from
his/her classification, the Company will honor
his/her bumping preferences as far as his seniority
and skill will allow (i.e., bumping into a skill
classification requires having previously held the
classification in a qualified status, so long as the
job has not materially and substantially changed).
Bumping preferences will be documented by each
employee for ease of administration. An employee may
amend his/her
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preference at any time, so long as the bumping
process has not commenced. In the event of a layoff
of two work days or less no employee's right to bump
shall exist, although during this period employees
will be laid off by seniority, providing they have
the qualifications to perform the available work. In
the event a more senior employee would be laid off
while a qualified junior employee remains in a
skilled classification, the senior employee would be
given the opportunity to remain employed by
demonstrating his/her ability. The employee would be
given a maximum of forty-five (45) days to
familiarize himself/herself and reach the
acceptable standards of production and quality.

5. Any employee temporarily transferred to a lower job
classification at the direction of the Company shall
continue to receive his regular rate of pay. The
person(s) temporarily transferred to a lower (or
equal) paying job shall be the junior person(s) from
a department or departments determined by the
Company. Any employee who temporarily works three
(3) or more consecutive hours in a higher job
classification by direction of the Company shall:

a. Retain his present rate of pay if
such rate is in excess of that of
the higher classification.

b. Take the rate of the pay of the
higher classification if such rate
is in excess of his present rate.

c. On temporary transfer to a higher
paying classification, the senior
employee(s) in the classification
will be given preference. On
lateral or lower classification, the
junior man with the ability to
perform the work will be required
to transfer.

6. An employee protesting his rate of pay for a
temporary assignment may process a grievance to the
extent and in the manner provided in this contract,
and if as a result of such grievance, the Company
shall be found in error, arbitrators may award such
lost pay as they deem appropriate.

7. Restoration of the work force shall be made as
follows:

a. Each employee maintains a "home
classification".

b. Upon restoring a reduced
classification, the company will
honor the employee's preference
form.

D. The Company will post on its bulletin board a list showing the
current seniority standing of each employee and will furnish
copies of such lists to the Union Business Manager and/or
Business Representative and Chief Stewards. Revised lists
will be posted every four (4) months. Any appeals from the
seniority list as posted must be made within ten (10) regular
work days of posting. Any error on a seniority list will be
corrected by the next revision with no penalty to the affected
employee(s) in the interim.

Upon written request from the Union, the Company will, within
three (3) working days, provide the Union with an updated,
current seniority list.

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ARTICLE IX
NON-DISCRIMINATION

It is the policy of the Company and the Union that the provisions of
the Agreement shall be applied without discrimination because of race, creed,
religion, color, sex, age, national origin, physical or mental handicap or
disability, or because an employee is a disabled Vet or a veteran of the
Vietnam era.

Neither the Union nor the Company shall discriminate against any
employee because of membership or activities in the Union, or because the
employee does not join the Union or refrains from engaging in any activity for
or on its behalf. Any disputes that arise concerning any alleged
discriminations shall be submitted to Step III of the grievance procedure.

Whenever used herein, the use of personal pronouns "his" or "her"
shall be deemed to include, in either case, the masculine or feminine gender.

ARTICLE X
MANAGEMENT PREROGATIVES

A. The management of the Company's plant and the direction of its working
forces, including, but not limited to, the right to establish new jobs, abolish
or change existing jobs, increase the number of jobs, establish work crews,
change material, processes, products, equipment, and operations, schedule
employees, assign work to be performed, and the right to hire and suspend,
promote, discipline or discharge for proper cause, transfer or lay off
employees because of lack of work or other legitimate reasons shall, subject to
the provisions of this Agreement, be vested exclusively in the Company.

B. The Company shall have the right to establish, maintain and enforce
reasonable rules and regulations, including rules and regulations regarding
employee abuse of controlled substances, to secure orderly plant operations; it
being understood and agreed that such rules and regulations shall not be
inconsistent or in conflict with the provisions of this Agreement. The Company
shall post on its bulletin boards and furnish the Union with a written or
printed copy of all new rules and regulations and all changes therein. Changes
in existing rules and regulations, as well as new rules and regulations
promulgated by the Company, shall not become effective until 48 hours after
copies thereof have been posted on the Company's bulletin boards and a copy
furnished to the Union.

C. There shall be no limitation as to the amount of work performed during an
employee's regular work day, and all work shall be performed in a satisfactory
and workmanlike manner. The Company and the Union agree that it is their
objective to achieve the highest limit of the employee's performance and
efficiency consistent with safety, good health and sustained efforts.

D. In the event the Union disagrees with the rate which the Company
establishes for a new job it may appeal such dispute to the grievance procedure
after a reasonable trial period for the new job, not to exceed a 90 day period.

E. If, in the opinion of the Union, an existing job has been changed to the
extent it should be reclassified or have a new classification established, it
may appeal such dispute to the grievance procedure after a reasonable trial
period for the changed job.

ARTICLE XI
GRIEVANCE PROCEDURE

A. The Grievance Committee shall consist of: Business Manager and/or Business
Representative, Shop Steward of the Department, and Chief Shop Steward. Two
(2) members of this group shall constitute a quorum.

B. Should any difference arise between the Company and the Union, or between
the Company and an employee, or employees, as to the meaning, application,
interpretation or alleged violation of this Agreement, such differences shall
be adjudicated in accordance with the provisions as hereinafter set forth in
this section. It is understood and agreed that any individual employee, or a
group of employees,
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shall have the right to present grievances to the Company and to have such
grievances adjusted without the intervention of the Union, provided any
adjustment made shall not be inconsistent with the terms of this Agreement.
The Union may have a representative present at any such hearing if it so
desires. In the event an employee, or employees, elect to have a grievance
adjudicated in accordance with the provisions of this section, the aggrieved
employee, or employees, as the case may be, shall immediately, and in any event
not later than five (5) work days from the date such grievance occurs, present
his grievance to one of the aforementioned Grievance Committee members in
writing, on forms furnished by the Union who shall within said time file the
same with the Company. It is expressly understood and agreed that after a
grievance has been presented by an employee in writing to one of the
aforementioned Grievance Committee members and the written grievance has been
presented to the employee's supervisor, no supervisor of the Company shall
discuss such grievance with the employee unless a committee member is present
during such discussion. Within a reasonable period, not to exceed one (1) work
day after the grievance, or grievances, has been presented to the Company as
herein provided, an earnest effort shall be made to settle such grievance or
differences in the following manner:

Step 1-- By the Shop Steward and the Company's Supervisor. The
Supervisor for the Company shall render a decision in writing within
three (3) work days after the grievance is presented, and if the
Supervisor's decision is not acceptable, the grievance shall within
three (3) work days, be handled in accordance with Step 2 of this
section.

Step 2-- By the Chief Steward, with or without the assistance of an
authorized representative or representatives of the Union, and the
Department Superintendent. The Superintendent shall render a decision
in writing within three (3) work days after the grievance is
presented, and if the decision rendered by the Company's
representative is not acceptable, the grievance shall within five (5)
working days, at the written request of either party to this
Agreement, be handled in accordance with Step 3 of this section.

Step 3-- By the Business Manager and/or Business Representative of the
Union and the plant manager or the Company's designee. The Company's
representative shall render a decision in writing within five (5) work
days after the grievance is presented, and if the decision rendered by
the Company's representative is not acceptable, the grievance shall
within thirty (30) calendar days, at the written request of either
party to this Agreement, be referred to arbitration as provided for
elsewhere in this Agreement.

C. Failure by either party to appeal a grievance within the time limit set
forth herein will result in the grievance being considered satisfactorily
settled in accordance with the last written decision rendered by the Company.
If the Company fails to respond within the time limit provided at any step, the
grievance is automatically moved to the next step. However, any of the time
limits set forth herein may be extended by mutual consent of the parties
hereto.

D. Any issue involving the meaning of the alleged violation of the Agreement
may be initiated by either party directly with the other party. Any issue
involving the termination of an employee may be initiated by either party
directly with the other party beginning with Step 3 of the aforementioned
grievance procedure. Upon failure to agree, such issue may be referred
immediately by either party to arbitration, as provided for elsewhere in this
Agreement.

E. The Grievance Committee provided for and mentioned in this section shall
have and possess power and authority to act for and bind the Union in
connection with those functions, rights, obligations and matters provided for
in this Agreement. They shall not have, or be deemed to have, any other
authority to act for, or bind the Union.

12
ARTICLE XII
ARBITRATION PROCEDURE

A. The grievance within the scope of the Agreement, which remains unsettled
after having been fully processed pursuant to the provisions of the Grievance
Procedure, may be submitted to arbitration upon written request of either
party, provided the request is made within thirty (30) working days after the
final decision has been given under the final step of the Grievance Procedure.

B. The Company and the Union agree that the parties will meet within seven (7)
working days after request for arbitration is received to select the
arbitrator, unless an extension not to exceed five (5) working days is mutually
agreed upon. In the event that the Company and the Union are unable to agree
upon an arbitrator within this period of time, they shall submit a joint
request to the Federal Mediation and Conciliation Service for a panel of seven
(7) arbitrators within seven (7) working days subsequent to expiration of prior
seven (7) days, or extended period. The arbitrator will be selected from the
list by both the Company and the Union, each alternately striking a name from
the list until only one remains. The Company and the Union will alternate in
striking the first name from the list. The Company will strike the first name
in the first arbitration case, and the Union will strike the first name in the
second arbitration case, and continuing, etc.

C. In case of discharge or suspension where the arbitrator awards back pay,
the monetary award may not be greater than the employee's normal straight time
earnings for the period less any unemployment compensation paid to the employee
during this period.

D. Cost of the arbitrator's fee and expenses shall be borne equally by both
parties.

E. It is agreed that the authority of the arbitrator shall be limited to the
interpretation of the express terms of this Agreement or any mutually agreed
upon supplements hereto. The arbitrator shall have no power to alter or add to
the terms of this Agreement or to disregard this Agreement, or to arbitrate any
dispute arising out of the negotiation of a new Agreement or a renewal of this
Agreement, or any amendment thereof or supplement thereto.

ARTICLE XIII
SUPERVISION WORKING

No supervisor shall perform any work under the coverage of this
contract except to instruct employees or in cases of emergency. Supervisors
shall be permitted to familiarize themselves with new production techniques,
new products and equipment.

ARTICLE XIV
BULLETIN BOARDS

The Union shall have access to the bulletin boards to place any
notices concerning the Union that it desires to, provided, the notices bear the
signature of the President, the Business Manager and/or Business
Representative, or the Secretary of the local branch. The Union agrees to
furnish the Company with authorized signatures and any notice not bearing such
authorized signatures as furnished may be forthwith removed.

ARTICLE XV
AFFILIATE

In case the International Union or the Company at any time shall
change its name, reorganize, unite, consolidate, merge or affiliate, this
Agreement shall remain effective for its duration.

13
ARTICLE XVI
STRIKES AND LOCKOUTS

A. The Company agrees not to cause, permit, or engage in any lockout of its
employees during the term of this Agreement except for refusal of the Union to
submit to arbitration in accordance with Article XII, or failure on the part of
the Union to carry out the award of the Board of Arbitration. The Union agrees
that neither it nor its members, individually or collectively, will, during the
term of this Agreement, cause, permit or take part in any strike, picketing,
sit-down, interference with work in or about the Company's plants or premises,
except for refusal of the Company to submit to arbitration in accordance with
Article XII or failure on the part of the Company to carry out the award of the
Board of Arbitrators.

B. The Company and the Union agree that the grievance procedures provided
herein are adequate to provide a fair and final determination of all grievances
arising under the terms of this Agreement and, further that remedies and
procedures provided by law shall be the sole and exclusive means of settling
all other disputes between the employees and the Company or between the Union
and the Company.

C. It is the desire of the Union and the Company to avoid strikes and work
stoppages. Any employee engaging in any work stoppage, intentional slow-down
of production, or unauthorized strike may be discharged or otherwise
disciplined and a grievance may be processed by such employee under the
grievance procedure afforded by this contract, but only for the purpose of
determining whether or not the employee is engaged in such work stoppage,
intentional slow-down of production, or unauthorized strike.

D. Sympathy strikes are also forbidden during the life of this agreement.

ARTICLE XVII
SAFETY AND HEALTH

The Company will make provision for the safety and health of its
employees during the hours of their employment. There shall be a permanent
Safety Committee consisting of not more than three (3) employees selected by
the Union and an equal number selected by the Company. This committee which
shall meet monthly, shall investigate, discuss and submit recommendations
calculated to relieve any unsafe working conditions that may exist. These
recommendations shall be submitted to the Company and it agrees to make
reasonable efforts to improve any safety defect which the Committee may call to
its attention. No employee will be required to work under conditions where, in
the opinion of the Safety Committee, it would be hazardous or unsafe for him to
do so.

If an employee bids and is awarded a job and at a later date
performance of such duties becomes detrimental to his health he may, by
presentation of a doctor's certificate to such effect and such other evidence
as the Company may require, be permitted to transfer to any job which such
employee may, by reason of qualification, seniority, and physical fitness be
entitled to fill.

The Company shall either have a person trained in first aid with
current certification or a nurse on duty during the major shifts.

ARTICLE XVIII
LEAVES OF ABSENCE

A. Leaves of absence without pay may be granted upon written application when
approved by the Company and the Union Executive Committee where the Company
determines that operations will not be unduly affected, and any employee to
whom such a leave is granted will retain and accumulate seniority during such
leave. Such leaves of absence may be extended upon joint approval of the above
parties from time to time to cover a period not in excess of one year.

B. Any employee who is on leave of absence and fails to return within the time
limits, or who accepts employment elsewhere, shall be considered as having
resigned.
14

C. Employees on leave of absence shall retain and accumulate seniority during
such leave.

D. Leaves of absence are of six (6) basic types:

1. Personal Leaves - Not to normally exceed (30) days but may be
extended beyond 30 days if necessary if six (6) months of
Company service has been completed. The number of and length
of personal leaves granted will be determined by joint
approval of the parties.

2. Non-Occupational Illness or Injury - Not to exceed 18 months.
The Company may require a certificate from its doctor before
an employee who has been on medical leave of absence is
permitted to return to work.

3. Occupational Illness or Injury - For the total period of
disability or until it is medically determined the employee is
able to return to work. If an employee is placed on a
permanent disability rating by the Social Security
Administration or it is medically determined that the
employee is unable to work, the employee shall at that time
be terminated by the Company as being physically unable to
perform his/her job.

4. Union Business - Leaves of absence up to three year may be
granted for Union activity and seniority shall accumulate
during such leave. However, such leaves will be granted only
when requests are made to the Company by the International
Union and the Company determines that operations will not be
unduly affected. No more than two employees will be approved
for extended leaves to hold an elected office within the local
union or the International at any one time.

5. Military Leave - The Company will pay employees on Military
Leave for the difference between their regular 40 hour per
week pay and their Military pay for a period of two (2) weeks
per year upon presentation of proper documentation. Such
Military duty must be mandatory and of a temporary nature.

6. Family and Medical Leave - Unpaid leave may be taken by
eligible employees in accordance with federal law. The
Company has the right to substitute available paid leave
(e.g., vacation) for unpaid leave available under this law.

E. Whenever the Company desires a bargaining unit employee to serve in a
Company position outside the scope of this Agreement, the employee may return
to the bargaining unit and retain his seniority if such decision to return is
made within 60 calendar days after leaving. After 60 calendar days, unless
extended by mutual consent of the Company and the Union, such employee will no
longer be a member of the bargaining unit.

15
ARTICLE XIX
GROUP INSURANCE AND PENSIONS

The Company will continue in effect its present Group Life Insurance
Program and will continue to offer a group health insurance plan with
equivalent benefits to the existing plan with another administrator or carrier.
This health plan shall be maintained and paid for one-half by the Company and
one-half by the employees. In the event the rates increase, the Company shall
pay for one-half. Likewise, in the event a rebate is earned, each party shall
be entitled to one-half of such amount.

An alternate health insurance plan will be offered beginning March 1,
1995. For the remainder of 1995, the weekly premiums shall be:

Employee - $10.40
Employee + One - $20.25
Family - $29.94

In future years, any premium increases (or decreases) shall be shared
one-half by the Company and one-half by the employees.

During leaves of absence, as provided for in Article XVIII hereof, and
during strikes arising as a result of contract negotiations, employees may
maintain the above insurance program in full force, provided the employees meet
the requirements of the insurance companies. The cost of the insurance will be
determined by the type of leave of absence as described in Article XVIII-D:

1. Personal Leave - The entire cost of the health and life
insurance will be borne by the employee and will be paid in
advance to the Payroll Department.

2. Non-Occupational Illness or Injury - The Company and the
Employee will each continue to bear their normal share of the
health insurance and life insurance premiums. The Employee
will pay insurance premiums thirty (30) days in advance to the
Payroll Department.

3. Occupational Illness or Injury - The Company and the Employee
will each continue to bear their normal share of the health
insurance and life insurance premiums. The Employee will pay
insurance premiums thirty (30) days in advance to the Payroll
Department.

4. Union Business - The entire cost of the health and life
insurance will be borne by the employee and will be paid in
advance to the Payroll Department.

5. Military Leave - The Company will continue to pay its portion
of the health insurance premium and all of the
non-contributory life. The employee will continue to pay the
entire cost of the contributory life. The insurance premiums
will be deducted from the employees' paychecks when they
return from duty.

LIFE INSURANCE

AMOUNT OF INSURANCE
-------------------

YRS. OF SERVICE NON-CONTRIBUTORY CONTRIBUTORY

5 years or more $14,000 $6,000
Less than 5 years $11,000 $3,000

Included with the basic life insurance the employee shall have
accidental death and dismemberment insurance equal to the amount of
basic life insurance.

16
PENSION

The Company agrees to continue for the life of this Agreement
a pension plan negotiated by the parties which by this reference is made a part
thereof. In accordance with the provisions of the plan, an employee retiring
during the life of this Agreement shall receive a monthly pension of $11.67 for
each year of credited service up to 30 years and $5.84 for each year of
credited service after 30 years. Employees 55 years of age or older with 30 or
more years of credited service will be eligible to take early retirement with
no reduction of benefits. An employee working 1500 or more regular and
overtime hours in a plan year will be credited with a full year of credited
service. Employees with five or more years of credited service will be vested.

OTHER

The following benefit levels will also be in effect during the
terms of this Agreement:

2/4/95 2/4/96 2/4/96

Sickness & Accident $115/wk. $120/wk. $125/Wk.
Maximum Hospitalization $1,000,000 $1,000,000 $1,000,000

ARTICLE XX
CHECKOFF

Upon receipt of a signed individual authorization, in the form agreed
upon between the Company and the Union, from any employee covered by this
Agreement, the Company shall withhold from such employee's earnings, payment
for union dues and other obligations under the terms and conditions specified
in the individual's authorization. Such deductions shall be made from each
week of said employee's earnings and promptly remitted to the financial
secretary of the union together with an alphabetized list of the names of the
employees to whom said moneys are to be credited. Shall any employee have no
earnings due him on any week, deductions shall be made from the next succeeding
pay in which the employee does have earnings. The makeup payment for union
dues shall not exceed eight (8) weeks.

On the 10th day of each month, the Company will pay to the Financial
Secretary of the Union the amounts it shall have deducted from wages of
employees pursuant to said assignments during the preceding month.

ARTICLE XXI
JURY SERVICE

Any employee who is kept away from work because of jury duty will be
paid the difference between the jury pay and the regular straight time wages he
would have received (based on regular number of shift hours of straight time
pay) had he worked such day. Provided that to be eligible for such pay such
employee shall:

A. Actually be required to be present at court for such jury service during
all or part of his normal work hours.

B. Notify the Company of his selection for jury duty immediately on receipt of
such notice and shall cooperate fully with the Company in getting himself
excused from such duty if the Company so desires.
17

C. Furnish the Company a voucher from the court wherein such jury service is
performed, setting forth the number of days of jury service and the jury fees
paid to such employee for jury service.

D. This provision shall be applicable only to involuntary jury service, and no
jury pay shall be paid any employee who volunteers for jury service.

E. An employee called for jury duty who is working on a shift other than the
first shift shall be transferred to the first shift for the period of his jury
service.

ARTICLE XXII
FUNERAL LEAVE

All employees will be granted a MAXIMUM of three (3) days pay for lost
work time due to death in the immediate family. Such pay will be made only for
such consecutive work days lost that immediately follow the date of death
excluding any Saturday or Sunday falling within such period. Vacation and
holiday time shall not be considered as work days lost. The immediate family
includes husband, wife, children, mother, father, brother, sister,
mother-in-law, father-in-law, son-in-law, daughter-in-law, grandparents,
grandparents-in-law, and grandchildren. It shall be the responsibility of an
employee to fill out a preprinted form of specific detail and provide such
proof as the Company may desire, E.G., ATTENDANCE OF FUNERAL, before payment
for such absence will be made.

ARTICLE XXIII
AMENDMENTS

A. This Agreement may be amended at any time by an Agreement in writing
executed by the parties hereto, but such shall be made only by mutual
agreement, and neither party shall be required to negotiate any matter not
covered by this Agreement during the term of this Agreement as all proposals
heretofore submitted or desired by either party have been negotiated and either
eliminated or agreed upon and incorporated herein.

B. It is expressly understood and agreed that should any disagreement arise
between the parties with respect to any proposed amendment submitted by either
party in accordance with the provisions of this section, such disagreement
shall not be reviewable under the grievance procedure set forth elsewhere in
this Agreement, nor arbitrable under the arbitration provisions set forth
elsewhere in this Agreement.

ARTICLE XXIV
GENERAL POLICY STATEMENTS

A. If work of a sheet metal nature (such as duct work) on the plant shall be
done by non-union workmen, the employees may refuse to cross any picket lines
involved. This does not apply to work by or for Stransteel on the basic
construction.

B. Union business on Company time if it interferes with productivity of anyone
will be held to a minimum. Employees and union representative shall not
discuss Union business on Company time without informing their supervisors.
Supervisors shall not unduly withhold permission.

C. Radios will be allowed in the plant under the control of supervision and
federal regulations (OSHA), until Management provides a P.A. and Sound System.

D. All prior Agreements, either oral or written, are hereby canceled and this
Agreement shall constitute the only agreement between the parties, except to
the extent that later amendments are agreed upon as provided for in Article
XXIII.
18

E. All rules, privileges, and benefits heretofore in effect which are not
specifically mentioned or changed by or subsequently changed as provided for in
this Agreement shall remain in effect for the life of this Agreement.

F. Employees, after reporting to work, may be excused to attend Union
meetings. Excused absence shall include reasonable travel time to and from the
meeting as well as the actual meeting time. Such excused absence shall not be
unreasonably withheld but may be declined if it would seriously disrupt the
business.

ARTICLE XXV
DURATION

This Agreement is effective as of February 4, 1995 and shall continue
in effect until midnight, February 3, 1998, and thereafter from year to year
unless either party shall give the other written notice at least sixty (60)
days prior to such termination date of a desire to change or terminate this
Agreement. The parties hereto agree that all bargainable issues are settled
for the term of this Agreement or any extensions or renewals hereof.

ARTICLE XXVI
MISCELLANEOUS AGREEMENTS

I. When a vacancy exists in the Mold Maker, Maintenance, Neonizer,
Product Developer, Painter, Sign Electrician, or Welder Classifications, the
Company shall fill such vacancies by:

A. Posting and awarding the job to the senior, qualified person
bidding. A person who held the classification for the posted
job at Plasti-Line previously or met all of the qualifications
for the job through prior Plasti-Line experience shall be
considered qualified. A welder must be certified to qualify.

B. When a vacancy cannot be filled by the procedure above, the
Company shall post a trainee job in the classification where
the vacancy exists and award the job to the senior bidding
person.

II. All trainees shall be subject to the following provisions:

A. Employees awarded a trainee classification will be reviewed in
minimum thirty (30) day increments to ensure that progress
toward meeting the necessary qualifications is being made. A
trainee not making satisfactory progress may be disqualified
at any time. A trainee who is disqualified shall be given
bumping rights.

B. Trainees shall be paid the rate listed in the Job
Classification and Wage Scale of this Agreement. Trainees may
be awarded the classification and paid the rate for that
classification at any time during the training period that
they meet all of the qualifications for the job.

C. After completing a six (6) month training period, trainees
shall be awarded the classification for which they trained and
be paid the rate for that classification.
19

IN WITNESS WHEREOF, the respective parties have caused this
Agreement to be signed in their respective names by their respective officers,
all by authority duly given, on the effective date of February 4, 1995.

PLASTI-LINE, INC.

KATHY C. WOOD
Vice President Human Resources

STEVE ESTEP
Plant Manager

JULIE A. GLIBBERY
Human Resources Manager

LOCAL UNION NO. 555

DANNY NEUBERT
Business Manager/Financial Secretary

DANNY PENLAND
Business Representative

ROY UNDERWOOD

DAVE FREDERICK

ROBERT L. MINTON

MICHAEL L. PYLE

DAN RALEY

JOB CLASSIFICATION & WAGE SCALE

The following classifications and wage rates will be in effect for the period
of this Agreement.

CLASSIFICATION DEPARTMENT
- -------------------------------------------------------------------------------------------------------------

Rate '95 - 10.11 '96 - 10.41 '97 - 10.41 '98 - +$1,000.00

Welder Weld Shop
Maintenance Maintenance
Product Developer Product Development
Neonizer Neon Shop
Mold Maker Mold Shop
Painter Plastic Paint
Metal Paint
Sign Electrician Metal Fabrication

Rate '95 - 9.54 '96 - 9.84 '97 - 9.84 '98 - +$1,000.00

Machine Operator Machine Shop
Neon Shop (Lettermaker)
Clad
Plastic Forming
Screen Room
Utility Plant
Pumper Neon Shop
Expeditor Machine Shop

Rate '95 - 9.45 '96 - 9.75 '97 - 9.75 '98 +$1,000.00

Fabricator Plastic Fabrication
Trim and Rout
Metal Fabrication
Column Fabrication
Kit Fabrication
Sandblaster
Poleyard Fabrication
Cutter Cutting
Assembler/Crater Assembly
Crating
Neon Assembly
Storekeeper Receiving
Face Storage
Shipping
Forktruck - Metal
Forktruck - Plastic
Scrap & Reclamation
Janitor Janitorial
Lettermaker Neon Shop

Trainees Rate '95 - 9.54 '96 - 9.84 '97 - 9.84

(Maintenance, Mold Maker, Product Developer, Welder, Neonizer, Painter, Sign
Electrician)

Lead persons +25c.
Classification combinations - Pay highest rate

* Omitted pursuant to a request for confidential treatment.
21

UNIFORM ALLOWANCE

A weekly uniform allowance of $4.20 shall be provided those employees
in the following classifications for any week in which they receive wages:

Maintenance Mold Maker
Welder Janitor
Painter Product Developer
Machine Operator--Screen Room
Neonizer

* Omitted pursuant to a request for confidential treatment.
22

WAGE PROGRESSION
----------------

STARTING WAGE Up to $6.50

4 MONTHS $7.25

12 MONTHS $7.55

18 MONTHS $7.85

24 MONTHS $8.15

30 MONTHS FULL RATE

THE PROGRESSION WILL BE ADJUSTED AT THE BEGINNING OF YEAR 2
BASED ON THE AMOUNT OF THE WAGE INCREASE.

IF IT IS NECESSARY TO HIRE INTO THE SKILLED CLASSIFICATIONS,
THE COMPANY SHALL HAVE THE FLEXIBILITY TO HIRE AT UP TO 80% OF THE FULL RATE
AND ADVANCE THE NEW EMPLOYEE TO THE FULL RATE FROM 90 TO 180 DAYS BASED ON
SKILLS AND ABILITY TO PERFORM THE JOB, PROVIDED THAT THE COMPANY HAS EXHAUSTED
ALL BIDDING PROCEDURES ACCORDING TO THE CONTRACT. EMPLOYEES HIRED PRIOR TO
FEBRUARY 3, 1995 WILL BE SUBJECT TO THE PROGRESSION IN PLACE AT THE TIME OF
THEIR HIRE.

* Omitted pursuant to a request for confidential treatment.