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                                                              Exhibit 10(1xxxiv)

                             AMENDMENT NO. 5 TO THE
                      NACCO MATERIALS HANDLING GROUP, INC.
                      LONG-TERM INCENTIVE COMPENSATION PLAN

     NACCO Materials Handling Group, Inc. hereby adopts this Amendment No. 5 to
the NACCO Materials Handling, Inc. Long-Term Incentive Compensation Plan (the
"Plan"), effective as of December 31, 1999. Words and phrases used herein with
initial capital letters which are defined in the Plan are used herein as so
defined.

                                    SECTION 1

     The first two sentences of Section 5.2(f) of the Plan is hereby deleted in
their entirety and replaced with the following sentences:

                  "At any time following the fifth anniversary of the date of
         any Award which has not yet vested under this Plan, a grantee may
         annually request in writing that the Committee permit the grantee to
         exercise and receive payment of up to 20% of the number of Book Value
         Appreciation Units originally granted in such Award if such funds are
         required due to an 'Unforeseeable Emergency;' provided, however, that
         such grantee will not receive an Award of any replacement Units with
         respect to the Units exercised for a period of two years from the
         grantee's payment effective date; and further provided, however, that
         replacement Units, if any, awarded under this Plan shall equal no more
         than the same number of Units which were exercised. Payments of amounts
         because of an Unforeseeable Emergency shall be made at the sole
         discretion of the Committee and shall be permitted only to the extent
         reasonably necessary to satisfy the emergency need. For this purpose,
         an Unforeseeable Emergency shall mean an event which results (or will
         result) in severe financial hardship to the grantee as a consequence of
         an unexpected illness or accident or loss of the grantee's property due
         to casualty or other similar extraordinary or unforeseen circumstances
         out of the control of the grantee. A grantee may make any number of
         requests pursuant to this Section 5.2(f) so long as (y) no more than
         one request shall be granted in each calendar year and (z) the total
         amount paid over the life of the Award pursuant to this Section 5.2(f)
         does not exceed the amount represented by 40% of the Units originally
         granted in such Award."

                                    SECTION 2

     Section 8 of the Plan is hereby amended by deleting the phrase "The
Committee" therefrom and replacing it with the phrase "The Committee (or the
NACCO Industries, Inc. Benefits Committee, as applicable)."

     EXECUTED this 20th day of Dec., 1999.

                                        NACCO MATERIALS HANDLING GROUP, INC.



                                        By: /s/ Charles A. Bittenbender
                                            --------------------------------
                                            Title:  Assistant Secretary