Exhibit (c)(7)

                            McNeil Partners, L.P. 
                         13760 Noel Road, Suite 700 
                              Dallas, TX  75240 

                                        September 17, 1995

          PERSONAL AND CONFIDENTIAL

          Carl C. Icahn
          High River Limited Partnership
          90 South Bedford Road
          Mt. Kisco, New York 10549

                     Reference is made to that certain Letter
          Agreement dated August 24, 1995 among High River Limited
          Partnership ("High River"), Carl C. Icahn and McNeil
          Partners, L.P. ("McNeil Partners") (the "August 24 Letter
          Agreement"), as amended  by those certain Letter
          Agreements dated September 7, 1995, September 12, 1995
          and September 15, 1995 (the "September 15 Letter
          Agreement") among High River, Carl C. Icahn and McNeil
          Partners.

                    Pursuant to paragraph 2 of the September 15
          Letter Agreement, McNeil Partners hereby directs High
          River to extend each of the expiration dates of the
          Offers to Purchase (as defined in the August 24 Letter
          Agreement) until October 2, 1995.  As you know, pursuant
          to paragraph 2 of the September 15 Letter Agreement, High
          River is required to issue a press release announcing
          such extensions no later than tomorrow.

                                        Sincerely, 

                                        McNeil Partners, L.P. 

                                        By:  McNeil Investors, Inc., its
                                             general partner

                                             By:   /s/ Donald K. Reed       
                                                  Donald K. Reed 
                                                  President