EXHIBIT 10.3


                                         1998
                           SENIOR MANAGEMENT INCENTIVE PLAN

For Fiscal 1998, incentive will be determined by Corporate Earnings per Share 
as follows:



                                        BONUS AWARD AS A PERCENT
             EARNING PER SHARE               OF BASE SALARY
             -----------------          ------------------------
                                     
               $ 1.20-1.24                        30                 
                 1.25-1.31                        40
                 1.32+                            50



If unusual major factors significantly change Fiscal 1998 Earnings, decisions 
regarding any adjustments will be made by the Compensation Committee of the 
Board of Directors.

The Company's 1998 Senior Management Incentive Plan shall be governed by the 
following rules:

A.   The incentive compensation for the 1998 fiscal year computed as
     provided for in the Plan, shall be divided into two (2) equal
     installments, one payable on the first day of February 1999, and the
     other on the first day of February 2000 (the "Payment Dates").

B.   A participant shall become entitled to the installment payable on each
     Payment Date, on that date, if and only if, he then continues to be in
     the employ of the company, or if not, that the termination of his
     employment by the Company was caused by death, complete disability,
     retirement after age sixty (60) or discharged by the Company without
     cause.

C.   Should any installment be payable to a Participant who is not entitled
     thereto on any Payment Date as provided for above, such installment
     shall not revert to the Company but shall be reallocated and paid to
     the other Participants proportionate to the amounts to which they are
     otherwise entitled to receive under the plan.

D.   All determinations arising under the Plan shall be determined by the
     Compensation Committee of the Board of Directors of the Company, whose
     decision thereon shall be final, conclusive and binding.

E.   Employees participating in a commission override program will
     participate at the rate of one half of the amount of scheduled amount
     called for.

F.   Any senior management employees participating in any other
     division/local incentive plans, shall not participate in the foregoing
     plan.