Exhibit 10(f)

Amendment dated April 24, 2000 to the 1982 Non-Qualified Stock Option Plan dated
February 8, 1994, as amended and restated.


Section 9 of the 1982 Stock Option Plan, as amended, is amended and restated to
read in its entirety as follows with respect to all currently outstanding and
future option grants under such plan:

SECTION 9. Adjustments

In the event of any merger, consolidation, reorganization, recapitalization,
stock dividend (including without limitation, stock dividends consisting of
securities other than the Stock), distribution (other than regular cash
dividends), stock split, reverse stock split, separation, spin-off, split-off or
other distribution of stock or property of the Company, or other change in the
corporate structure or capitalization, there shall be appropriate adjustment
made by the Board in the number and kind of shares or other property that may be
granted in the aggregate and to individual Employees under the Plan, the number
and the kind of shares or other property subject to each outstanding Stock
Option and Stock Appreciation Right, and the option prices.