                            (Company)

                            Employee
                             Manual


                          (Month, Year)

                     Welcome To (Company)

     [] Edit this letter as needed, and print it on company
     letterhead, if possible.

     [] Consider signing each letter personally if the number of
     employees isn't  prohibitive.


Dear XXX:

We're very happy to welcome you to (Company). Thank you for
joining us! We want you to feel that your association with
(Company) will be a mutually beneficial and pleasant one.

You have joined an organization that has established an
outstanding reputation for quality products/services. Credit for
this goes to every one of our employees. We hope you, too, will
find satisfaction and take pride in your work here.

This Manual provides answers to most of the questions you may
have about (Company)'s benefit programs, as well as the company
policies and procedures we abide by -- our responsibilities to
you and your responsibilities to (Company). If anything is
unclear, please discuss the matter with your manager. You are
responsible for reading and understanding this Employee Manual,
and your performance evaluations will reflect your adherence to
(Company) policies. In addition to clarifying responsibilities,
we hope this Employee Manual also gives you an indication of
(Company)'s interest in the welfare of all who work here.

From time to time, the information included in our Employee
Manual may change. Every effort will be made to keep you informed
through suitable lines of communication, including postings on
the company bulletin boards and/or notices sent directly to you
in-house.

Compensation and personal satisfaction gained from doing a job
well are only some of the reasons most people work. Most likely,
many other factors count among your reasons for working --
pleasant relationships and working conditions, career development
and promotion opportunities, and health benefits are just a few.
(Company) is committed to doing its part to assure you of a
satisfying work experience.

I extend to you my personal best wishes for your success and
happiness at (Company).

Sincerely,


 
XXX, President
(Company)        You're Part Of Our Team . . .

     [] This sample includes references to an "in-house safety
     inspection program," the use of "outside safety consulting
     firms," and a "substance abuse policy." If any or all of
     these are not applicable to your company, be sure to delete
     the reference(s).

As a member of (Company)'s team, you will be expected to
contribute your talents and energies to improve the environment
and quality of the company, as well as the company's
products/services. In return, you will be given opportunities to
grow and advance in your career.

   1. To provide our customers with the best quality
   products/services at the best prices with the best service.

   2. To provide you with wages and benefits comparable to others
   doing similar work within the industry and within the region.

At (Company), we always put safety first. We believe it is our
duty to provide you with as safe a workplace as we possibly can.
For your protection, we have an in-house safety inspection
program and we enlist the services of outside safety consulting
firms. We also have a substance abuse policy, because you have a
right to know you can depend on your co-workers.

The only things we require for employment, compensation,
advancement, and benefits are performance and a good team
attitude; however, all employment at (Company) is "at will." No
one will be denied opportunities or benefits on the basis of age,
sex, color, race, creed, national origin, religious persuasion,
marital status, political belief, or disability that does not
prohibit performance of essential job functions; nor will anyone
receive special treatment for those reasons.
             Your Various Benefits With (Company)

   [] Be sure to delete references to any benefits that are not
   applicable to your company.

You may not have thought about it, but the value of your benefits
amounts to a considerable sum each year in addition to the wages
or salary you earn.

These are just some of the benefits (Company) provides for
eligible employees each year:


Annual Party Or Outing
Credit Union Membership
Dental Insurance
Disability Leave Of Absence
Education Assistance
Employee Assistance Program
Employee Purchases (Discounts On Company Merchandise)
Funeral (Bereavement) Leave
Group Term Life Insurance
Health Care / Hospitalization Insurance
Paid Holidays
Paid Vacations
Personal Leave Of Absence
Profit Sharing Plan
Retirement Plan
Service Awards
Short-Term Disability Insurance
Sick Leave
Social Security
Unemployment Compensation Insurance
Workers' Compensation Insurance


That's a lot to think about!
                    Purpose Of This Manual

This Manual has been prepared to inform you about (Company)'s
history, philosophy, employment practices, and policies, as well
as the benefits provided to you as a valued employee and the
conduct expected from you.

No employee manual can answer every question, nor would we want
to restrict the normal question and answer interchange among us.
It is in our person-to-person conversations that we can better
know each other, express our views, and work together in a
harmonious relationship.

We hope this Manual will help you feel comfortable with us. We
depend on you -- your success is our success. Please don't
hesitate to ask questions. Your manager will gladly answer them.
We believe you will enjoy your work and your fellow employees
here. We also believe you will find (Company) a good place to
work.

We ask that you read this Manual carefully, and refer to it
whenever questions arise. We also suggest that you take it home
so your family can become familiar with (Company) and our
policies.

(Company)'s policies, benefits and rules, as explained in this
Manual, may be changed from time to time as business, employment
legislation, and economic conditions dictate. If and when
provisions are changed, you will be given replacement pages for
those that have become outdated. A copy will also be placed on
our bulletin boards.
                            Notice

   [] Some attorneys suggest placing this notice in the front of
   the Employee Manual.

The policies in this Manual are to be considered as guidelines.
(Company), at its option, may change, delete, suspend or
discontinue any part or parts of the policies in this Manual at
any time without prior notice. Any such action shall apply to
existing as well as future employees with continued employment
being the consideration between the employer and employee.
Employees may not accrue eligibility for monetary benefits
(provided for in writing) that they have not earned through
actual time spent at work. Employees shall not accrue eligibility
for any benefits, rights, or privileges beyond the last day
worked. No one other than the President of (Company) may alter or
modify any of the policies in this Manual. No statement or
promise by a supervisor, manager, or department head may be
interpreted as a change in policy nor will it constitute an
agreement with an employee.

Should any provision in this Employee Manual be found to be
unenforceable and invalid, such finding does not invalidate the
entire Employee Manual, but only the subject provision.

This manual replaces (supersedes) all other previous manuals for
(Company) as of (Month, Year).
                  Receipt & Acknowledgement 
                  Of (Company) Employee Manual

   [] We recommend that you require all present and newly-hired
   employees to sign a release stating that they have been given
   a copy of the Manual and agree to abide by it. Your statement
   should reiterate your continued right and prerogative to make
   and change the policies of (Company) as you see fit.

   [] For most employees in exempt positions and certain
   sensitive non-exempt positions, we recommend the Employment
   Agreement provided as part of AgreeMentor(tm) a collection of
   plain-English business agreements. See the Business Power
   Tools(tm) Catalog section in the back of the
   EmployeeManualMaker product manual for a detailed
   description. You can customize the Employment Agreement to
   refer to your Employee Manual.

This Employee Manual is an important document intended to help
you become acquainted with (Company). This Manual will serve as a
guide; it is not the final word in all cases. Individual
circumstances may call for individual attention.

Because the general business atmosphere of (Company) and economic
conditions are always changing, the contents of this Manual may
be changed at any time at the discretion of (Company). No changes
in any benefit, policy or rule will be made without due
consideration of the mutual advantages, disadvantages, benefits
and responsibilities such changes will have on you as an employee
and on (Company).

Please read the following statements and sign below to indicate
your receipt and acknowledgement of the (Company) Employee
Manual.

   *  I have received and read a copy of the (Company) Employee
   Manual. I understand that the policies, rules and benefits
   described in it are subject to change at the sole discretion
   of (Company) at any time.  I understand that this manual
   replaces (supersedes) all other previous manuals for (Company)
   as of (Month, Year).

   *  I further understand that my employment is terminable at
   will, either by myself or (Company), regardless of the length
   of my employment or the granting of benefits of any kind,
   including but not limited to profit sharing benefits which
   provide for vesting based upon length of employment.

   *  I understand that no contract of employment other than "at
   will" has been expressed or implied, and that no circumstances
   arising out of my employment will alter my "at will"
   employment relationship unless expressed in writing, with the
   understanding specifically set forth and signed by myself and
    the President of (Company).

   *  I am aware that during the course of my employment
   confidential information will be made available to me, i.e.,
   customer lists, pricing policies and other related
   information. I understand that this information is critical to
   the success of (Company) and must not be disseminated or used
   outside of (Company)'s premises. In the event of termination
   of employment, whether voluntary or involuntary, I hereby
   agree not to utilize or exploit this information with any
   other individual or company.

   *  I understand that, should the content be changed in any
   way, (Company) may require an additional signature from me to
   indicate that I am aware of and understand any new policies.

   *  I understand that my signature below indicates that I have
   read and understand the above statements and have received a
   copy of the (Company) Employee Manual.


___________________________      ___________________________
Employee's Printed Name          Position

___________________________      ____________
Employee's Signature             Date

___________________________      ____________
Manager's Signature              Date

The signed original copy of this agreement should be given to
your manager -- it will be filed in your personnel file.
                       Table Of Contents

   []   After editing your manual, you'll need to insert the
   appropriate page numbers.

An Overview Of (Company) . . . . . . . . . . . . . . . . . . xx
   About (Company) . . . . . . . . . . . . . . . . . . . . . xx
   (Company) Organization Chart. . . . . . . . . . . . . . . xx
   What You Can Expect From (Company). . . . . . . . . . . . xx
   What (Company) Expects From You . . . . . . . . . . . . . xx

1. Employment. . . . . . . . . . . . . . . . . . . . . . . . xx
   Personnel Administration. . . . . . . . . . . . . . . . . xx
     Your Personnel File . . . . . . . . . . . . . . . . . . xx
   Employment Classifications. . . . . . . . . . . . . . . . xx
     Full-Time Employees . . . . . . . . . . . . . . . . . . xx
     Part-Time Employees . . . . . . . . . . . . . . . . . . xx
     Temporary Employees . . . . . . . . . . . . . . . . . . xx
     "Non-Exempt" And "Exempt" Employees . . . . . . . . . . xx
   Employment Policies . . . . . . . . . . . . . . . . . . . xx
     Anniversary Date. . . . . . . . . . . . . . . . . . . . xx
     Aptitude & Ability Tests. . . . . . . . . . . . . . . . xx
     At Will Employment. . . . . . . . . . . . . . . . . . . xx
     Bonding Requirement . . . . . . . . . . . . . . . . . . xx
     Business Hours. . . . . . . . . . . . . . . . . . . . . xx
     Confidential Information. . . . . . . . . . . . . . . . xx
     Credit Investigation. . . . . . . . . . . . . . . . . . xx
     Customer Relations. . . . . . . . . . . . . . . . . . . xx
     Driver's License & Driving Record . . . . . . . . . .   xx
     Equal Employment Opportunity. . . . . . . . . . . . . . xx
     Former Employees. . . . . . . . . . . . . . . . . . . . xx
     Harassment. . . . . . . . . . . . . . . . . . . . . . . xx
     Health Examinations . . . . . . . . . . . . . . . . . . xx
     How You Were Selected . . . . . . . . . . . . . . . . . xx
     Introductory Period . . . . . . . . . . . . . . . . . . xx
     Job Descriptions. . . . . . . . . . . . . . . . . . . . xx
     Knowledge Of (Company). . . . . . . . . . . . . . . . . xx
     Non-Compete Agreement . . . . . . . . . . . . . . . . . xx
     Outside Employment. . . . . . . . . . . . . . . . . . . xx
     Proof Of U.S. Citizenship And/Or Right To Work. . . . . xx
     Relatives . . . . . . . . . . . . . . . . . . . . . . . xx
     Salesperson Agreement . . . . . . . . . . . . . . . . . xx
     Security Checks . . . . . . . . . . . . . . . . . . . . xx
     Spouse Accepts Employment From A Competitor . . . . . . xx
     Spouse Works For A Competitor . . . . . . . . . . . . . xx
     We Need Your Ideas. . . . . . . . . . . . . . . . . . . xx
  Standards Of Conduct. . . . . . . . . . . . . . . . . . . xx
     Unacceptable Activities . . . . . . . . . . . . . . . . xx
     Disciplinary Actions. . . . . . . . . . . . . . . . . . xx
     Dismissal . . . . . . . . . . . . . . . . . . . . . . . xx

2. Compensation & Performance. . . . . . . . . . . . . . . . xx
   Wage & Salary Policies. . . . . . . . . . . . . . . . . . xx
     Call Back Pay . . . . . . . . . . . . . . . . . . . . . xx
     Computing Pay . . . . . . . . . . . . . . . . . . . . . xx
     Deductions From Paycheck (Mandatory). . . . . . . . . . xx
     Deductions (Other) / Direct Deposit . . . . . . . . . . xx
     Docking From Wages. . . . . . . . . . . . . . . . . . . xx
     Error In Pay. . . . . . . . . . . . . . . . . . . . . . xx
     Overtime Pay. . . . . . . . . . . . . . . . . . . . . . xx
     Pay Period & Hours. . . . . . . . . . . . . . . . . . . xx
     Reporting Time Pay -- Inclement Weather & "Acts Of God" xx
     Shift Premium . . . . . . . . . . . . . . . . . . . . . xx
     Termination & Severance Pay . . . . . . . . . . . . . . xx
     Time Cards / Records. . . . . . . . . . . . . . . . . . xx
     Wage Assignments (Garnishments) . . . . . . . . . . . . xx
   Performance & Compensation Reviews. . . . . . . . . . . . xx
     Performance Reviews . . . . . . . . . . . . . . . . . . xx
     Compensation Reviews. . . . . . . . . . . . . . . . . . xx
   Work Schedule . . . . . . . . . . . . . . . . . . . . . . xx
     Absence Or Lateness . . . . . . . . . . . . . . . . . . xx
     Attendance. . . . . . . . . . . . . . . . . . . . . . . xx
     Breaks / Rest Periods . . . . . . . . . . . . . . . . . xx
     Closure After Starting Time . . . . . . . . . . . . . . xx
     Closure Prior To Starting Time. . . . . . . . . . . . . xx
     Excessive Absenteeism Or Lateness . . . . . . . . . . . xx
     Lunch Period. . . . . . . . . . . . . . . . . . . . . . xx
     Lunch Room Facility . . . . . . . . . . . . . . . . . . xx
     Record Of Absence Or Lateness . . . . . . . . . . . . . xx
     Wash-Up Time. . . . . . . . . . . . . . . . . . . . . . xx

3. Benefits. . . . . . . . . . . . . . . . . . . . . . . . . xx
   The Benefits Package. . . . . . . . . . . . . . . . . . . xx
     Eligibility For Benefits. . . . . . . . . . . . . . . . xx
   Paid Leaves Of Absence. . . . . . . . . . . . . . . . . . xx
     Holidays. . . . . . . . . . . . . . . . . . . . . . . . xx
     Recognized Holidays . . . . . . . . . . . . . . . . . . xx
     Holiday Policies. . . . . . . . . . . . . . . . . . . . xx
     Vacations . . . . . . . . . . . . . . . . . . . . . . . xx
     Amount Of Vacation. . . . . . . . . . . . . . . . . . . xx
     Vacation Policies . . . . . . . . . . . . . . . . . . . xx
     Accumulation Rights . . . . . . . . . . . . . . . . . . xx
     Payment In Lieu Of Vacation . . . . . . . . . . . . . . xx
     Other Paid Leaves . . . . . . . . . . . . . . . . . . . xx
     Funeral (Bereavement) Leave . . . . . . . . . . . . . . xx
     Jury Duty . . . . . . . . . . . . . . . . . . . . . . . xx
     Personal Leave. . . . . . . . . . . . . . . . . . . . . xx
     Sick Leave. . . . . . . . . . . . . . . . . . . . . . . xx
   Unpaid Leaves Of Absence. . . . . . . . . . . . . . . . . xx
     Disability (Including Pregnancy) Leave Of Absence . . . xx
     Educational Leave Of Absence. . . . . . . . . . . . . . xx
     Election Day. . . . . . . . . . . . . . . . . . . . . . xx
     Military Leave Of Absence . . . . . . . . . . . . . . . xx
     Military Reserves Or National Guard Leave Of Absence. . xx
     Personal Leave Of Absence . . . . . . . . . . . . . . . xx
     Returning From A Leave Of Absence . . . . . . . . . . . xx
     Accepting Other Employment Or Going Into Business 
       While On Leave Of Absence . . . . . . . . . . . . . . xx
     Insurance Premium Payment During Leaves Of Absence. . . xx
   Insurance Coverage. . . . . . . . . . . . . . . . . . . . xx
     Group Insurance . . . . . . . . . . . . . . . . . . . . xx
     Disability Insurance. . . . . . . . . . . . . . . . . . xx
     Health / Dental Insurance . . . . . . . . . . . . . . . xx
     Life Insurance. . . . . . . . . . . . . . . . . . . . . xx
     Termination Of Insurance. . . . . . . . . . . . . . . . xx
   Government Required Coverage. . . . . . . . . . . . . . . xx
     Workers' Compensation . . . . . . . . . . . . . . . . . xx
     Unemployment Compensation . . . . . . . . . . . . . . . xx
     Social Security . . . . . . . . . . . . . . . . . . . . xx
   Profit Sharing & Retirement . . . . . . . . . . . . . . . xx
     Profit Sharing Plan . . . . . . . . . . . . . . . . . . xx
     Retirement Plan . . . . . . . . . . . . . . . . . . . . xx
   Other Benefits. . . . . . . . . . . . . . . . . . . . . . xx
     Annual Party Or Outing. . . . . . . . . . . . . . . . . xx
     Apprenticeship Program. . . . . . . . . . . . . . . . . xx
     Blood Bank Program. . . . . . . . . . . . . . . . . . . xx
     Credit Union Membership . . . . . . . . . . . . . . . . xx
     Education Assistance. . . . . . . . . . . . . . . . . . xx
     Education / Training (Attending Seminars / Training
     Sessions) . . . . . . . . . . . . . . . . . . . . . . . xx
     Employee Assistance Program . . . . . . . . . . . . . . xx
     Employee Gift Fund. . . . . . . . . . . . . . . . . . . xx
     Employee Purchases. . . . . . . . . . . . . . . . . . . xx
     Flower Policy . . . . . . . . . . . . . . . . . . . . . xx

4. Other Policies. . . . . . . . . . . . . . . . . . . . . . xx
     Bonuses . . . . . . . . . . . . . . . . . . . . . . . . xx
     Borrowing Tools & Equipment . . . . . . . . . . . . . . xx
     Bulletin Boards . . . . . . . . . . . . . . . . . . . . xx
     Communications. . . . . . . . . . . . . . . . . . . . . xx
     Community Activities. . . . . . . . . . . . . . . . . . xx
     Company Meetings. . . . . . . . . . . . . . . . . . . . xx
     Computer Software (Unauthorized Copying). . . . . . . . xx
     Contributions . . . . . . . . . . . . . . . . . . . . . xx
     Conversion Privileges . . . . . . . . . . . . . . . . . xx
     Department Meetings . . . . . . . . . . . . . . . . . . xx
     Discounting . . . . . . . . . . . . . . . . . . . . . . xx
     Dress Code / Personal Appearance. . . . . . . . . . . . xx
     Employee Referral / Recruitment Bonus . . . . . . . . . xx
     Entering & Leaving The Premises . . . . . . . . . . . . xx
     Entry After-Hours . . . . . . . . . . . . . . . . . .   xx
     Exit Interviews . . . . . . . . . . . . . . . . . . . . xx
     Expense Reimbursement . . . . . . . . . . . . . . . . . xx
     Fire Drills . . . . . . . . . . . . . . . . . . . . . . xx
     First Aid . . . . . . . . . . . . . . . . . . . . . . . xx
     Gifts . . . . . . . . . . . . . . . . . . . . . . . . . xx
     Grievances & Suggestions. . . . . . . . . . . . . . . . xx
     Housekeeping. . . . . . . . . . . . . . . . . . . . . . xx
     Inspection Of Packages. . . . . . . . . . . . . . . . . xx
     Labor Unions. . . . . . . . . . . . . . . . . . . . . . xx
     Layoff & Recall . . . . . . . . . . . . . . . . . . . . xx
     Managers. . . . . . . . . . . . . . . . . . . . . . . . xx
     Open Door Policy & Counseling . . . . . . . . . . . . . xx
     Outside Activities. . . . . . . . . . . . . . . . . . . xx
     Parking Lot . . . . . . . . . . . . . . . . . . . . . . xx
     Payroll Advances. . . . . . . . . . . . . . . . . . . . xx
     Personal Phone Calls & Mail . . . . . . . . . . . . . . xx
     Personal Property . . . . . . . . . . . . . . . . . . . xx
     Personal Use Of Company Property. . . . . . . . . . . . xx
     Promotion Policy. . . . . . . . . . . . . . . . . . . . xx
     Property & Equipment Care . . . . . . . . . . . . . . . xx
     Recycling, Waste Prevention & Conservation. . . . . . . xx
     Reinstatement . . . . . . . . . . . . . . . . . . . . . xx
     Resignation . . . . . . . . . . . . . . . . . . . . . . xx
     Restricted Areas. . . . . . . . . . . . . . . . . . . . xx
     Return Of Company Property. . . . . . . . . . . . . . . xx
     Safety Rules. . . . . . . . . . . . . . . . . . . . . . xx
     Safety Rules When Operating Machines & Equipment. . . . xx
     Security. . . . . . . . . . . . . . . . . . . . . . . . xx
     Seniority . . . . . . . . . . . . . . . . . . . . . . . xx
     Service Awards. . . . . . . . . . . . . . . . . . . . . xx
     Smoking . . . . . . . . . . . . . . . . . . . . . . . . xx
     Solicitations & Distributions . . . . . . . . . . . . . xx
     Substance Abuse . . . . . . . . . . . . . . . . . . . . xx
     Theft . . . . . . . . . . . . . . . . . . . . . . . . . xx
     Traffic Violations. . . . . . . . . . . . . . . . . . . xx
     Transfers . . . . . . . . . . . . . . . . . . . . . . . xx
     Uniforms. . . . . . . . . . . . . . . . . . . . . . . . xx
     Use Of Company Vehicle. . . . . . . . . . . . . . . . . xx
     Visitors. . . . . . . . . . . . . . . . . . . . . . . . xx
     Violations Of Policies. . . . . . . . . . . . . . . . . xx

   List Of Additional Policies Not Included In This Manual . xx
An Overview Of (Company)

About (Company)
(Company) Organization Chart
What You Can Expect From (Company)
What (Company) Expects From You

                        About (Company)

     []  The following includes excerpts from the Executive
     Summary provided as part of BizPlanBuilder(tm), a business
     plan / marketing proposal software template. See the
     Business Power Tools(tm)Catalog Section in the back of the
     EmployeeManualMaker product manual for a detailed
     description.

In 19XX, XXX (your group, company, product developers) was
(formed/created) to XXX (produce and distribute XXX, take
advantage of XXX, fill the void of XXX).

     [] Insert a brief history of your company here. Include
     such items as:
     When the Company was first formed
     Who the founders are/were
     Your Company's locations throughout its history
     Outstanding accomplishments of officers or employees --
     internally or publicly recognized
     How your company provides outstanding civic service to its
     community 
     List product lines, etc. that your Company is proud of or
     known to carry/produce
     Computerization / Automation / Modernization
     Conservation and Recycling Practices

     [] Describe the purpose of your activities.

     [] Consider including a company mission statement covering
     your line of products and services -- what kind of company
     do you want to be?

Now, (Company) is at a point where XXX (what you need/want to do
next: take advantage of a specific opportunity or one in your
marketplace; build your business to the next level.)

Background

For many years people have XXX 

     [] Discuss how people have managed to do without your
     product/service.

     [] Discuss how and where a similar product or service is
     now being used.

The ["state of the art"/condition of the industry] today is such
that XXX 

     [] Explain your place in the industry vis-a-vis competition
     or technology, etc.
 
Our operation was producing $XXX (sales, units, products) by
19XX, and has operated at XXX (financial condition -- profitable,
break-even, etc.) ever since. Revenue projected for fiscal year
19XX without external funding is expected to be $XXX. Annual
growth is projected to be XXX% per year through 19XX.

Concept

     [] Describe your product or service.

     [] Explain the desirability of your product or service.

We have just [started/completed the
design/development/testing/introduction] of (product/service) --
a novel and proprietary XXX (example: soap for cleaning vinyl,
retail store, construction tool, etc.).

Compared to competitive products (or the closest product
available today) our (product/service) (can/will) XXX

The ability to XXX is a capability unique to (Company)'s
products/services.

     [] How would your customers compare your product with those
     of competitors?

     [] Specify advantages your product or service has -- its
     improvements over existing products or services.

Our strategy for (meeting/dominating) the competition is XXX
(lower price, bigger/better, quality -- your unique selling
proposition)

(Company)'s target market includes XXX (types of customers)

(Company) is rapidly moving into its XXX (marketing phase)

This approach is generating a tremendous amount of interest
throughout our industry.

In addition to our existing products/services we [have
developed/plan to introduce] XXX follow-on products/services.
(Product) is a XXX and is especially useful to XXX (prospective
customers) who can now easily XXX

Other products/services include XXX

     [] BizPlanBuilder(tm) continues on to summarize company
     objectives, management, marketing strategies, etc. You may
     find that providing your employees with a clear vision of
     your  company's direction and position will dramatically
     improve productivity, reduce conflicting efforts and
     generate a winning team spirit.
                 (Company) Organization Chart

     [] This is a good place to include the company organization
     chart. We suggest you do not include names -- only job
     titles.

     [] If and when positions or key areas of responsibility are
     changed, employees should be informed by a revision memo
     (refer to  "Keeping Up With Changes" in the "How To Use
     EmployeeManualMaker" Introduction section).

     [] Confusion and low productivity reigns when employees
     don't know to whom they report or to whom they should report
     various actions or activities. A simple organization chart
     serves to streamline channels of communications.
              What You Can Expect From (Company)

(Company)'s established employee relations policy is to:

   1.  Operate an economically successful business so that a
   consistent level of steady work is available.

   2.  Select people on the basis of skill, training, ability,
   attitude, and character without discrimination with regard to
   age, sex, color, race, creed, national origin, religious
   persuasion, marital status, political belief, or disability
   that does not prohibit performance of essential job
   functions.

   3.  Pay all employees according to their effort and
   contribution to the success of our business.

   4.  Review wages, employee benefits and working conditions
   constantly with the objective of providing maximum benefits in
   these areas, consistent with sound business practices.

   5.  Provide paid vacations and holidays to all eligible
   employees.

   6.  Provide eligible employees with medical, disability,
   retirement and other benefits.

   7.  Dedicate ourselves to ["Total Quality" (Corning),
   "Constant And Never-ending Improvement," (CANI -- Anthony
   Robbins),  XXX]

   8.  Develop competent people who understand and meet our
   objectives, and who accept with open minds the ideas,
   suggestions and constructive criticisms of fellow employees.

   9.  Assure employees, after talking with their manager, an
   opportunity to discuss any problem with officers of
   (Company).

   10. Make prompt and fair adjustment of any complaints which
   may arise in the everyday conduct of our business, to the
   extent that is practicable.

   11. Respect individual rights, and treat all employees with
   courtesy and consideration.

   12. Maintain mutual respect in our working relationship.

   13. Provide buildings and offices that are attractive,
   comfortable, orderly and safe.

   14. Promote employees on the basis of their ability and merit.

   15. Make promotions or fill vacancies from within (Company)
   whenever possible.

   16. Keep all employees informed of the progress of (Company),
   as well as the company's overall aims and objectives.

   17. Do all these things in a spirit of friendliness and
   cooperation so that (Company) will continue to be known as "a
   great place to work!"
                What (Company) Expects From You

Your first responsibility is to know your own duties and how to
do them promptly, correctly and pleasantly. Secondly, you are
expected to cooperate with management and your fellow employees
and maintain a good team attitude. How you interact with fellow
employees and those whom (Company) serves, and how you accept
direction can affect the success of your department. In turn, the
performance of one department can impact the entire service
offered by (Company). Consequently, whatever your position, you
have an important assignment: perform every task to the very best
of your ability. The result will be better performance for the
company overall, and personal satisfaction for you.

You are encouraged to grasp opportunities for personal
development that are offered to you. This Manual offers insight
on how you can positively perform to the best of your ability to
meet and exceed (Company) expectations.

We strongly believe you should have the right to make your own
choices in matters that concern and control your life. We believe
in direct access to management. We are dedicated to making
(Company) a company where you can approach your manager, or any
member of management, to discuss any problem or question. We
expect you to voice your opinions and contribute your suggestions
to improve the quality of (Company). (Please take a look at the
section describing the submission of Grievances & Suggestions.)
We're all human, so please communicate with each other and with
management.

Remember, you help create the healthful, pleasant and safe
working conditions that (Company) intends for you. Your dignity
and that of fellow employees, as well as that of our customers,
is important. (Company) needs your help in making each working
day enjoyable and rewarding.

1 Employment

Personnel Administration
   Your Personnel File

Employment Classifications
   Full-Time Employees
   Part-Time Employees
   Temporary Employees
   "Non-Exempt" And "Exempt" Employees

Employment Policies
   Anniversary Date
   Aptitude & Ability Tests
   At Will Employment
   Bonding Requirement
   Business Hours
   Confidential Information
   Credit Investigation
   Customer Relations
   Driver's License & Driving Record
   Equal Employment Opportunity
   Former Employees
   Harassment
   Health Examinations
   How You Were Selected
   Introductory Period
   Job Descriptions
    Knowledge Of (Company)
   Non-Compete Agreement
   Outside Employment
   Proof Of U.S. Citizenship And/Or Right To Work
   Relatives
   Salesperson Agreement
   Security Checks
   Spouse Accepts Employment From A Competitor
   Spouse Works For A Competitor
   We Need Your Ideas

Standards Of Conduct
   Unacceptable Activities
   Disciplinary Action
   Dismissal
                   Personnel Administration

   [] It may be better to list the job title or department rather
   than the name of a person here.

   [] "XXX (Title/Department)" is referred to in several places
   -- we recommend using your wordprocessor's global
   search/replace to automatically replace "XXX
   (Title/Department)"with your information throughout this
   entire Manual. Be sure to type the characters "XXX
   (Title/Department)" exactly.

   [] Any discussion of an individual's pay should probably
   involve his or her manager, and possibly someone from your
   Human Resources Department (if you have one) or your
   designated personnel administrator.

The task of handling personnel records and related personnel
administration functions at (Company) has been assigned to: XXX
(Title/Department). Questions regarding insurance, wages, and
interpretation of policies may be directed to XXX
(Title/Department).

Your Personnel File

   [] Most states have a law on this subject. Some information
   need not be divulged to an employee under certain
   circumstances. Check with your attorney on your state and
   local laws regarding personnel records and modify this policy
   accordingly.

Keeping your personnel file up-to-date can be important to you
with regard to pay, deductions, benefits and other matters. If
you have a change in any of the following items, please be sure
to notify your manager or XXX (Title/Department) as soon as
possible:

   1. Legal name
   2. Home address
   3. Home telephone number
   4. Person to call in case of emergency
   5. Number of dependents
   6. Marital status
   7. Change of beneficiary
   8. Driving record or status of driver's license, if you
   operate any (Company) vehicles
   9. Military or draft status
   10.Exemptions on your W-4 tax form

Coverage or benefits that you and your family may receive under
(Company)'s benefits package could be negatively affected if the
information in your personnel file is incorrect.

 Since (Company) refers to your personnel file when we need to
make decisions in connection with promotions, transfers, layoffs
and recalls, it's to your benefit to be sure your personnel file
includes information about completion of educational or training
courses, outside civic activities, and areas of interest and
skills that may not be part of your current position here.

You may see information which is kept in your own personnel file
if you wish, and you may request and receive copies of all
documents you have signed. Please ask your manager to make
arrangements for you with XXX (Title/Department).
                  Employment Classifications

   [] Define the nature of each type of employee -- full time,
   part time, temporary, "exempt" and "non-exempt." Make clear
   what benefits each  type of employee is eligible for.

   [] In the interest of team-building, you may want to avoid
   creating an obvious distinction between hourly and salaried
   employees. Many forward-thinking companies are working to
   bring management and labor closer together -- we've developed
   this Manual with this in mind. As you edit this Manual,
   consider the tone you use and the atmosphere that you are
   creating.

   [] Be specific to avoid any chance of misunderstanding.

At the time you are hired, you are classified as either
full-time, part-time or temporary and are also told whether you
qualify for overtime pay. Unless otherwise specified, the
benefits described in this Manual apply only to full-time
employees. All other policies described in this Manual and
communicated by (Company) apply to all employees, with the
exception of certain wage, salary and time off limitations
applying only to "non-exempt" (see the definition that follows)
employees. If you are unsure of which job classification your
position fits into, please ask your manager.

Full-Time Employees

   [] Provide yourself with the option of rescheduling individual
   hours of work in any given week at the direction of the
   manager.

   [] All definitions of "full-time" presented here and elsewhere
   must be consistent.

An employee who has successfully completed the Introductory
Period (see the Employment Policies section for definition) of
employment and who works at least forty (40) hours per week is
considered a full-time employee.

   [] The minimum hours specified could be 20, 30, 32, 35, etc.
   if allowed by your company's insurance.

If you were a full-time employee and were laid off, you will be
considered a full-time employee upon return to work, provided
that you were not on layoff for longer than one (1) year.

If you were a full-time employee and have been on an approved
leave of absence, upon return you will be considered a full-time
employee, provided you return to work as agreed in the provisions
of your leave.
 
Part-Time Employees

   [] Fill in your standard work week here. The minimum hours per
   week could be 20, 30, 32, 35, or 40 as allowed by your
   company's insurance.

An employee who works less than a regular forty (40) hour
workweek is considered a part-time employee. If you are a
part-time employee, please understand that you are not eligible
for benefits described in this Manual, except as granted on
occasion, or to the extent required by provision of state and
federal laws.

Temporary Employees

   [] If a temporary employee works for your company longer than
   6 months, you may become liable for benefits. Check with your
   attorney on your state and local laws regarding temporary
   employees and modify this policy accordingly.

   [] Modify the reference to overtime pay as needed to comply
   with your state and local laws.

From time to time, (Company) may hire employees for specific
periods of time or for the completion of a specific project. An
employee hired under these conditions will be considered a
temporary employee. The job assignment, work schedule and
duration of the position will be determined on an individual
basis.

Normally, a temporary position will not exceed six (6) months in
duration, unless specifically extended by a written agreement.
Summer employees are considered temporary employees.

If you are a temporary employee, please understand that you are
not eligible for benefits described in this Manual, except as
granted on occasion, or to the extent required by provision of
state and federal laws. Those temporary employees classified as
"non-exempt"(see the definition that follows) who work more than
eight (8) hours in one day or more than forty (40) hours during
any work week will receive overtime pay.

"Non-Exempt" And "Exempt" Employees

   [] If you pay overtime after eight hours per day, specify the
   circumstances. In California, for example, the law requires
   that employees must be paid overtime pay when they work over 8
   hours in one day or over 40 hours in one week. Check with your
   attorney on your state and local laws regarding overtime and
   modify this policy accordingly.
 
   [] An employee's classification may change from non-exempt to
   exempt when they are transferred or promoted. Be sure to
   notify employees immediately if their classification changes
   and explain how this affects the benefits they are entitled
   to. This may help avoid any disputes, such as claims for
   overtime pay.

At the time you are hired, all employees are classified as either
"exempt" or "non-exempt." This is necessary because, by law,
employees in certain types of jobs are entitled to overtime pay
for hours worked in excess of eight (8) hours per day or forty
hours (40) per work week. These employees are referred to as
"non-exempt" in this Manual. This means that they are not exempt
from (and therefore should receive) overtime pay.

Note:  See "Wage & Salary Policies" in the "Compensation &
Performance" section of this Manual for a full description of
overtime payment policies.

Exempt employees are managers, executives, supervisors,
professional staff, technical staff, outside sales
representatives, officers, directors, owners and others whose
duties and responsibilities allow them to be "exempt" from
overtime pay provisions as provided by the Federal Fair Labor
Standards Act (FLSA) and any applicable state laws. If you are an
exempt employee, you will be advised that you are in this
classification at the time you are hired, transferred or
promoted.
                      Employment Policies

Whether you are a new hire or a former employee returning to
(Company), you may feel a little strange in your new
surroundings. This is a normal feeling and is expected. Your
fellow employees, especially your manager, want to help you get
off to a good start. Feel free to ask them for help concerning
anything you don't understand.

One of the first things you should do is carefully read this
Manual. It is designed to answer many of your questions about the
practices and policies of (Company), what you can expect from
(Company), and what (Company) expects from you.

Anniversary Date

The first day you report to work is your "official" anniversary
date. Your anniversary date is used to compute various conditions
and benefits described in this Manual.

Aptitude & Ability Tests

   [] For ideas on using tests in a pre-employment situation,
   see the section titled "Selecting Good People" in the
   "Employer's Survival Guide" section of the
   EmployeeManualMaker product manual.

   [] Test should be "job related" --  how much and how well
   does an applicant do something in a given time? Typing,
   welding, assembly, painting, telemarketing (how they sound
   over-the-phone), etc.

   [] If you are selecting a test to use, make sure that the
   test maker can show proof that the test has been validated.

   [] One possible source for job-related tests is Wonderlic
   Personnel Test, Inc., 820 Frontage Road, Northfield, IL
   60093-8007, 800/ 323-3742  (ask for Marlene Brown).

Job-related tests may be given to help determine your aptitude or
ability to perform a specific job. Such tests may be given to
candidates for job changes and promotions, as well as to new
applicants. Test results will be confidential.

At Will Employment

All employment and compensation with (Company) is "at will" in
that they can be terminated with or without cause, and with or
without notice, at any time, at the option of either (Company) or
yourself, except as otherwise provided by law. 

 Bonding Requirement

   [] Choose whichever paragraph best suits your company's
   needs.

Under certain circumstances, (Company) may require that you be
bonded. It is your responsibility to assure that you are
bondable. (Company) will pay the cost of bonding. Should you fail
to maintain these qualifications, you will be subject to transfer
to another position, if available, or dismissal.

   -- OR --

All employees are required to present and maintain qualifications
to be bonded. Should you fail to maintain these qualifications,
you may be subject to transfer to another position, if available,
or dismissal.

Business Hours

   [] Define your workweek and time allotted for lunch and
   breaks.

Our regular operating hours are 8 A.M. to 5 P.M. Monday through
Friday.

Your particular hours of work and the scheduling of your lunch
period will be determined and assigned by your manager or
department head. Most employees are assigned to work a forty (40)
hour work week. You are required to take a one (1) hour unpaid
lunch period daily; please understand that you may not "work
through lunch" in order to arrive late or to leave early or to
work extra time.

Confidential Information

   [] For most employees in exempt positions and certain
   sensitive non-exempt positions, we recommend the
   Non-Disclosure Agreement provided as part of AgreeMentor(tm),
   a collection of plain-English business agreements. See the
   Business Power Tools(tm) Catalog section in the back of the
   EmployeeManualMaker product manual for a detailed description.

Our customers and suppliers entrust (Company) with important
information relating to their businesses. The nature of this
relationship requires maintenance of confidentiality. In
safeguarding the information received, (Company) earns the
respect and further trust of our customers and suppliers.

Your employment with (Company) assumes an obligation to maintain
confidentiality, even after you leave our employ.

 Any violation of confidentiality seriously injures (Company)'s
reputation and effectiveness. Therefore, please do not discuss
(Company) business with anyone who does not work for us, and
never discuss business transactions with anyone who does not have
a direct association with the transaction. Even casual remarks
can be misinterpreted and repeated, so develop the personal
discipline necessary to maintain confidentiality. If you hear,
see or become aware of anyone else breaking this trust, consider
what they might do with information they get from you.

If you are questioned by someone outside the company or your
department and you are concerned about the appropriateness of
giving them certain information, remember that you are not
required to answer, and that we do not wish you to do so.
Instead, as politely as possible, refer the request to your
manager or to the President.

No one is permitted to remove or make copies of any (Company)
records, reports or documents without prior management approval.

Because of its seriousness, disclosure of confidential
information could lead to dismissal.

Credit Investigation

   [] You must have a signed release from the applicant to
   legally conduct a credit investigation on them. The
   "Background Research Release" included on diskette is a
   general release that can be edited to authorize a credit
   investigation and included as part of your application form.

   [] Recently, several credit reporting agencies have been
   under fire regarding accuracy -- you would be well advised to
   restrict the use of credit investigations to those employees
   hired in a management or financial capacity.

   [] You must specify to the credit reporting agency why you
   are requesting a credit check.

Following the requirements imposed by the
Federal-Truth-In-Lending and the Fair Credit Reporting Acts,
(Company) conducts a pre-employment credit check on all
applicants who are offered and who accept an offer of employment.
Your employment with us may be conditional upon our review of the
information in the credit check. (Company) reserves the right to
conduct this credit check at any time after you have been
employed. Remember, you have certain legal rights to discover and
to dispute or explain any information prepared by the credit
checking company.

Customer Relations
 
The success of (Company) depends upon the quality of the
relationships between (Company), our employees, our customers,
our suppliers and the general public. Our customers' impression
of (Company) and their interest and willingness to purchase from
us is greatly formed by the people who serve them. In a sense,
regardless of your position, you are (Company)'s ambassador. The
more goodwill you promote, the more our customers will respect
and appreciate you, (Company) and (Company)'s products and
services.

Here are several things you can do to help give customers a good
impression of (Company):

   1. Act competently and deal with customers in a courteous and
   respectful manner.

   2. Communicate pleasantly and respectfully with other
   employees at all times.

   3. Follow up on orders and questions promptly, provide
   businesslike replies to inquiries and requests, and perform
   all duties in an orderly manner.

   4. Take great pride in your work and enjoy doing your very
   best.

These are the building blocks for your and (Company)'s continued
success. Thank you for adding your support.

Driver's License & Driving Record

   [] This need only apply to employees who are required to
   drive as part of their job.

Employees whose work requires operation of a motor vehicle must
present and maintain a valid driver's license and a driving
record acceptable to our insurer. You will be asked to submit a
copy of your driving record to (Company) from time to time. Any
changes in your driving record must be reported to the personnel
department immediately. Failure to do so may result in
disciplinary action, including possible dismissal. 

Note:  See "Traffic Violations" and "Use Of Company Vehicle" in
the "Other Policies" section of this Manual for further
information.

Equal Employment Opportunity

   [] State that an employee's religion, age, sex, national
   origin, race, color, etc. will have nothing to do with
   hiring, promotion, pay, or benefits.
 
   [] Include an Affirmative Action Plan, if you're required to
   have one, as part of your new employee packet. This should be
   a separate manual.

(Company) provides equal employment opportunity for everyone
regardless of age, sex, color, race, creed, national origin,
religious persuasion, marital status, political belief, or
disability that does not prohibit performance of essential job
functions. In addition, laws regarding veterans' status are
observed. This is reflected in all (Company) practices and
policies regarding hiring, training, promotions, transfers, rates
of pay, layoff, and other forms of compensation. All matters
relating to employment are based upon ability to perform the job,
as well as dependability and reliability once hired.

Note:  Throughout this Employee Manual, masculine pronouns such
as he, his, or him shall be construed so as to include both
sexes. 

Former Employees

   [] You may not want to have a policy on this; omit this
   section if it does not meet your company's needs.

Depending on the circumstances, (Company) may consider a former
employee for re-employment. Such applicants are subject to
(Company)'s usual pre-employment procedures. To be considered, an
applicant must have been in good standing at the time of their
previous termination of employment with (Company) and must have
provided at least two weeks advance notice of their intention to
terminate their employment with (Company).

Reinstatement Of Benefits (Bridging)

   [] This is optional -- we've provided four sample policies
   for you to consider.

In the event you return to work for (Company), 

(a)

within twelve (12) months of termination of your previous
employment with (Company), and you terminated your previous
employment with (Company) in good standing, [your absence will be
treated as if it were a Leave of Absence/ you may be eligible to
continue your benefits at the level you enjoyed them
(commensurate with your new position) at the time of your
termination of previous employment with (Company)].

   -- OR --
 
(b)

and the length of time you were away from (Company) is less than
the length of time of your previous employment with (Company),
you may be eligible to continue your benefits at the level you
enjoyed them (commensurate with your new position) at the time of
your termination of previous employment with (Company).

   -- OR --

(c)

and upon completion of twelve (12) months of continuous
employment with (Company), you may be eligible to continue your
benefits at the level you enjoyed them (commensurate with your
new position) at the time of your termination of previous
employment with (Company).

   -- OR --

(d)

regardless of the length of your previous employment and length
of time since you terminated your employment with (Company), your
benefits shall accrue as if you were a new / first-time (Company)
employee.

Harassment

   [] For more information, see the reprinted article "Sexual
   Harassment: Knowing What To Do About It" in the "Employer's
   Survival Guide" section of the EmployeeManualMaker product
   manual.

(Company) intends to provide a work environment that is pleasant,
healthful, comfortable, and free from intimidation, hostility or
other offenses which might interfere with work performance.
Harassment of any sort -- verbal, physical, visual -- will not be
tolerated.

What Is Harassment?

Harassment can take many forms. It may be, but is not limited to:
words, signs, jokes, pranks, intimidation, physical contact, or
violence. Harassment is not necessarily sexual in nature.

Sexual harassment may include unwelcome sexual advances, requests
for sexual favors, other verbal or physical contact of a sexual
nature when such conduct creates an intimidating environment,
prevents an individual from effectively performing the duties of
 their position, or when such conduct is made a condition of
employment or compensation, either implicitly or explicitly.

Responsibility

As a (Company) employee, you are responsible for keeping our work
environment free of harassment. Any employee who becomes aware of
an incident of harassment, whether by witnessing the incident or
being told of it, must report it to XXX (Title/Department) or any
officer of (Company) with whom you feel comfortable. When
(Company) becomes aware that harassment might exist, it is
obligated by law to take prompt and appropriate action, whether
or not the victim wants the company to do so.

Reporting

If you feel that you have experienced harassment, report the
incident immediately to XXX (Title/Department) or any officer of
(Company) with whom you feel comfortable. Appropriate
investigation and disciplinary action will be taken. All reports
will be promptly investigated with due regard for the privacy of
everyone involved. Any employee found to have harassed a fellow
employee or subordinate will be subject to severe disciplinary
action or possible discharge. (Company) will also take any
additional action necessary to appropriately correct the
situation. (Company) will not retaliate against any employee who
makes a good faith report of alleged harassment, even if the
employee was in error. 

(Company) accepts no liability for harassment of one employee by
another employee. The individual who makes unwelcome advances,
threatens or in any way harasses another employee is personally
liable for such actions and their consequences. (Company) will
not provide legal, financial or any other assistance to an
individual accused of harassment if a legal complaint is filed.

Health Examinations

   [] Establish your right to conduct both pre- and
   post-employment physical exams, on company time and at
   company expense.

   [] "Request" rather than "require" the physical, due to state
   laws.

   [] Be sure your decisions to conduct a physical are
   nondiscriminatory (i.e., don't just examine older people or
   minority or women applicants --include everyone!).

   [] For more information, see the reprinted article "The War On
   Drug Testing" in the "Employer's Survival Guide" section of
   the EmployeeManualMaker product manual.
 
Your employment with (Company) may be contingent on passing a
physical / health examination at (Company)'s expense. Also, at
any point during your employment, you may be asked to undergo a
health examination on company time and at (Company)'s expense.
This may be necessary to insure that you are physically capable
of handling the tasks involved in your job position safely and
without possible harm to others.

How You Were Selected

We carefully select our employees through written application,
personal interview and reference checks. After all available
information was carefully considered and evaluated, you were
selected to become a member of our team.

This careful selection process helps (Company) to find and employ
people who are concerned with their own personal success and the
success of (Company); people who want to do a job well and who
can carry on their work with skill and ability; and people who
are comfortable with (Company) and who can work well with our
team.

Introductory Period

   [] It's generally a good idea to establish a time period
   allowing you to evaluate a new employee to be sure they are
   suitable for your company. This time period used to be
   referred to as "probation", but that's not a good term to use
   because it may imply that completion of the probationary
   period is a guarantee of a permanent employment relationship!

   [] Define the period (usually 30, 60, or 90 days) during which
   a new employee can be dismissed after only a verbal warning
   without  a hearing on the cause; also indicate when benefits
   start to accrue.

   [] Avoid a great discrepancy between the introductory period
   and the period before an employee qualifies for group
   insurance. Your insurance carrier may impose guidelines that
   dictate when benefits become effective.

Your first [thirty (30)/ sixty (60)/ ninety (90)] days of
employment at (Company) are considered an Introductory Period,
and during that period you will not accrue benefits described in
this Manual unless otherwise required by law. This Introductory
Period will be a time for getting to know your fellow employees,
your manager and the tasks involved in your job position, as well
as becoming familiar with (Company)'s products and services. Your
manager will work closely with you to help you understand the
needs and processes of your job.

 This Introductory Period is a try-out time for both you, as an
employee, and (Company), as an employer. During this Introductory
Period, (Company) will evaluate your suitability for employment,
and you can evaluate (Company) as well. At any time during this
first [thirty (30)/ sixty (60)/ ninety (90) days], you may resign
without any detriment to your record. If, during this period,
your work habits, attitude, attendance or performance do not
measure up to our standards, we may release you. If you take
approved time off in excess of five workdays during the
Introductory Period, the Introductory Period may be extended by
that length of time.

At the end of the Introductory Period, your manager will discuss
your job performance with you. This review will be much the same
as the normal job performance review that is held for regular
full-time or part-time employees on an [annual/ semi-annual/
quarterly] basis. During the course of the discussion, you are
encouraged to give your comments and ideas as well.

Please understand that completion of the Introductory Period does
not guarantee continued employment for any specified period of
time, nor does it require that an employee be discharged only for
"cause."

A former employee who has been rehired after a separation from
(Company) of more than one (1) year is considered an introductory
employee during their first [thirty (30)/ sixty (60)/ ninety
(90)] days following rehire.

Job Descriptions

   [] Any job descriptions you prepare should be in accordance
   with the Americans with Disabilities Act (ADA). Check with
   your attorney and see the reprinted article, "Overview: The
   Americans With Disabilities Act" in the "Employer's Survival
   Guide" section of the EmployeeManualMaker product manual.

   [] We recommend JobSketch(tm) a collection of more than 250
   job descriptions on diskette that can easily be edited to meet
   your company's needs and conform to the ADA guidelines. See
   the Business Power Tools(tm) Catalog section in the back of
   the EmployeeManualMaker product manual for a detailed
   description.

   [] You may also wish to contact Edgar S. Ellman Associates,
   300 N. State Street, Chicago, IL 60610, (312) 263-2929 or
   Richard L . Reinhardt, The Centre Group, Inc., 5100 Poplar
   Avenue, Memphis, TN 38137-2207 (901) 683-4320 for assistance
   developing job descriptions that conform to the requirements
   of the ADA.

We maintain a job description for each position in (Company). 
When your duties and responsibilities are changed, your job
description will be updated. If you wish to see your job
description, please ask your manager or XXX (Name/Department).

Knowledge Of (Company)

After having learned to competently perform your own duties, your
next step is to familiarize yourself with other (Company)
activities. This can prove valuable to you, our customers and
(Company) as well. (Company) may provide additional
"cross-training."

Knowledge of the services and products of (Company) will help you
avoid the "I don't know" syndrome. Our customers' confidence in
you increases as you are able to answer their basic questions.
However, please don't pretend you know the answer or try to guess
the answer when you are uncertain. If you are unsure of the
correct information, refer the inquiry to your manager, or to a
person more qualified to respond.

Non-Compete Agreement

   [] For most employees in exempt positions and certain
   sensitive non-exempt positions, we recommend the Employment
   Agreement provided as part of AgreeMentor(tm), a collection of
   plain-English business agreements. See the Business Power
   Tools(tm) Catalog section in the back of the
   EmployeeManualMaker product manual for a detailed
   description.

Certain new employees, such as outside/field salespeople and
others, may be required to sign a Non-Compete Agreement prepared
by our attorneys as a condition of employment.

Outside Employment

What you do on your free time is your own business. However, if
you are employed by (Company) in a full-time position, (Company)
will expect that your position here is your primary employment.
Any outside activity must not interfere with your ability to
properly perform your job duties at (Company).

If you are thinking of taking on a second job, it would be wise
to notify your manager immediately. He or she will thoroughly
discuss this opportunity with you to make sure that it will not
interfere with your job at (Company) nor pose a conflict of
interest.

Proof Of U.S. Citizenship And/Or Right To Work

   [] You aren't limited to hiring only U.S. citizens -- you may 
   hire aliens legally authorized to work in the U.S. You may not
   show a preference for U.S citizens in a field of equally
   qualified candidates with a right to work in the U.S.

   [] The Immigration Reform & Control Act (IRCA) affects all
   employees (including U.S. citizens!) hired after November 6,
   1986. If you have questions about IRCA, you can get a copy of
   the Immigration & Naturalization Service (INS) handbook,
   "Handbook for Employers" by calling the INS employer help line
   at 1-800-777-7700 or write to Immigration & Naturalization
   Service, Washington, DC 20536. (If you have been unaware of
   this law or have done nothing about it, you may wish to
   contact your attorney or a local trade association to get
   information.)

   [] 20,000 businesses have been investigated, 2,000 have been
   served notice and $9,000,000 in penalties have been assessed
   since IRCA became law!  The INS goes back to the beginning and
   you could be fined several hundred dollars per error (missing
   social security number, etc.) in your files -- and the INS
   wins in court!

   [] IRCA requires you to do the following:  1) have your
   employees fill out their part of the Form I-9 when they begin
   work; 2) verify documents establishing your employee's
   identity and eligibility to work. The "Green Card" or form
   I-551 we've seen is actually pink; it has a color photograph
   of the cardholder on the left side; the blue seal of the
   Justice Department in the center, and a finger print on the
   right. The cardholder's signature is at the bottom. "I-551" is
   embedded in the plastic laminating material. If you are still
   not certain, ask for a Social Security card.  It will look
   like a normal Social Security Card, but check to see that the
   "Not for Employment" statement is not present or has not been
   tampered with or erased. This statement is added to cards
   issued to students, temporary residents, etc. who are not
   eligible to work.

   [] It is suggested that you properly complete Form I-9 and
   keep the I-9 forms in a separate file for at least three (3)
   years -- in case of an audit, you can provide just the
   relevant forms. Present the forms for inspection to an INS or
   Department of Labor officer on request -- you'll be given at
   least 3 days notice. (Source: Independent Business Magazine, December 1990)

Federal regulations require that 1) before becoming employed, all
applicants must complete and sign Federal Form I-9, Employment
Eligibility Verification Form; and 2) all applicants who are
hired need to present documents of identity and eligibility to
work in the U. S.

Relatives
 
   [] Never fire someone for marrying another employee.

   [] Choose the sample policy that best suits your company's
   needs.

If you and members of your immediate family are employed by
(Company), one may not supervise the other nor may they work in
the same department. If the employees are unable to develop a
workable solution, the President of (Company) will decide which
employee may be transferred in such situations. For purposes of
this section, your immediate family includes your spouse, your
children, your siblings, your parents, your grandparents, and
your spouse's children, siblings, parents and grandparents.

Should two present employees marry or otherwise become closely
related, they may not work in the same department.

Employees working in the Personnel department may not be related
to employees working outside that department.

   -- OR --

Members of your immediate family will not be hired by (Company).
For purposes of this section, your immediate family includes your
spouse, your children, your siblings, your parents, your
grandparents, and your spouse's children, siblings, parents and
grandparents.

Should two present employees marry or otherwise become closely
related, they may not work in the same department.

Salesperson Agreement

   [] We recommend the Independent Sales Representative Agreement
   provided as part of AgreeMentor(tm), a collection of
   plain-English business agreements. See the Business Power
   Tools(tm) Catalog section in the back of the
   EmployeeManualMaker product manual for a detailed
   description.

When you are hired in or promoted to the position of salesperson,
you will be asked to sign an agreement that cites certain terms
and conditions regarding your position as a salesperson. The
purpose of this agreement, among other things, is to clearly
establish the terms for commission payment, territory assignment,
etc.

Security Checks

(Company) will exercise its right to inspect all packages and 
parcels entering and leaving our premises.

Spouse Accepts Employment From A Competitor

   [] We suggest you obtain local legal advice on this, since the
   policy may threaten employee's rights under some state and
   local laws.

   [] Consider including "Significant Other" here -- check with
   your attorney or watch for new legislation on this. We suggest
   using "The Personnel News," offered by subscription, to stay
   current with employee relations issues. (A description of "The
   Personnel News" is in the introductory section of the
   EmployeeManualMaker product manual.) 

Should your spouse accept employment with a competitor firm,
(Company) reserves the right to terminate your employment with
us.

Spouse Works For A Competitor

   [] We suggest you obtain local legal advice on this, since the
   policy may threaten employee's rights under some state and
   local laws.

Should your spouse be employed with a competitor firm, (Company)
reserves the right not to hire you or to terminate your
employment with us.

We Need Your Ideas

   [] Consider giving your people an incentive to cut costs --
   share a % of the savings with them.

   [] Omit the reference to profit sharing if it does not apply
   to your company.

Ask any of our employees who have worked with us for a long time
and they will probably tell you of the many changes and
improvements that have come about in their departments since they
first joined us. We believe the person doing a job is in the best
position to think of ways of doing it more easily, more
efficiently, and more effectively. If you think of a better way
of doing your job or the job of a fellow employee, discuss it
with your manager, who will welcome your suggestions and ideas.

Note: See "Grievances & Suggestions" in the "Other Policies"
section of this Manual for specific instructions on submitting
suggestions.

Remember, there may be areas in (Company)'s operation that can be
improved. These could be in service, production methods,
equipment, communications, safety, ways to reduce costs, losses,
and/or waste, or other improvements you may see a need for.
Please give us the benefit of your unique experience and
thoughts. Your contributions, as well as those of others, could
expand your profit sharing! Also, make sure to document your
innovations and money-saving efforts and have them placed in your
personnel file (include dates, detailed descriptions of your
contributions, estimates from the accounting department regarding
cost savings or profits generated, etc.) -- these may favorably
affect your wage, salary or promotion reviews.
                     Standards Of Conduct

Whenever people gather together to achieve goals, some rules of
conduct are needed to help everyone work together efficiently,
effectively, and harmoniously. Some people have problems with
"rules" and "authority figures," and past experience may have
justified these thoughts and feelings; however, at (Company), we
hold ourselves to a high standard of quality where the rules and
authority figures simply assure that quality is maintained.

By accepting employment with us, you have a responsibility to
(Company) and to your fellow employees to adhere to certain rules
of behavior and conduct. The purpose of these rules is not to
restrict your rights, but rather to be certain that you
understand what conduct is expected and necessary. When each
person is aware that he or she can fully depend upon fellow
workers to follow the rules of conduct, then our organization
will be a better place to work for everyone.

Unacceptable Activities

Generally speaking, we expect each person to act in a mature and
responsible way at all times. However, to avoid any possible
confusion, some of the more obvious unacceptable activities are
noted below. Your avoidance of these activities will be to your
benefit as well as the benefit of (Company). If you have any
questions concerning any work or safety rule, or any of the
unacceptable activities listed, please see your manager for an
explanation.

Occurrences of any of the following violations, because of their
seriousness, may result in immediate dismissal without warning:

   *  Willful violation of any company rule; any deliberate
   action that is extreme in nature and is obviously detrimental
   to (Company)'s efforts to operate profitably.

   *  Willful violation of security or safety rules or failure to
   observe safety rules or (Company) safety practices; failure to
   wear required safety equipment; tampering with (Company)
   equipment or safety equipment.

   *  Negligence or any careless action which endangers the life
   or safety of another person.

   *  Being intoxicated or under the influence of controlled
   substance drugs while at work; use or possession or sale of
   controlled substance drugs in any quantity while on company
   premises except medications prescribed by a physician which do
   not impair work performance.

   *  Unauthorized possession of dangerous or illegal firearms,
   weapons or explosives on company property or while on duty.

   *  Engaging in criminal conduct or acts of violence, or making
   threats of violence toward anyone on company premises or when
   representing (Company); fighting, or horseplay or provoking a
   fight on company property, or negligent damage of property.

   *  Insubordination or refusing to obey instructions properly
   issued by your manager pertaining to your work; refusal to
   help out on a special assignment.

   *  Threatening, intimidating or coercing fellow employees on
   or off the premises -- at any time, for any purpose.

   *  Engaging in an act of sabotage; willfully or with gross
   negligence causing the destruction or damage of company
   property, or the property of fellow employees, customers,
   suppliers, or visitors in any manner.

   *  Theft of company property or the property of fellow
   employees; unauthorized possession or removal of any company
   property, including documents, from the premises without prior
   permission from management; unauthorized use of company
   equipment or property for personal reasons; using company
   equipment for profit.

   *  Dishonesty; willful falsification or misrepresentation on
   your application for employment or other work records; lying
   about sick or personal leave; falsifying reason for a leave of
   absence or other data requested by (Company); alteration of
   company records or other company documents.

   *  Violating the non-disclosure agreement; giving confidential
   or proprietary (Company) information to competitors or other
   organizations or to unauthorized (Company) employees; working
   for a competing business while a (Company) employee; breach of
   confidentiality of personnel information.

   *  Malicious gossip and/or spreading rumors; engaging in
   behavior designed to create discord and lack of harmony;
   interfering with another employee on the job; willfully
   restricting work output or encouraging others to do the same.

   *  Immoral conduct or indecency on company property.

   *  Conducting a lottery or gambling on company premises.

Occurrences of any of the following activities, as well as
violations of any (Company) rules or policies, may be subject to
disciplinary action, including possible immediate dismissal. This
list is not all-inclusive and, notwithstanding this list, all 
employees remain employed "at will."

   *  Unsatisfactory or careless work; failure to meet production
   or quality standards as explained to you by your manager;
   mistakes due to carelessness or failure to get necessary
   instructions. 

   *  Any act of harassment, sexual, racial or other; telling
   sexist or racial-type jokes; making racial or ethnic slurs.

   *  Leaving work before the end of a workday or not being ready
   to work at the start of a workday without approval of your
   manager; stopping work before time specified for such
   purposes.

   *  Sleeping on the job; loitering or loafing during working
   hours.

   *  Excessive use of company telephone for personal calls.

   *  Leaving your work station during your work hours without
   the permission of your manager, except to use the restroom.

   *  Smoking in restricted areas or at non-designated times, as
   specified by department rules.

   *  Creating or contributing to unsanitary conditions.

   *  Posting, removing or altering notices on any bulletin board
   on company property without permission of an officer of
   (Company).

   *  Failure to report an absence or late arrival; excessive
   absence or lateness.

   *  Filling your own order or invoicing or ringing up your own
   order.

   *  Buying company merchandise for resale.

   *  Obscene or abusive language toward any manager, employee or
   customer; indifference or rudeness towards a customer or
   fellow employee; any disorderly/antagonistic conduct on
   company premises.

   *  Speeding or careless driving of a forklift or any other
   company vehicles.

   *  Failure to immediately report damage to, or an accident
   involving company equipment.

   *  Soliciting during working hours and/or in working areas;
   selling merchandise or collecting funds of any kind for
   charities or others without authorization during business
   hours, or at a time or place that interferes with the work of
   another employee on company premises.

   *  Failure to maintain a neat and clean appearance in terms of
   the standards established by your manager; any departure from
   accepted conventional modes of dress or personal grooming;
   wearing improper or unsafe clothing.

   *  Eating food and beverages in undesignated areas or at your
   work station.

   *  Failure to use your timecard; alteration of your own
   timecard or records or attendance documents; punching or
   altering another employee's timecard or records, or causing
   someone to alter your timecard or records.

Disciplinary Actions

Unacceptable behavior which does not lead to immediate dismissal
may be dealt with in the following manner:

   [] Choose one of the two sequences provided, or modify the
   text to suit the needs of your company.

   Verbal Warning
   First Written Warning
   Second Written Warning
   Third Written Warning
   Dismissal

   -- OR --

   Verbal Warning
   First Written Warning
   Dismissal

Written warnings will include the reasons for the manager's
dissatisfaction and any supporting evidence. You will have an
opportunity to defend your actions and rebut the opinion of your
manager at the time the warning is issued. Disciplinary actions
may also include fines, suspensions or other measures deemed
appropriate to the circumstances.

All pertinent facts will be carefully reviewed, and the employee
will be given a full opportunity to explain his or her conduct
before any decision is reached. The President or another member
of senior management will give a second opinion concerning the
unacceptable behavior before dismissal occurs.
 
Dismissal

   [] Terminations include dismissals, eliminations of positions,
   layoffs, non-recalled employees, retirements, or resignations
   that can be considered constructive discharge (where an
   employer makes the workplace so intolerable for a person that
   he or she has to resign).

   [] For more information, contact the National Conference of
   Commissioners on Uniform State Laws at 676 N St. Clair Street,
   Suite 1700, Chicago, IL 60611, 312/ 921-0195

Employment and compensation with (Company) is "at will" in that
they can be terminated with or without cause, and with or without
notice, at any time, at the option of either (Company) or
yourself, except as otherwise provided by law.

If your performance is unsatisfactory due to lack of ability,
failure to abide by (Company) rules or failure to fulfill the
requirements of your job, you will be notified of the problem. If
satisfactory change does not occur, you may be dismissed. Some
incidents may result in immediate dismissal.

2 Compensation & Performance

Wage & Salary Policies
   Call Back Pay
   Computing Pay
   Deductions From Paycheck (Mandatory)
   Deductions (Other) / Direct Deposit
   Docking From Wages
   Error In Pay
   Overtime Pay
   Pay Period & Hours
   Reporting Time Pay
   Shift Premium
   Termination & Severance Pay
   Time Cards / Records
   Wage Assignments (Garnishments)

Performance & Compensation Reviews
   Performance Reviews
   Compensation Reviews

Work Schedule
   Absence Or Lateness
   Attendance
   Breaks / Rest Periods
   Closure After Starting Time
   Closure Prior To Starting Time
   Excessive Absenteeism Or Lateness
   Lunch Period
   Lunch Room Facility
   Record Of Absence Or Lateness
   Wash-Up Time
                    Wage & Salary Policies

(Company) has developed policies to insure wages and salaries
comparable to those of other employees with similar jobs at
(Company) or in our industry. Our wage and salary policy is
designed to attract and retain the best-qualified people
available.

To carry out this policy, we periodically compare our wage and
salary policy with community rates for similar positions using
appropriate published information from sources like statewide
business organizations, local chambers of commerce, state and
national organizations, various management reports, and various
local, state and federal agencies.

You are employed by (Company) and will be carried directly on our
payroll. No person may be paid directly out of petty cash or any
other such fund for work performed. The only exception to this
policy is where a contract relationship exists with a bona fide
contractor.

Call Back Pay

   [] For phone availability / beeper status, some "on-call"
   compensation should be considered.

   [] State law may specify minimum call-in / call-back times.
   In some states, a minimum of 4 hours pay is required. Actual
   time worked may be less, and overtime rates may apply. Check
   with your attorney on your state and local laws regarding this
   and modify this policy accordingly.

Occasionally, you may be asked to return to work after you have
left the premises for the day. If this occurs, you will be
guaranteed a minimum of two (2) hours of pay. If you work longer
than two (2) hours, you will be paid for the time you actually
work.

Computing Pay

   [] This policy applies to salaried employees only.

Should you be one of our "salaried" employees whose pay is not
based on an hourly rate, there may be times when it is necessary
to compensate you for some daily or hourly pay. When this is
necessary, (Company) will compute your time on the basis of [an
eight (8) hour workday/ a forty (40) hour work week/ a fifty-two
(52) week work year/ a twelve (12) month work year].

Deductions From Paycheck (Mandatory)

   [] Mandatory deductions include federal, state and local
   income tax withholding, certain state disability deductions,
   authorized deductions for health/life insurance, and tax
   deferrals.

(Company) is required by law to make certain deductions from your
paycheck each time one is prepared. Among these are your federal,
state and local income taxes and your contribution to Social
Security as required by law. These deductions will be itemized on
your check stub. The amount of the deductions may depend on your
earnings and on the information you furnish on your W-4 form
regarding the number of dependents/exemptions you claim. Any
change in name, address, telephone number, marital status or
number of exemptions must be reported to your manager or XXX
(Title/Department) immediately, to ensure proper credit for tax
purposes. The W-2 form you receive for each year indicates
precisely how much of your earnings were deducted for these
purposes.

Any other mandatory deductions to be made from your paycheck,
such as court-ordered attachments, will be explained whenever
(Company) is ordered to make such deductions. Some states may
require other payroll deductions.

Note:  See "Wage Assignments (Garnishments)" later on in this
section for further information. 

Deductions (Other) / Direct Deposit

It may be possible for you to authorize (Company) to make
additional deductions from your paycheck, such as for Christmas
Clubs, credit union loan payments, payroll savings plans, etc.,
or to deposit your paycheck directly into your savings or
checking account at a participating bank. Contact XXX
(Title/Department) for details and the necessary authorization
forms.

Repayment Of Company Loan / Payroll Advance

Funds you owe to (Company) may be deducted from current wages
according to the terms and conditions agreed upon at the time of
your advance or loan from (Company).

Note:  See "Payroll Advances" in the "Other Policies" section of
this Manual for further information.

Docking From Wages

   [] This is a very rigid policy, so you may choose to omit it.
   Instead, you may simply notify an employee by memo if you feel
   they are not reporting for work as scheduled or agreed. If you
    do include a policy of this nature, be prepared to enforce
   it.

The wages of any "non-exempt" employee who is tardy for work will
be "docked" for the time not worked. Three incidents of lateness
during a 90-day period will be considered a "tardiness pattern"
and will result in disciplinary action in addition to the
"docking" of pay. A record of all lateness and absenteeism is
maintained in your personnel file.

Note:  See "Excessive Absenteeism Or Lateness" under "Work
Schedule" later on in this section for further information.

Error In Pay

Every effort is made to avoid errors in your paycheck. If you
believe an error has been made, tell your manager immediately. He
or she will take the necessary steps to research the problem and
to assure that any necessary correction is made properly and
promptly.

Overtime Pay

   [] This policy applies to "non-exempt" employees only.

   [] Overtime pay for work in excess of 8 hours per day is only
   required in certain states. Check with your attorney on state
   and local laws regarding overtime and modify this policy
   accordingly.

   [] You may have the option of offering a 4-day, 10-hour per
   day work week without paying overtime. Again, check with your
   attorney on state and local laws and modify this policy
   accordingly.

From time to time, it may be necessary for you to perform
overtime work in order to complete a job on time. All overtime
must be approved in advance by your manager. When it is necessary
to work overtime, you are expected to cooperate as a condition of
your employment. There are two types of overtime work:

1. Scheduled Overtime: Scheduled overtime work is announced in
advance and generally will involve an entire department or
operation. This type of overtime becomes part of the required
workweek of the people who are members of the department or
operation. If you need to be excused from performing scheduled
overtime, speak with your manager. He or she will consider your
situation and the requirements of the department or operation in
deciding whether you may be excused from performing the scheduled
overtime.

2. Incidental Overtime: Incidental overtime isn't scheduled, it 
becomes necessary in response to extenuating circumstances. It is
extra time needed to complete work normally completed during
regular hours. Incidental overtime may become necessary when an
illness or emergency keeps co-workers from being at work as
anticipated. It may require you to return to the workplace for
emergency work. The opportunity to perform incidental overtime
will be given first to the employee who normally performs the
task. If that employee cannot perform the overtime, the manager
will offer the overtime to a suitably qualified person who is
available to perform the overtime work.

If you are a "non-exempt" employee and you perform overtime work,
you will be paid one and one-half (1-1/2) times your regular
hourly wage for any time over eight (8) hours per day or forty
(40) hours per week that you work. If, during that week, you were
away from the job because of a job-related injury, paid holiday,
jury duty, vacation taken in single-day increments, or paid sick
time, those hours not worked will be counted as hours worked for
the purpose of computing eligibility for overtime pay.

Work Performed On Company Holidays

   [] We've provided three sample policies for you to consider;
   choose whichever paragraph best suits your company's needs.

   [] This first sample provides for a rate of 1.5 x wage for
   hours worked on a company holiday.

Full-time "non-exempt" employees who work on a Company holiday
will be deemed to have worked overtime on that day and will be
paid their overtime rate for hours worked regardless of the
number of hours they work that work week.

   -- OR --

   [] This second sample provides for a rate of 2 x wages for
   hours worked on a company holiday.

Full-time "non-exempt" employees who work on a Company holiday
will be deemed to have worked overtime on that day and will be
paid their double-time rate for hours worked regardless of the
number of hours they work that work week.

   [] This third sample provides for a rate of 1.5 x wage for
   hours worked on a company holiday in addition to the normal
   wages for a paid holiday.(1x pay + 1.5x pay = 2.5x pay for
   working on a Company holiday)

Full-time "non-exempt" employees who work on a Company holiday
will receive their normal wages for the paid holiday, plus they
will be paid their overtime rate for hours worked on the Company
 holiday regardless of the number of hours they work that work
week.

Note:  See "Holiday Policies" in the "Benefits" section of this
manual for further information.

Pay Period & Hours

   [] State when your work week starts and ends --  indicate the
   cut-off time for each pay period.

   [] We have provided three sample pay cycle policies for you to
   consider; choose whichever paragraph best suits your company's
   needs, or modify the text as necessary.

Our payroll workweek begins on Sunday at 12:01 a.m. and ends on
Saturday at 12:00 midnight.

Pay Cycle 

Fiscal Pay Period / Bi-weekly:

(26 pay periods per year)  Payday is normally on every other
Friday afternoon for services performed for the two (2) week
period ending the previous Saturday at 12:00 midnight.

   -- OR --

Fiscal Pay Period / Weekly:

(52 pay periods per year)  Payday is normally on Friday afternoon
for services performed for the one (1) week period ending the
previous Saturday at 12:00 midnight.

   -- OR --

Calendar Pay Period / Semi-Monthly:

(24 pay periods per year)  Payday is normally on the 5th and the
20th of every month for services performed for the period ending
five (5) days previous -- the end of the prior calendar month and
the 15th of the month respectively.

Changes will be made and announced in advance whenever (Company)
holidays or closings interfere with the normal payday.

Paycheck Distribution & Cashing Procedures

   [] Include the paycheck distribution and cashing procedures
   applicable for your company and delete the other options
   listed.
 
Paychecks are:

   distributed by your manager.
   placed in your "In" basket.
   available at the Cashier's window, after noon on payday.
   mailed to your home address.
   directly deposited to the checking or savings account you
   specify.
   handed to you on the way out the door after your shift .
   (on XXX day).

Paychecks may:

   not be cashed at (Company).
   be cashed at the Cashier's window, M-F from XXX-XXX o'clock.
   be cashed at any register with enough cash to do so.
   be used for employee purchases.
   be cashed at the "Employee" register.

Reporting Time Pay -- Inclement Weather & "Acts Of God"

   [] We have provided three sample policies for you to consider;
   choose whichever one best suits your company's needs.

In the event you report for work without being notified in
advance that we are temporarily closed due to special
circumstances, you will receive a minimum of two hours of
straight time pay. Special circumstances include inclement
weather, fire, flood or some other "Act of God",  power/utility
failure, an inoperable computer system, or lack of work. You may
be asked to perform other available work for the two (2) hour
period. If you refuse, you will forfeit your claim to reporting
pay. This policy applies to our "non-exempt" employees only.

   -- OR --

In the event that inclement weather, power/utility failure, fire,
flood or some other "Act of God" keeps us from operating, you
will receive your regular pay for up to a maximum of three
workdays, provided (Company) officially declares that it is
closed for that time. Every effort will be made to provide you
with advance notice in the event we will be closed.

   [] Some local radio stations may cooperate by announcing
   business closings as a result of natural causes. This may
   allow your employees to hear the news and contact your company
   before coming to work. Delete this reference if it does not
   apply to your situation.

Please tune to your radio station XXX (provide the station that
broadcasts your closing notices under these circumstances) for
updates on current conditions.

   -- OR --

Unfortunately, you will not be paid when work is not available
due to circumstances not within (Company)'s control; the
following are examples of such circumstances.

   *  Operations cannot commence or continue due to threats to
   employees or property or when recommended by civil
   authorities.

   *  Public utilities fail to supply electricity, water, or gas,
   or there is a failure in the public utilities, or sewer
   system.

   *  The interruption of work is caused by an "Act of God"
   (inclement weather, fire, flood, earthquake, avalanche, etc.)
   or some other cause not within (Company)'s control.

Shift Premium

   [] Depending on the industry, state law, or union influence,
   the rate of pay may or may not vary by shift.

   [] Paying a "Shift Premium" is not part of base pay and
   therefore disappears if the employee's shift changes to a
   normal shift.

(Company) assigns certain employees to work on a second or third
shift operation. These people may be paid an additional amount
per hour over and above the regular rate of pay for that job as a
shift premium.

Termination & Severance Pay

   [] Two weeks severance is typical after 1 year, but it's not
   required and establishes a precedent.

   [] In most states, accrued vacation must be paid to employees
   being terminated.

   [] Check with your attorney on your state and local laws and
   the effects of the terminology (i.e. "Pay in Lieu of Notice"
   versus "Severance Pay") used here -- it may impact your
   employee's ability to apply for unemployment compensation.

   [] Use caution when you decide on your severance policy -- to
   avoid grounds for discrimination claims, decide on a severance
   policy that will apply in all cases (or choose never to pay
   severance). Don't "qualify" employees or leave it up to 
   management's discretion.

   [] Be sure your Vacation policy specifies how vacation time
   accrues and how you pay for accrued vacation time unused at
   the time of employment termination.

(Company) hopes and expects that you will give at least two weeks
notice in the event you intend to leave our employ. Any accrued
but unused vacation time will be paid at the time of employment
termination, as specified under "Vacations" in the "Benefits"
section of this Manual.

   -- OR --

Severance pay is provided to give you a reasonable opportunity to
secure another position without interruption of income. If
(Company) releases you for any reason other than a policy
violation and, if you have been employed by (Company) for more
than one (1) year, you will receive severance pay in an amount
equal to two (2) weeks of your regular wage, less any
unemployment or Workers' Compensation benefits.

   -- OR --

(Company) does not pay severance pay. When you leave (Company),
you will be paid for actual time worked, plus any accrued but
unused vacation time, as specified under "Vacations" in the
"Benefits" section of this Manual (optional: and any accrued but
unused sick time, as specified under "Sick Leave" in the
"Benefits" section of this Manual).

Time Cards / Records

   [] Rules should prohibit employees from recording another's
   time, causing another employee to record time for him or her,
   or failing to record his or her time. They should also forbid
   signing in too soon or out too late without authorization.
   "Falsifying" time cards is considered theft of time and should
   be considered cause for dismissal.

   [] You must keep some sort of record of hours worked by
   "non-exempt" employees. Early sign-ins or late sign-outs will
   make you liable for overtime pay in case of a conflict or
   dispute.

By law, we are obligated to keep accurate records of the time
worked by "non-exempt" employees. This is done by either time
clock cards or other written documentation.

Your time card is the only way the payroll department knows how
many hours you worked and how much to pay you. Your time card
indicates when you arrived and when you departed. You are to 
punch in and out for lunch and for brief absences like a doctor's
or dentist's appointment. All employees are required to keep the
office advised of their departures from and returns to the
premises during the work day.

You are responsible for your time card. Remember to record your
time. If you forget to punch in or make an error on your card,
your manager must make the correction and you and your manager
must initial the correction. You are not permitted to punch in
more than six (6) minutes before your scheduled starting time nor
more than six (6) minutes after your scheduled quitting time
without your manager's approval.

No one may record hours worked on another's card. Tampering with
another's time card is cause for disciplinary action, including
possible dismissal, of both employees. Do not alter another
person's record, or influence anyone else to alter your record
for you. In the event of an error in recording your time, report
the matter to your manager immediately.

Wage Assignments (Garnishments)

   [] Some state laws may supersede Federal laws, so check with
   your attorney and modify this policy as necessary.

We hope you will manage your financial affairs so that we will
not be obligated to execute any court-ordered wage assignment or
garnishment against your wages. However, whenever court-ordered
deductions are to be taken from your paycheck, you will be
notified.

According to the Federal Wage Garnishment Act, three (3) or more
garnishments may be cause for dismissal.

Note:  See "Deductions From Paycheck (Mandatory)" earlier in this
section for further information.
              Performance & Compensation Reviews

Performance Reviews

   [] Set standards for performance to assure fairness and avoid
   discrimination charges.

   [] If your company conducts compensation reviews
   simultaneously with performance reviews, edit this policy
   accordingly and delete the policy on "Compensation Reviews"
   later on in this section.

Your manager is continuously evaluating your job performance.
Day-to-day interaction between you and your manager should give
you a sense of how your manager perceives your performance.

However, to avoid haphazard or incomplete evaluations, (Company)
conducts a formal review [once, twice, four times] a year for
each employee.

   [] Specify the timing and frequency of performance reviews;
   choose one of the three samples provided below, or modify the
   text as necessary.

Performance reviews will be conducted annually on or about each
employee's anniversary date. New employees may be reviewed more
frequently. A review may also be conducted in the event of a
promotion or change in duties and responsibilities.

   -- OR --

Performance reviews will be conducted semi-annually in XXX and
XXX (months/seasons). New employees may be reviewed more
frequently. A review may also be conducted in the event of a
promotion or change in duties and responsibilities.

   -- OR --

Performance reviews will be conducted quarterly in the months of
XXX, XXX, XXX and XXX (names of months). New employees may be
reviewed more frequently. A review may also be conducted in the
event of a promotion or change in duties and responsibilities.

During formal performance reviews, your manager will consider the
following things, among others:

   *  Attendance, initiative and effort
   *  Knowledge of your work
   *  Attitude and willingness
   *  The quality and quantity of your work
   *  The conditions under which you work
 
The primary reason for performance reviews is to identify your
strengths and weaknesses in order to reinforce your good habits
and develop ways to improve in your weaker areas. This review
also serves to make you aware of and to document how your job
performance compares to the goals and description of your job.
This is a good time to discuss your interests and future goals.
Your manager is interested in helping you to progress and grow in
order to achieve personal as well as work-related goals --
perhaps he or she can recommend further training or additional
opportunities for you.

In addition to individual job performance reviews, (Company)
periodically conducts a review of job descriptions to insure that
we are fully aware of any changes in the duties and
responsibilities of each position, and that such changes are
recognized and adequately compensated.

Compensation Reviews

   [] A compensation review often follows a performance
   appraisal, and is intended to determine if a raise is
   warranted. This policy is essential -- some employees would
   rather quit than ask for a raise.

   [] Review compensation either on the anniversary of employment
   or during a set annual (or semi-annual or quarterly) period,
   depending on position. (The sample policy below assumes an
   annual compensation review; modify it as necessary if you
   choose to have more frequent reviews.)

   [] Don't commit yourself to cost-of-living increases unless
   required by a union contract. Make all raises based on merit.

Wage and salary increases are based on merit alone, not
length-of-service or the cost-of-living. Having your compensation
reviewed does not necessarily mean that you will be given an
increase.

(Company) conducts compensation reviews annually on or about each
employee's anniversary date, following their performance review.
Any wage or salary increases will appear in the pay period ending
after the dates they are granted. Wage and salary increases may
be retroactive in the case of late reviews, at the discretion of
the President.
                         Work Schedule

The normal workweek consists of five (5) days, eight (8) hours
long, Monday through Friday. Your schedule of daily work hours
will be given to you by your manager, or posted at XXX, at least
XXX days/weeks ahead. You will be notified promptly whenever a
change is necessary. Should you have any questions concerning
your work schedule, please ask your manager.

Absence Or Lateness

From time to time, it may be necessary for you to be absent from
work. (Company) is aware that emergencies, illnesses, or pressing
personal business that cannot be scheduled outside your work
hours may arise. Sick days and personal days have been provided
for this purpose.

If you are unable to report to work, or if you will arrive late,
please contact your manager immediately. Give him or her as much
time as possible to arrange for someone else to cover your
position until you arrive. If you know in advance that you will
need to be absent, you are required to request this time off
directly from your manager. He or she will determine when will be
the most suitable time for you to be absent from your work.

When you call in to inform (Company) of an unexpected absence or
late arrival, ask for your manager directly. For late arrivals,
please indicate when you expect to arrive for work. Notifying the
switchboard operator or a fellow-employee is not sufficient. If
you are unable to call in yourself because of an illness,
emergency or for some other reason, be sure to have someone call
on your behalf. If your manager is not available when you call,
you may leave the information with another manager.

Absence from work for three (3) consecutive days without
notifying your manager or the personnel administrator will be
considered a voluntary resignation.

Attendance

You are expected to be at your work station and ready to work at
the beginning of your assigned daily work hours, and you are
expected to remain at your work station until the end of your
assigned work hours, except for approved breaks and lunch. When
your work takes you away from your work station, please let your
manager know where you are going and how long you expect to be
gone.

Be aware that "excessive" time off could lead to disciplinary
action.

Note:  See "Excessive Absenteeism Or Lateness" later on in this 
section for further information.

Breaks / Rest Periods

You are entitled to two (2) fifteen (15) minute rest breaks each
day. Normally these rest breaks will be scheduled in mid-morning
and mid-afternoon. These will be determined by your manager. If
you work in a department where breaks are not directly assigned,
please coordinate with your co-workers to maintain adequate
coverage at all times. Always be sure to return to work on time
at the end of any break.

In the unlikely event of an emergency or unusual condition, your
manager may ask you to change or postpone your break in order to
finish a particular project.

Closure After Starting Time

If severe weather conditions exist and the President (or
designated representative) decides to close (Company) for the
remainder of the day, you will be notified as soon as possible by
your manager. If you are sent home before having worked two (2)
hours, you will be paid for two (2) hours of work. If you are
sent home after having worked two (2) hours, you will be paid for
the time that you actually worked.

If your manager asks that you remain at work after (Company) has
closed because of severe weather conditions, you will be paid at
time and one-half for the remaining hours that you work beyond
the announced closing time.

Closure Prior To Starting Time

   [] Be sure this policy is consistent with your policy on
   "Reporting Time Pay."

If you report to work and find that, due to severe weather
conditions, (Company) will unexpectedly be closed for business,
you will be paid for two (2) hours of work for that day only.

Excessive Absenteeism Or Lateness

   [] Be sure this policy is consistent with your policy on
   "Docking From Wages."

In general, five (5) absences in a 90-day period, or a consistent
pattern of absence, will be considered excessive, and the reasons
for the absences may come under question. Tardiness or leaving
early is as detrimental to (Company) as an absence. Three (3)
such incidents in a 90-day period will be considered a "tardiness
pattern" and will carry the same weight as an absence. Other 
factors, like the degree of lateness, may be considered.

Be aware that excessive absenteeism, lateness or leaving early
may lead to disciplinary action, including possible dismissal.

Note:  See "Docking From Wages" under "Wage & Salary Policies"
earlier in this section for further information.

Lunch Period

   [] State laws vary on this; some states allow up to 5 1/2
   hours work  without requiring a lunch break. Check with your
   attorney and modify this policy accordingly.

If you work longer than four (4) hours, you will be given an
unpaid lunch period. The time when lunch periods are scheduled
varies among departments, depending on the needs of each
department.  Your manager will give you your lunch period
schedule.

You are expected to take your full allotted time for lunch. You
are requested not to perform any work during your regularly
scheduled lunch period, unless specifically requested to do so by
your manager. In that event, your lunch will be rescheduled or
you will be paid for the time that you worked.

You may leave the premises during your lunch period, however, you
must [punch in and out  / sign in and out]. It is important to
return to work on time at the end of your lunch period.

Lunch Room Facility

For your convenience and comfort, (Company) provides a [cafeteria
/ lunch room] equipped with several vending machines, ample
seating, microwave ovens and a refrigerator for employees who
want to bring their lunch from home. This area is for everyone's
use. It is your responsibility to do your share in keeping this
facility clean and sanitary. Please clean up after yourself.

If for any reason the machines are not functioning properly or
you are dissatisfied with the service, please report the
condition to your manager. Please remember to use containers with
reliable seals and label your food with your name and date. Food
stored in the refrigerator for a period of more than XXX days
will be disposed of. -- OR --  The refrigerator is cleaned out
every XXX (day, i.e. Friday).

Record Of Absence Or Lateness

If you are absent because of illness for three (3) or more
successive days, your manager may request that you submit written
documentation from your doctor. If you are absent five (5) or
more days because of illness, you may be required to provide
written documentation from a doctor that you are able to resume
normal work duties before you will be allowed to return to work.
You will be responsible for any charges made by your doctor for
this documentation.

Your manager will make a note of any absence or lateness, and the
reason, in your personnel file. Your attendance record will be
considered when evaluating requests for promotions, transfers,
leaves of absence, and approved time off, as well as scheduling
layoffs, etc.

Wash-Up Time

   [] This policy is a little "tight" and harkens back to the
   days of the Industrial Revolution. As a forward-thinking
   company, you may not want this policy in your manual. However,
   it has been included in EmployeeManualMaker for you to
   consider and to use, modify, or delete as you choose.

Shop employees are permitted to use the last fifteen (15) minutes
of their shift to wash up. Shower facilities are available for
personal use at shift end.

You are not permitted to wash up on company time prior to your
lunch or rest breaks.

3 Benefits

The Benefits Package
   Eligibility For Benefits

Paid Leaves Of Absence
Holidays
   Recognized Holidays
   Holiday Policies

Vacations
   Amount Of Vacation
   Vacation Policies
   Accumulation Rights
   Payment In Lieu Of Vacation

Other Paid Leaves
   Funeral (Bereavement) Leave
   Jury Duty
   Personal Leave
   Sick Leave

Unpaid Leaves Of Absence
   Disability (Including Pregnancy) Leave Of Absence
   Educational Leave Of Absence
   Election Day
   Military Leave Of Absence
   Military Reserves Or National Guard Leave Of Absence
   Personal Leave Of Absence
   Returning From A Leave Of Absence
   Accepting Other Employment Or Going Into Business
      While On Leave Of Absence
   Insurance Premium Payment During Leaves Of Absence

Insurance Coverage
   Group Insurance
   Disability Insurance
   Health / Dental Insurance
   Life Insurance
   Termination Of Insurance

Government Required Coverage
   Workers' Compensation
   Unemployment Compensation
   Social Security

Profit Sharing & Retirement
   Profit Sharing Plan
   Retirement Plan

Other Benefits
   Annual Party Or Outing
   Apprenticeship Program
   Blood Bank Program
   Credit Union Membership
   Education Assistance
   Education / Training (Attending Seminars / Training Sessions)
   Employee Assistance Program
   Employee Gift Fund
   Employee Purchases
   Flower Policy
The Benefits Package

In addition to receiving an equitable salary and having an equal
opportunity for professional development and advancement, you may
be eligible to enjoy other benefits which will enhance your job
satisfaction. We are certain that you will agree that the
benefits program described in this Manual represents a very large
investment by (Company), and we trust that you will avoid abusing
any of the program's benefits.

A good benefits program is a solid investment in (Company) and
its employees. It not only insures the loyalty of long-time
capable employees, it also helps to attract talented newcomers
who can help (Company) grow. (Company) will periodically review
the benefits program and will make modifications as appropriate
to the company's condition.

Eligibility For Benefits

   [] Some part-time employees are required (by law) to receive
   retirement and profit sharing benefits after they've worked a
   given number of hours for the company. Check with your
   attorney on your state and local laws and modify your policies
   accordingly.

If you are a full-time employee, you will enjoy all of the
benefits described in this manual as soon as you meet the
eligibility requirements for each particular benefit.

If you are a part-time employee, you will enjoy only those
benefits which are required by law to be afforded to you,
provided that you meet the minimum requirements set forth by law
and in the benefit plan(s).

No benefits are available to you during your Introductory Period,
except as otherwise provided by law.

Note:  See "Introductory Period" in the "Employment" section of
this Manual for further information.

Temporary employees are not eligible for benefits.
                    Paid Leaves Of Absence

Time off for any reason during a working day will count first
against your allotted sick days or personal days, as appropriate,
in hourly, quarter day, half day or full day increments. Once you
have used all of your earned sick or personal days, the time will
be counted against your earned vacation time. Thereafter, unless
specifically excepted, any time off will be without pay.

                            Holidays

   [] List all paid company holidays, and state how long an
   employee has to work to qualify for a paid holiday. For
   example, some firms do not pay for the holiday until the
   employee has completed their introductory period. Also,
   indicate that employees have the right to take religious
   holidays without pay. Clarify what happens if a holiday occurs
   during an employee's vacation.

   [] Leave some room to reschedule a holiday depending on
   business conditions.

   [] Some companies give part-time (20-hour / week) employees
   1/2 holiday pay.

Only full-time employees are eligible for holiday pay.

You are not eligible to receive holiday pay during your
Introductory Period. Nor are you eligible to receive holiday pay
if you are a part-time employee or a temporary employee.

Recognized Holidays

   [] Other possible paid company holidays include:  Good Friday,
   Day Before New Years, Washington's Birthday, "Floating
   Holiday," Lincoln's Birthday, Columbus Day, Martin Luther
   King's Birthday, Employee's Birthday, Marriage Anniversary
   Day, Day Baby is Born, Jewish Holidays.

The following holidays are recognized by (Company) as paid
holidays:

Christmas Eve (1/2 day)
Christmas Day
Independence Day
Labor Day
Memorial Day
New Year's Day
President's Day
Thanksgiving Day
the Friday following Thanksgiving Day
 Veterans Day

Holiday Policies

   [] Not all firms offer time off for religious holidays, but it
   is fairly common practice.

You may take time off to observe your religious holidays. If
available, a full day of unused (sick / personal) leave or a
vacation day may be used for this purpose, otherwise the time off
is without pay. You must notify your manager at least ten
business days in advance.

We schedule all national holidays on the day designated by common
business practice.

If a holiday occurs during your scheduled vacation, you are
permitted to take an extra day of vacation.

In order to qualify for holiday pay, you must work the scheduled
workday immediately before and after the holiday. Only excused
absences will be considered exceptions to this policy.

You are not eligible to receive holiday pay when you are on a
leave of absence.
                           Vacations

   [] Vacation policies should conform with local practices
   (consult Bureau of Labor Statistics surveys and other
   published information): How does a new employee qualify for
   vacation? May a person choose to work instead of taking a
   vacation? (Not a good idea!) May one take off more than two
   weeks at a time? As little as a day at a time? Are part-timers
   given any vacation? Will accrued but unused vacation time be
   paid at termination of employment?

   [] Don't let vacation scheduling supersede the needs of any
   individual department.

   [] Some companies pro-rate vacation for part-time employees.

Vacation is a time for you to rest, relax, and pursue special
interests. (Company) has provided paid vacation as one of the
many ways in which we show our appreciation for your loyalty and
continued service.

Only regular full-time employees are eligible for paid vacation.
You are not eligible for paid vacation during your Introductory
Period. Nor are you eligible for paid vacation if you are a
part-time or temporary employee.

Amount Of Vacation

   [] According to a recent study by the Erdlen Bogard Group,
   Inc. of Wellesley, MA, burn-out is seen by many work experts
   as a substantial cause of lost or declining productivity. In
   addition, companies are realizing that the life-styles of
   their employees require longer time off. They want to have
   extended leaves in the summer and winter. If vacation policies
   are not competitive, employers will not attract high-caliber
   workers. Nearly every company offers two weeks vacation after
   one year of employment. Fifty-four percent offer three weeks
   off after 5-7 years on the job, while 38% furnish this benefit
   after only 1-4 years. Four weeks vacation is earned after 8-10
   years, according to 48% of those surveyed, but 27% require
   15-20 years. Five weeks off is afforded by only 10% of the
   firms, with 87% demanding 15-25 years of hard labor first.

   [] You may want to give bonus vacation weeks when an employee
   reaches his or her 10th, 15th or 20th anniversary year.

   [] In some states, employees become eligible for, and start
   accruing vacation, after six months of employment. Check with
   your attorney on your state and local laws regarding paid
   vacations and modify this policy accordingly. A simple formula
   for calculating earned vacation for full-time employees is as
   follows:

      XXX hours vacation / 12 months  =  XXX hours vacation 
      per year             per year      earned per month

      Example:

      80 hours vacation /  12 months  =  6.66 hours vacation 
      per year             per year      earned per month

Full-time employees are eligible to accrue vacation for each
calendar month of service from the completion date of their
Introductory Period. The vacation accrual rate is based on your
length of employment, as follows:

Years Of                   Monthly Accrual  Total Accrual
Employment                 Rate (In Hours)  Per Year (In Days)
Less than five (5)                  6.66            10
Five (5) but less than ten (10)    10.00            15
More than ten (10)                 13.33            20

If your Introductory Period completion date is within the first
through the fifteenth of the month, you will accrue vacation for
that full month. If your Introductory Period completion date is
within the sixteenth through the end of the month, you will start
to accrue vacation on the first day of the following month.

Vacation Policies

Every effort will be made to grant you your vacation at the time
you desire. However, vacations cannot interfere with your
department's operation and therefore must be approved by your
manager at least one (1) month in advance. If any conflicts arise
in requests for vacation time, preference will be given to the
employee with the most seniority.

You may not receive advance vacation pay (for vacation time taken
in excess of your vacation accrual balance) without written
authorization from your manager. Such authorization is at the
discretion of your manager, and must be granted in advance of
your vacation. Any amount of advanced vacation paid but not yet
earned at the time of termination of employment will be deducted
from your final paycheck.

All vacation time must be taken in full week increments, unless
otherwise authorized in writing. If you are eligible for three
(3) or four (4) weeks of vacation, you may take only two (2)
weeks at one time unless you receive written approval from your
manager and senior management at least six (6) weeks in advance.

If you are eligible for three (3) or four (4) weeks of vacation,
 you may take your third or fourth week in single-day increments.
Only one (1) week of vacation may be used in single-day
increments. Specific dates of vacation in single-day increments
must be established by prior arrangement with your manager. The
request will be granted as long as your absence will not
seriously affect (Company)'s operations. Usually, only one
employee may be out on a vacation day in a department at any one
time.

If you are on an approved leave of absence for less than thirty
(30) days, your vacation eligibility will not be affected; should
the leave extend beyond thirty (30) days, vacation time will not
continue to accrue.

If a company-paid holiday falls during your scheduled vacation
period, you will receive an additional day of vacation or holiday
pay, whichever you prefer.

Accumulation Rights

   [] This policy compels employees to take time off -- to
   recharge, clear their heads, etc.  Although some people don't
   think this is necessary, this policy will assure all employees
   get away for a while and hopefully return with a fresh
   perspective.

Vacation time may not be carried over and accumulated in
subsequent calendar years. Exceptions to this policy may be made
in unusual circumstances, each case to be considered separately
by management.

Payment In Lieu Of Vacation

The purpose of a vacation is to provide you with a time to rest
and relax; therefore, no additional wages or salary will be paid
to you in lieu of a vacation unless advance approval in writing
is granted by management. If payment in lieu of vacation is
approved, one (1) week of vacation is equivalent to a regular
scheduled workweek at your basic straight time hourly rate.
                       Other Paid Leaves

Funeral (Bereavement) Leave

   [] Employees expect the company to be very lenient in this
   matter. Our suggestion is to omit a waiting period to qualify.
   Also, be generous in this policy, since being too stringent
   causes a loss of morale. Typical policy allows three to five
   workdays off with pay in the event of a death in the immediate
   family.

   [] Absence of a policy of some sort is bad for morale. Also,
   it is important to be consistent in granting this benefit.

You are entitled to take up to three (3) workdays with pay to
attend the funeral and take care of personal matters related to
the death of a member of your immediate family. (A parent,
spouse, spouse's parent, child, spouse's child by a former
marriage, brother or sister.)  One (1) day of paid funeral leave
will be granted in the case of the death of a grandparent, your
spouse's grandparent or sibling, or any member of your extended
family living in your home. Only regular full-time employees are
eligible for paid funeral leave.

With your manager's approval, you may take up to one full day
without pay to attend funerals of other relatives and friends. If
you prefer, unused personal leave or a day of earned vacation may
be used for this purpose.

Paid time under this policy is given over and above any time
allowed and earned under our Personal Leave policy.

Pay for a funeral leave will be made for actual time lost from
work. If the death occurs at a time when work is not scheduled,
payment will not be made. If a holiday or part of your vacation
occurs on any of the days of absence, you may not receive holiday
or vacation pay in addition to paid funeral leave.

An excused absence for family death may not be retroactive,
postponed or split.

Jury Duty

   [] Time off is required by law.  No state or federal law
   requires that you pay anything at all. Many firms just let the
   employee keep the jury pay in addition to their regular pay.
   Depending on local laws, you may want to set limits on how
   many days of jury duty you will pay for, if any, and set a
   qualifying period of employment before you will pay for jury
   leave.

   [] Allow employees to keep the checks received for serving on
   a  jury. You may cause tax and other problems by asking that
   the checks be turned over to (Company).  An option would be to
   pay the difference between the amount of the jury paycheck and
   the pay they normally would have received.

   [] Never state or imply that you will help anyone avoid jury
   duty!

It is your civic duty as a citizen to report for jury duty
whenever called. If you are called for jury duty, we will permit
you to take the necessary time off and we wish to help you avoid
any financial loss because of such service. If you have completed
your Introductory Period, (Company) will reimburse you for the
difference between your jury pay and your regular pay, not to
exceed eight (8) hours per day, for a maximum of ten (10)
business days. Commissioned salespeople will be paid the
difference between jury duty pay and their average pay for the
past six (6) weeks.

You must notify your manager within forty-eight (48) hours of
receipt of the jury summons.

On any day or half-day you are not required to serve, you will be
expected to return to work. In order to receive jury duty pay,
you must present a statement of jury service and pay to your
manager. This document is issued by the court.

Personal Leave

   [] We suggest you consider granting a specified amount of time
   off for personal matters each calendar year, and calling it
   Personal Leave. Two to five days per year is the typical
   number allowed. Give employees the option of accumulating a
   reasonable number of days (10 or 20) for the future, or create
   a payback system for those who don't abuse the privilege.

   [] Firms who permit time off only for illness or injury often
   learn that employees take off time for urgent personal matters
   anyway, and find a way to call it sick leave when it's not.
   Granting personal leave at least gives you the right to expect
   reasonable advance notice when an employee will not be at
   work.

   [] Don't let an employee's personal time accrue during an
   extended leave of absence.

As a full-time "non-exempt" employee, and after your Introductory
Period is completed, you are eligible to take five (5) days of
paid personal leave during each calendar year. You may use your
personal leave in units of no less than two hours at any one
time. Personal leave time is intended to be used to accomplish 
personal business that cannot be accomplished during time other
than your normal working hours. You are required to request
personal leave time from your manager in advance and obtain his
or her approval. During your first calendar year, the earned
personal leave time is pro-rated.

If you are required to take a disability leave of absence, any
accrued personal leave will be paid at the time the leave
commences.

Employees going on unpaid required military leave of absence may
apply their personal leave at the time the leave commences if
they wish.

   [] Do not compel employees to use personal leave time against
   military leave.

If you are on an approved leave of absence for less than thirty
(30)  days, your personal leave eligibility will not be affected;
should the leave extend beyond thirty calendar days, personal
leave time will not continue to accrue.

This personal leave policy does not apply to "exempt" employees
on our payroll. It also does not apply if personal leave is
needed as a result of self-inflicted injury, illegal substance
abuse or alcohol abuse, or illness or injury incurred while in
the act of committing a felony.

In the event of an illness or injury which is covered by workers'
compensation insurance, this personal leave policy will not
apply.

   [] Choose whichever paragraph best suits the needs of your
   company.

Personal leave time may be carried over and accumulated from year
to year, up to a maximum of ten (10) days. At the time of
termination of employment, any unused personal leave will be
[paid at your straight time rate / paid at half of your straight
time rate / cancelled out and not paid for].

   -- OR --

Personal leave not used during a calendar year will be paid for
at straight time rate at the end of the year.

   [] Some firms pay "half-time" for accrued but unused personal
   leave  instead of full-time pay.

   -- OR --

Personal leave may not be carried over and accumulated from year
 to year. Personal leave not used during a calendar year will be
cancelled out and not paid for.

Sick Leave

   [] It is customary to require completion of the Introductory
   Period before granting any paid sick leave. Allowing sick time
   to be used in two hour increments is also customary; someone
   just seeing a doctor need not lose a full day.

To qualify for sick leave you must be a full-time employee and
have completed your Introductory Period. Time taken off before
this will be without pay. If you must be absent from work because
of a personal illness, you will be eligible to receive your
regular straight time pay, eight (8) hours per day, for up to six
(6) days per calendar year. You may use your sick leave in units
of no less than two (2) hours at any one time. Please advise your
manager as soon as possible that you will be absent from work due
to illness. 

If you have not been employed for a full year with (Company), you
will be eligible for paid sick days (upon completion of your
Introductory Period) as follows: one half (1/2) day for each
month from the time that you complete your Introductory Period
through the end of the calendar year. For example, if you
complete your Introductory Period on May 1, you will be eligible
to use four (4) paid sick days between May 1 and December 31.
Thereafter, you will be eligible for the normal six (6) paid sick
days per calendar year.

Sick leave may be used for the purpose of visiting doctors,
dentists or other practitioners in their offices. This time may
also be used for tending to a serious illness suffered by a
member of your immediate family, in the event the illness
requires your personal time and attention. For purposes of this
section, immediate family includes spouse, child, parent, or
sibling living in your home. If another person can attend to the
needs of an ill family member, you are expected to fulfill your
duties as an employee of (Company). 

(Company) may request "proof-of-illness" and may also use a
company-appointed physician to examine the employee.

   [] Some states do not permit a company-appointed physician to
   be used unless the employee willingly agrees. Check with your
   attorney on your state and local laws and modify this policy
   accordingly.

If you are required to take a disability leave of absence, any
accrued sick leave will be paid at the time the leave commences;
should the leave extend beyond thirty (30) days, sick leave will
 not continue to accrue.

If you are on an approved leave of absence for less than thirty
(30) days, your sick leave eligibility will not be affected;
should the leave extend beyond thirty (30) calendar days, sick
leave time will not continue to accrue.

This sick leave policy does not apply to "exempt" employees on
our payroll. It also does not apply if sick leave is needed as a
result of self-inflicted injury, illegal substance abuse or
alcohol abuse, or illness or injury incurred while in the act of
committing a felony.

In the event of an illness or injury covered by workers'
compensation, this sick leave policy will not apply, but will
defer to state statutes.

Sick days do not accumulate from year to year. If you have unused
sick days available at the end of the calendar year, or upon the
termination of your employment with (Company), you will be paid
for that time at your regular base rate.

   [] Some companies pay "half-time" instead of full-time pay.
   (It never hurts to reward people for doing what you want and
   expect -- that they report for work as scheduled.)
                   Unpaid Leaves Of Absence

Occasionally, for medical, personal, or other reasons, you may
need to be temporarily released from the duties of your job with
(Company), but may not wish to submit your resignation. Under
certain circumstances, you may be eligible for an unpaid leave of
absence. An unpaid leave of absence may be granted for a minimum
of thirty (30) days and a maximum of six (6) months.

You must apply in writing for an unpaid leave of absence, setting
forth the reason for the leave, the date on which you wish the
leave to begin and the date on which you will return to active
employment with (Company). Submit your application to your
manager, who will bring your request before the appropriate
members of management for approval.

A leave will be granted only when operating conditions at
(Company) permit. The needs of (Company) will determine the
number of employees allowed out on unpaid leave at any one time.

You must adhere to all the requirements set forth in the
following sections. Failure to do so may result in alterations of
your employment status or termination of your employment with
(Company).

Disability (Including Pregnancy) Leave Of Absence

   [] The policy below is essential due to the terms of the
   Federal Pregnancy Act.

   [] You may wish to have this policy apply only to "non-exempt"
   employees.

   [] Conform to state law on the number of days off allowed for
   pregnancy.  Remember that male employees are subject to the
   same time off for disability. Check with your attorney on your
   state and local laws regarding this and modify this policy
   accordingly.

(Company) may grant an unpaid leave of absence for illness,
disability  or pregnancy. To request a disability leave of
absence from your manager, you should submit, or have someone
submit for you, a statement of ill health or disability from your
doctor. (Pregnancy is treated, for the purposes of policy, the
same as an illness or disability.) An approved disability leave
may be granted for up to ninety (90) days. If necessary, you may
request extensions in thirty (30) day increments for a maximum of
one (1) year. Whenever possible, you are required to give as much
notice as possible of your pending need for a disability leave of
absence.

 In the case of pregnancy, please inform your manager as soon as
possible of the date you and your doctor anticipate that you will
begin your leave. Your job status will be protected to the extent
that we will make every effort to allow you to return to your
former work, or similar work if available, for which you may be
qualified.

At the time the disability leave begins, any accrued personal
leave or sick leave will be paid. Vacation time previously earned
(but not used) at that time will also be paid if the employee so
desires. These benefits do not continue to accrue during a leave
of more than thirty (30) calendar days. This policy applies to
all employees. Your group insurance booklet should be reviewed to
determine your insurance coverage during a leave of absence.

Employees who must remain away from work for more than the period
of time allowed above will be considered terminated from
employment. They are welcome to re-apply subject to (Company)'s
usual hiring policies.

Note:  See "Returning From A Leave Of Absence" later on in this
section and "Former Employees" in the "Employment" section of
this Manual for further information.

Employees who develop an illness or physical condition which
requires medical treatment or restrictions and precautions as to
their health will be required to submit a physician's statement.
This statement must give approval that continued full-time
employment in their present position will not jeopardize their
health or the safety of others, in the event they continue to
work. A similar statement is required upon return from a
disability leave.

Should your attendance or job performance suffer during the
period preceding and/or following a disability leave, we will
accommodate you to the extent provided by law. We are under no
obligation to reduce or alter your work load, or to assign fewer
than the usual hours of work.

Note:  See "Disability Insurance" under "Insurance Coverage"
later on in this section for further information.

Educational Leave Of Absence

An educational leave of absence may be approved if the desired
curriculum is of mutual benefit to you and to (Company). Apply in
the same manner as you would for a personal leave of absence.

Election Day

We encourage you to exercise your voting privileges in local, 
state, and national elections. However, since the polls are open
for long periods, you are encouraged to vote before or after
regular working hours. If it should be necessary, you may take up
to two hours leave from work to vote in a governmental election
or referendum. You will be expected to notify your manager at
least one week in advance. You will not be paid for such time.
Personal leave time, if available, may be used for this purpose.

Military Leave Of Absence

   [] Employees may not be compelled to use up vacation or
   personal time during military leave, and the job must be held
   open for the employee. He or she must not be discriminated
   against in pay, promotion, or job assignment.

If you are a full-time employee and are inducted into the U.S.
Armed Forces, you will be eligible for re-employment after
completing military service, provided:

   1. You show your orders to your manager as soon as you receive
   them.
   2. You satisfactorily complete your active duty service.
   3. You enter the military service directly from your
   employment with (Company).
   4. You apply for and are available for re-employment within
   ninety (90) days after discharge from active duty. If you are
   returning from up to six (6) months active duty for training,
   you must apply within a reasonable time (usually thirty (30)
   days) after discharge.

Military Reserves Or National Guard Leave Of Absence

   [] This policy is required under federal law for National
   Guard or Reserve Service.

   [] You may choose to pay the difference between an employee's
   regular base pay and their Military Reserves or National Guard
   pay while they are on duty. If so, specify how and when the
   payments will be made (such as after completion of their tour
   of duty and only when a copy of their military pay voucher has
   been submitted). If you choose to pay employees for Military
   Reserve or National Guard leave, you may wish to move this
   policy to the "Other Paid Leaves Of Absence" section.

Employees who serve in U. S. military organizations or state
militia groups may take the necessary time off without pay to
fulfill this obligation, and will retain all of their legal
rights for continued employment under existing laws. These
employees may apply accrued personal leave and unused earned
vacation time to the leave if they wish; however, they are not
obliged to do so.
 
You are expected to notify your manager as soon as you are aware
of the dates you will be on duty so that arrangements can be made
for replacement during this absence. 

Personal Leave Of Absence

In very special circumstances, (Company) may grant a leave for a
personal reason, but never for taking employment elsewhere or
going into business for yourself. You should request an unpaid
personal leave of absence from your manager. A personal leave of
absence must not interfere with the operations of your department
or (Company). Your manager will submit your request to the
appropriate member of management for final approval.

A personal leave of absence may be granted for up to thirty (30)
days. If your leave is extended for more than thirty (30) days,
vacation and other benefits will no longer continue to accrue.
Consult your group insurance booklet to determine your insurance
coverage during a leave of absence. Failure to return from a
leave at the time agreed will result in termination of
employment.

Note:  See "Returning From A Leave Of Absence" later on in this
section for further information.

Returning From A Leave Of Absence

You must notify (Company) at least fifteen (15) days prior to
your expected return date, that you intend to return from a leave
of absence. When you return, you will be placed on your regular
job if such position remains and is available. If (Company) has
had to eliminate or fill your position while you were on leave,
you will be assigned to an open position for which you are
properly qualified. If no such position exists, you will be
placed on layoff status.

If you don't return from your leave of absence on the day
indicated in your original application or in any approved
extension, or within three (3) days of release by your doctor if
you have been on a disability leave of absence, you will be
considered to have voluntarily resigned from employment with
(Company) as of the day on which you began your leave of
absence.

If you have been on a disability leave of absence, you will be
required to submit a statement from your doctor indicating that
you are fit to return to your normal duties. You will receive
seniority credit for the time that you have been on disability
leave of absence.

 If you have been on a military leave of absence, you will
receive seniority credit for the time that you were on active
military duty.

Accepting Other Employment Or Going Into Business While On Leave
Of Absence

If you accept any employment or go into business while on a leave
of absence from (Company), you will be considered to have
voluntarily resigned from employment with (Company) as of the day
on which you began your leave of absence.

Insurance Premium Payment During Leaves Of Absence

(Company) will continue to pay our share of insurance premiums
for employee coverage and dependent coverage for a maximum of six
(6) months while you are on a disability leave of absence. While
you are on any other type of unpaid leave of absence from
(Company), you will be responsible for paying the total premiums
for your coverage and that of your dependents while on leave.
Failure to do so may result in loss of coverage and possible
refusal by the insurance carrier to allow your coverage to be
reinstated. 
                      Insurance Coverage

   [] Keep the description of insurance coverages general and
   brief, since coverages and other details can change often.
   Defer to the separate booklets and supplements issued and
   supplied by your insurance companies.

   [] Indicate which portion of premium costs the company pays
   for, how long a new employee has to wait for coverage, and
   mention the conversion privilege.

Group Insurance

(Company) is interested in the health and well-being of both you
and your family. A comprehensive health and life insurance
program is available for you and your family. We provide group
insurance underwritten by a national insurance carrier. After
completion of [XXX days / your Introductory Period], you become
eligible for coverage. At that time, you may choose to accept the
insurance coverages, or not.

   [] Becoming eligible does not necessarily mean becoming
   "covered".

   [] Some insurance policies and laws may require that all
   employees are covered. Check with your attorney on state and
   local laws and with your insurance carrier on your particular
   insurance coverage; modify this policy accordingly.

The following benefits are provided, as defined and limited in
the literature provided by our insurance company:

   *  Group Term Life Insurance
   *  Accidental Death & Dismemberment Insurance
   *  Major Medical and Surgical Coverage
   *  Dental Care Coverage
   *  Vision Care Coverage
   *  Medical Health Care Coverage
   *  Dependents' Health Care Coverages

[When/If] you choose insurance coverage, our insurance company
provides a booklet describing your benefits; a copy of this will
be given to you when you join the program.

   [] We've provided four sample policies for you to consider.
   Choose whichever paragraph best suits your company's needs, or
   modify the text as necessary.

(Company) will pay for the full cost of this program for you. We
pay 100% of the premiums for insurance coverage on you plus 100%
of the premiums for insurance coverage of your eligible
dependents.
 
   -- OR --

We pay 100% of the premiums for insurance coverage on you and
make a (XXX%) contribution toward the cost of the premiums for
insurance coverage of your eligible dependents, the balance of
which is deducted from your paycheck by payroll deduction.

   -- OR --

We pay 100% of the premiums for insurance coverage on you. You
pay 100% of the premiums for insurance coverage of your eligible
dependents through payroll deduction.

   -- OR --

We pay 50% of the premiums for insurance coverage on you. You pay
50% of the insurance premiums for your own coverage plus 100% of
the premiums for insurance coverage of your eligible dependents
through payroll deduction.

   [] It is not necessary to include this last paragraph or offer
   "COBRA" rights under federal law unless you regularly employ
   20 or more people; however, some states require group
   insurance extension, so we recommend that you check with your
   attorney on your state law on this topic.

In the event of your termination of employment with (Company) or
loss of eligibility to remain covered under our group health
insurance program, you and your eligible dependents may have the
right to continued coverage under our health insurance program
for a limited period of time at your or their own expense. (This
does not affect the conversion privilege as stated in the
insurance policy.) Consult XXX (Title/Department) for details.

Disability Insurance

   [] Federal law requires leave of absence time for disability
   due to pregnancy to be equal to that allowed for disabilities
   that affect anyone. You must set some reasonable time limit
   during which you will guarantee job protection for a disabled
   worker. A 60 to 90 day period is typical. You may require
   pregnant women to sign statements of intent to return to work,
   provided you require male workers disabled for other reasons
   to do the same. You may also reserve the right (depending on
   your state laws) to require a physical examination by a
   company-appointed doctor as long as the requirement applies to
   both males and females on disability.

   [] You may want to have your insurance carrier review this
   section for accuracy.
 
If you are a regular full-time employee of (Company), you are
protected through a short-term disability insurance policy from
financial hardship if you are totally disabled because of illness
or accident that is not job related. This coverage includes
hospital and medical, surgical, laboratory and x-ray, major
medical as defined in the literature provided by the insurance
company.

Total disability means that you cannot perform any position that
(Company) has available, that you are qualified for and normally
able to perform. (Workers' Compensation benefits protect you if
you are involved in a job-related sickness or accident.)

Optional Additional Coverage

   [] Check with your insurance carrier for accurate numbers to
   fill in this section.

You may obtain additional disability coverage for your family by
making the appropriate application to XXX (Title/Department) and
agreeing to a deduction from your paycheck to pay the additional
premium.

Under this policy, you will receive XXX percent (XXX%) of your
basic weekly salary up to a maximum weekly benefit of XXX dollars
($XXX). You will begin to receive this benefit after a XXX
(number of days) day waiting period for sickness or pregnancy.
There is no waiting period if you are involved in an accident or
hospitalized. This benefit can be paid for up to XXX (number of
weeks) weeks if eligibility requirements are met.

Note: See "Disability (Including Pregnancy) Leave Of Absence"
earlier in this section for further information.

Health / Dental Insurance

   [] Ask your insurance company to provide you with a brief
   summary of the health/dental insurance coverage to include
   here; be sure to distinguish optional coverages from basic
   coverage.

Today's many health insurance plans and options can be confusing
and complicated. That is why (Company) has taken the time to
carefully review the coverages and plans available. We have
selected the plan we feel provides the best coverage for our
employees. Refer to the literature provided by our insurance
company for details on your health/dental coverage.

Life Insurance

   [] Ask your insurance company to provide you with a brief
   summary  of the life insurance coverage to include here; be
   sure to distinguish  optional coverages from basic coverage.

If you are a regular full-time employee of (Company), you are
covered by our Group Life Insurance. This insurance is payable in
the event of your death from any cause, at any time or place,
while you are insured. Payment will be made in a lump-sum or in
installments to the beneficiary, as designated by you. You may
change your beneficiary whenever you wish by submitting the
appropriate documents to XXX (Title/Department). Refer to the
literature provided by our insurance company for details on your
life insurance coverage.

Termination Of Insurance

Your insurance will terminate when the insurance policy
terminates, when you fail to make an agreed contribution to
premium when due, when you cease to be eligible for coverage
under the terms of our group insurance program, or when you cease
to be employed as a regular full-time employee eligible for the
insurance. (Company) may, by continuing to pay the premium, keep
your insurance in effect for a brief period if you cease to be an
eligible employee for any reason other than resignation,
dismissal, or failure to meet the terms of eligibility of our
group insurance program.
                 Government Required Coverage

Workers' Compensation

   [] You may want to leave this section in place in its entirety
   for your employees' benefit and understanding.

   [] Check with your attorney on your state and local laws
   regarding Worker's Compensation and modify this policy
   accordingly.

The [California] Workers' Compensation Law is a no-fault
insurance plan which is supervised by the state and one hundred
percent (100%) paid for by (Company). This law was designed to
provide you with benefits for any injury which you may suffer in
connection with your employment. Under the provisions of the law,
if you are injured while at work, you are eligible to apply for
Workers' Compensation.

What Is Workers' Compensation?

[California]'s no-fault Workers' Compensation law was passed by
the State legislature in the [1930]'s to guarantee prompt,
automatic benefits to workers injured on the job.

Before Workers' Compensation, an injured worker had to sue his
employer to recover medical costs and lost wages. Lawsuits took
months and sometimes years. Juries and judges had to decide who
was at fault and how much, if anything, would be paid. In most
cases, the injured worker got nothing. It was a costly,
time-consuming and unfair system.

Today, if you're unable to work because of a job injury,
(Company) and our Workers' Compensation Insurance carrier work
together to take care of your medical expenses and pay you money
to live on until you're able to come back to work --
automatically, without delay or red tape.

Who Is Covered?

Every (Company) employee is protected by Workers' Compensation.

What Is Covered?

Any injury is covered if it's caused by your job -- not just
serious accidents, but even first-aid type injuries. Illnesses
may also be covered, if they're related to your job. For example,
common colds and flu are not covered, but if you caught
tuberculosis while working at a TB hospital, that's covered. The
main question is if the injury or illness is the result of the
performance of your job.
 
When Am I Covered?

Coverage begins the first minute you're on the job and continues
anytime you're working for (Company). You don't have to work a
certain length of time, and there's no need to earn any minimum
amount of wages before you're protected.

What Are The Benefits?

[California] law guarantees you three kinds of workers'
compensation benefits:

   *  Medical care to take care of the injury, including not only
   doctor bills, but also medicines, hospital costs, fees for lab
   tests, x-rays, crutches and so forth --  There's no deductible
   and all costs are paid directly by our workers' Compensation
   Insurance carrier. If you do receive a bill, be sure to submit
   it to XXX (Title/Department) for payment through our insurance
   carrier.

   *  Rehabilitation services necessary to return to work -- 
   Sometimes this is just an extension of medical treatment (for
   example, physical therapy to strengthen muscles). However, if
   the injury keeps you from returning to your usual job, you may
   qualify for vocational rehabilitation and retraining, too.
   Again, all costs are paid directly by (Company) through our
   Workers' Compensation Insurance carrier.

   *  Cash payments for lost wages --  The most common kind of
   payments, for "temporary disability," will be made for as long
   as the doctor says you're unable to work. Additional cash
   payments may be made after you're able to work if there's a
   permanent handicap -- for example, the amputation of a finger
   or loss of sight. If the injury results in death, payments
   will be paid to surviving dependents.

How Do I Get The Benefits?

All injuries, no matter how slight, must be reported immediately
to your manager to assure consideration under Workers'
Compensation Insurance, should complications develop later. Your
manager will see that you receive medical attention.

There are no reports for you to fill out; no forms to sign. Just
tell your manager what, where, when, and how it happened --
enough information so that he or she can arrange medical
treatment and complete the necessary reports. In an emergency,
you may go directly to one of the medical facilities nearby.
Later, you may be required to furnish your manager with written
statements regarding the on-the-job accident so that we may 
accurately document the incident, and so you may receive all the
benefits to which you are entitled. (Failure to do this could
result in loss of benefits.)

Prompt reporting is the key. Benefits are automatic, but nothing
can happen until your employer knows about the injury. Insure
your right to benefits by reporting every injury, no matter how
slight. Even a cut finger can be disabling if an infection
develops.

How Much Are The Cash Payments?

Payments consist of XXX (i.e. two-thirds) of your average weekly
wage, up to a maximum amount set by the State Legislature. The
amount of the payments, and when and how they'll be paid, are
regulated by State law. Only the State Legislature can change the
law.

Workers' Compensation payments are tax free. There are no
deductions for state or federal taxes or Social Security.

When Are The Cash Payments Made?

If you report the injury promptly, you should receive the first
compensation check within XXX (i.e. 14) days. After that you'll
receive a check every XXX (i.e. two) weeks until the doctor says
you're able to go back to work. For extremely serious injuries,
the payments may continue for life.

Although (Company) will pay for the time lost because of a
work-related accident during the remainder of the normal workday
in which the accident occurs, Workers' Compensation payments for
lost wages aren't made for the first XXX (i.e. three) days you're
unable to work (including weekends). However, if you're
hospitalized or off work more than XXX (i.e. 21 days), payments
will be made even for the first XXX (i.e. three) days.

What If There's A Problem?

Fortunately, most claims -- better than 9 out of 10 -- are
handled routinely. After all, Workers' Compensation benefits are
automatic and the amounts are set by the Legislature. But
mistakes and misunderstandings do happen. If you think you
haven't received all benefits due you, please contact your
manager.

If you're not satisfied with your manager's explanation, get
advice from the nearest office of the State Division of
Industrial Accidents. If the problem still can't be resolved, it
may be necessary to file an "Application for Adjudication" with
the Workers' Compensation Appeals Board. That's the State agency
 which reviews cases where an injured worker believes he or she
hasn't received what's coming to him or her.

The Appeals Board is a court of law. You can represent yourself,
of course, but you may want to hire an attorney. If you do, the
fee -- about XXX (i.e. $630) on the average -- will be deducted
from any benefits awarded you by the Appeals Board.

If it's necessary to go to the Appeals Board to resolve your
case, be sure to do so within one year from the date of the
injury, or one year from the date of your last medical treatment.
Waiting longer could mean losing your right to benefits.

Other Benefits

If the injury is very serious -- one where you won't be able to
work for a year or more -- you may be eligible for additional
benefits from Social Security. For information contact the
nearest office of the Social Security Administration, or discuss
your situation with the claims representative of (Company)'s
Workers' Compensation Insurance carrier.

Employees returning to work after being absent due to an injury
must report to their manager prior to beginning work, and must
bring a doctor's clearance for returning to duty.

Unemployment Compensation

   [] Check with your attorney on your state and local laws
   regarding Unemployment Compensation, and modify this policy
   accordingly.

(Company) pays a percentage of its payroll to the Unemployment
Compensation Fund according to (Company)'s employment history. If
you become unemployed, you may be eligible for unemployment
compensation, under certain conditions, for a limited period of
time. Unemployment compensation provides temporary income for
workers who have lost their jobs. To be eligible you must have
earned a certain amount and be willing and able to work. You
should apply for benefits through your local State Unemployment
Office as soon as possible.

(Company) pays the entire cost of this insurance.

Social Security

The United States Government operates a system of contributory
insurance known as Social Security. As a wage earner, you are
required by law to contribute a set amount of your weekly wages
to the trust fund from which benefits are paid. As your employer,
(Company) is required to deduct this amount from each paycheck 
you receive. In addition, (Company) matches your contribution
dollar for dollar, thereby paying one-half of the cost of your
Social Security benefits.
                  Profit Sharing & Retirement

Profit Sharing Plan

   [] Federal law requires that part-time employees who work at
   least 1,000 hours per calendar year be eligible to receive
   profit sharing benefits, if your company has a profit sharing
   plan.

   [] Don't go into great detail; instead, refer to a separate
   description of the plan, which should be provided to employees
   when they become eligible.

According to the (Company) Profit Sharing Plan, (Company) may, in
its absolute discretion, grant a profit sharing award determined
by (Company)'s profitability on an annual fiscal year basis. The
amount of any award represents a fixed percentage of your
eligible base earnings (all eligible employees receive awards
based on the same fixed percentage of their eligible base
earnings).

All regular full-time employees and part-time employees who work
at least one thousand (1,000) hours per year are eligible to
participate in the Profit Sharing Plan once they have completed
six (6) months of employment. Eligible employees who are on the
payroll on the last day of the fiscal year will receive an award
if one is granted, provided they remain on the payroll on the
payment date of the award.

Eligible base earnings begin to accrue on the pay period
following the completion of six (6) months of employment, and
continue to accrue for the remainder of the fiscal year. Payments
for any overtime, commissions, bonuses, etc. are not included in
eligible base earnings.

Note: This is a summary of the (Company) Profit Sharing Plan; the
complete details of the Plan will be given to you when you become
eligible.

Retirement Plan

   [] Federal law requires that part-time employees who work at
   least 1,000 hours per calendar year be eligible to receive
   retirement benefits, if your  company has a retirement plan.

   [] Include a statement of Employee Retirement Income Security
   Act (ERISA) rights here and in your formal retirement plan
   documents. Check with your attorney for the language and
   disclosures appropriate to your circumstances, and modify this
   policy accordingly.

   [] Mention that you have a plan, and briefly summarize when
   and  how the employee becomes qualified for it. Optionally,
   you may also summarize whether an employee contribution is
   permitted or required, and when an employee becomes vested.

   [] Don't go into great detail; instead, refer to a separate
   description of the plan which should be provided to employees
   when they are hired.

(Company has an Employees' Retirement Plan to provide eligible
employees (who have completed sufficient service) with a monthly
pension benefit upon retirement. The Plan includes provisions for
normal retirement at age sixty-five (65), and early retirement or
disability retirement benefits for employees meeting certain
qualifications.

All regular full-time employees and part-time employees who work
at least one thousand (1,000) hours per year are eligible to
participate in the Employees' Retirement Plan. Participation in
the Plan begins on the first day of the month following your hire
date. If you are hired on the first day of a month, your
participation in the Plan begins on that day.

The details regarding (Company) and employee contributions,
vesting, administration, investments, etc. are provided in the
separate literature for the Employees' Retirement Plan, which was
given to you [along with this Manual/when you were hired/ during
your new employee orientation].

Statement Of Employee Retirement Income Security Act (ERISA)
Rights. As a participant in the (Company) Employees' Retirement
Plan, you are entitled to examine the Plan documents and the
annual report and plan description filed with the U.S. Department
of Labor. This inspection may be made during normal business
hours; ask your manager to make arrangements for you with XXX
(Title/Department).
                        Other Benefits

   [] All of these sample policies are optional. Include only
   those policies that meet the needs of your company and modify
   the text as necessary.

Annual Party Or Outing

(Company) sponsors at least one annual get-together. Watch the
bulletin board for details.

Apprenticeship Program

(Company) has established a free Apprenticeship Program. It
involves an approximate four (4) year commitment and requires no
prior experience or training in the field. Participants must
complete 8,000 hours of paid on-the-job training and 144 hours of
classroom instruction at designated schools. It's a great way to
learn and earn at the same time. As your skills increase, so will
your wages.

Blood Bank Program

(Company) offers free membership in our group Blood Bank Program.
A membership covers you and your dependents the moment you
enroll. There are no age or physical requirements for membership.
Should you ever need blood, anytime and at any hospital in the
U.S., the blood will be provided free of charge.

While you are providing protection for you and your family, you
are also making an important contribution to our community by
satisfying blood obligations. When you join the Blood Bank, you
agree to meet a blood obligation about once every two years by
either giving blood yourself, having someone else give for you,
or paying the cost of one pint of blood. Any membership that is
transferred will retain the credit that they have accumulated
with their individual plan.

Credit Union Membership

As an employee of (Company), you are eligible for membership in
the XXX (name of credit union) Credit Union. Membership can
enable you to borrow money at low interest rates. You may also
save money and maintain an IRA account with the credit union. Ask
your manager for details on how to join the credit union.

   -- OR --

As a member of the XXX, a XXX organization dedicated to the
advancement of the XXX industry, we are able to offer you and
your dependents lifetime membership in the XXX (name of national
 credit union) Credit Union.

Benefits of membership in a national credit union can be
substantial. Services include:

   *  Share Account
   *  Share Draft
   *  Individual Retirement Accounts (IRA)
   *  Certificates of Deposit
   *  Christmas Club
   *  Payroll deduction
   *  Loans
   *  Accidental Death & Dismemberment Insurance
   *  Financial counseling
   *  Family membership

Savings accounts may be opened through a minimum payroll
deduction of XXX [i.e. $5.00] per week. What you save is up to
you; you are in control. Ask your manager for details on how to
join the credit union.

Education Assistance

   [] Consider the advance of tuition to be a loan.

   [] If possible, have the employee pay for the class
   themselves, then reimburse them when it is completed -- people
   seem to be more motivated when they have a personal investment
   in the course.

We feel an individual who possesses a desire to continue their
education, in addition to performing their full-time job, shows a
commitment to improving themselves and their position within the
company. To encourage and reward these individuals, (Company)
offers an Education Assistance benefit.

Full-time employees may continue their education in a related
field and (Company) may reimburse all or part of the registration
and tuition costs. All courses must be pre-approved by your
manager. Once the course is completed, submit a certified
transcript of grades, with receipts for expenses. (Company) will
reimburse you as described below for the portion of the
registration and tuition that was pre-approved. Incentives have
been established to reward better then average performance.

Reminder: If you are taking a pre-approved seminar that offers
continuing education credit, be sure to give your manager a copy
of the Continuing Education Credit Certificate (or other
document) to include in your personnel file.

In order to qualify for this Education Assistance benefit you 
must:

   1. Advise your manager, prior to enrolling for the class, that
   you intend to take a particular course. Your manager will
   advise you whether the course is of a nature that (Company)
   will approve for partial or total reimbursement of tuition and
   fees.

   2. The course must be job-oriented and offered by an approved
   educational institution.

   [] Choose whichever paragraph best suits the needs of your
   company.

   3. You must receive a grade of  "B" or better.

      -- OR --

   3. The amount of course reimbursement is based on the final
   grade you receive for the course, as follows:

   A = 100%         B = 80%        C = 60%        <C = 0%

   [] The following three requirements are optional; use them
   only if they meet the needs of your company.

   4. You must have at least one (1) full year of service with
   (Company).

   5. If your employment with (Company) terminates for any reason
   within one (1) year after completing the course, you must
   agree to pay (Company) back.

   6. If you are eligible to receive educational benefits from
   other sources, such as the Veterans Administration, (Company)
   will not reimburse your educational expenses.

Education / Training  (Attending Seminars / Training Sessions)

   [] If possible, have the employee pay for the seminar or
   training session themselves, then reimburse them when it is
   completed -- people seem to be more motivated when they have a
   personal investment in the program. You may make arrangements,
   for certain approved seminars or sessions, that you will
   reimburse a portion, for example: half of the program fees.

   [] You may be interested in contacting Robbins Research
   International at 1-800-445-8183 for information on their
   seminars, books and tapes. Ask also for a list of their local
   authorized distributors -- in addition to offering audio/video
   seminars, these people have been trained in Robbins'
   techniques and may provide assistance or ideas.
 
   [] If you are located in California, we at JIAN highly
   recommend the courses offered by the Summit Organization. Call
   1-800-347-8664. It's a referral-type organization so you may
   need to mention that the people at JIAN referred you -- that's
   OK with us. Call them.

From time to time, (Company) may arrange to have both formal and
informal training programs to enable you to progress in your
technical knowledge of our business. Several times a year,
employees are selected to attend factory schools, workshops, or
training programs. You will receive a normal paycheck while
attending these schools or workshops. All or a portion of the
expenses for off-premises training will be paid for by (Company)
depending on the nature of the course. Check with your manager
for details.

Also, during any slow periods of work you should use the time to
learn more about (Company), its services and products. You may
progress as you become more knowledgeable about your job and the
jobs of the people around you. You are encouraged to ask
questions about any aspect of (Company) that is of interest or
unclear.

If you become aware of a particular seminar that you believe is
appropriate for enhancing your skills (and/or those of other
employees), please bring it to the attention of your manager.
Since these seminars are usually offered only at specified times
in a geographical area, please be sure to notify your manager as
far in advance as possible. This way, he or she can attempt to
schedule workloads to accommodate your (and/or other employees')
desire to attend the seminar.

Employee Assistance Program

(Company) provides an Employee Assistance Program (EAP) which is
designed to provide a confidential service for our employees
whose personal problems are affecting their abilities to function
at top efficiency in their work. This service is available to all
full-time employees and their immediate families. Arrangements
will be made for you to be seen by a professional who is
specially trained in your specific problem area, including:

   *  Alcoholism
   *  Domestic violence
   *  Drug dependency
   *  Eating disorders
   *  Emotional illness
   *  Family problems
   *  Financial problems
   *  Legal problems
   *  Marital conflict
   *  (Ask for others)

Confidentiality is one of the most important aspects of the
program. If you contact the Employee Assistance Program directly,
no one in the company will know about it unless you tell them. No
information concerning the nature of your problem will be
released without your written consent. Participation in the
Employee Assistance Program will not affect future promotional
opportunities. (Company) assumes the costs for the Employee
Assistance Program assessment and referral. Other costs, like
treatment, are generally covered in part or in full by the group
insurance plan. Asking for assistance does not mean that you will
be obligated to accept or continue it. In some instances,
(Company) may help you pay the costs of the counseling and grant
you paid time off.

There may be times when you will be solely liable for the
expenses and, in such cases, you will be informed before they
occur.

Your Employee Assistance Program contact is XXX (name), and can
be reached at XXX (telephone number and/or address).

Employee Gift Fund

   [] We prefer a gift fund rather than permitting employees to
   solicit money for gifts. Advise your Personnel Administrator
   of the circumstances eligible for reimbursement from the gift
   fund.

We desire to acknowledge important events such as births, deaths
and severe illnesses in the families of our employees. Therefore,
in order to avoid the necessity of someone taking up an
individual collection to recognize these occasions, (Company)
provides a special gift fund.

If you wish to purchase a gift for an employee on behalf of
(Company) and/or your department, please submit your request to
XXX (Title/Department). Approved requests will provide for
reimbursement of the cost of the gift (upon submission of an
"Expense Report") up to a maximum of $XXX.

Employee Purchases

   [] You may wish to specify days or hours for employee
   purchases to help control purchases and give management more
   accountability.

As an employee of (Company), you are entitled to purchase
merchandise at XXX (i.e. 10%) above (Company)'s cost, plus tax 
and freight if applicable. What you buy must be for your own
personal use or that of your immediate family and not for resale
or use by others.

Merchandise must be checked out by someone other than yourself,
and you must have an invoice or sales receipt for all packages
before leaving the building. The purchase may be paid for by
check (with invoice number on the check) or charged. If you
charge the purchase, you must pay the account in full within
thirty (30) days or the outstanding balance will be deducted in
full from your next paycheck. Non-stock items must be paid for in
advance and are not returnable or exchangeable.

Note: See "Discounting" in the "Other Policies" section of this
Manual for further information.

Flower Policy

If you or your spouse are hospitalized for three (3) days or
more, (Company) will send a flower arrangement.

In the event of death of you or your spouse, (Company) will send
a flower arrangement. If a contribution is requested in lieu of
flowers, a contribution will be made to the designated
organization in the amount normally spent for flowers.

4 Other Policies

   Bonuses
   Borrowing Tools & Equipment
   Bulletin Boards
   Communications
   Community Activities
   Company Meetings
   Computer Software (Unauthorized Copying)
   Contributions
   Conversion Privileges
   Department Meetings
   Discounting
   Dress Code / Personal Appearance
   Employee Referral / Recruitment Bonus
   Entering & Leaving The Premises
   Entry After-Hours
   Exit Interviews
   Expense Reimbursement
   Fire Drills
   First Aid
   Gifts
   Grievances & Suggestions
   Housekeeping
   Inspection Of Packages
   Labor Unions
   Layoff & Recall
   Managers
   Open Door Policy & Counseling
   Outside Activities
   Parking Lot
   Payroll Advances\
   Personal Phone Calls & Mail
   Personal Property
   Personal Use Of Company Property
   Promotion Policy
   Property & Equipment Care
   Recycling, Waste Prevention & Conservation
   Reinstatement
   Resignation
   Restricted Areas
   Return Of Company Property
   Safety Rules
   Safety Rules When Operating Machines & Equipment
   Security
   Seniority
   Service Awards
   Smoking
   Solicitations & Distributions
   Substance Abuse
   Theft
   Traffic Violations
   Transfers
   Uniforms
   Use Of Company Vehicle
   Visitors
   Violations Of Policies

List Of Additional Policies Not Included In This Manual
Bonuses

   []  You may choose to omit this policy if you have a profit
   sharing plan in place.

It has been a practice of (Company) to distribute annual merit
bonuses when profits permit. Bonuses are determined on the basis
of attendance, attitude, cooperation, efficiency, initiative,
knowledge,  performance, salary and length of service as
evaluated by your manager. While this is not a "policy" which
applies to all, and is not guaranteed or automatic, we will
continue this practice so long as possible.

Borrowing Tools & Equipment

See "Personal Use Of Company Property" later on in this section.

Bulletin Boards

   [] Though you may think this item is unimportant, a company
   bulletin board is looked upon legally as an official "business
   practice" for keeping employees informed 

   [] State that this is an official means of communication with
   employees, and that only authorized people may put up, take
   down, or alter items on the board. Don't let items on the
   board get outdated; otherwise people will stop reading the
   announcements.

Bulletins and bulletin board(s) are our "official" way of keeping
everyone informed about new policies, changes in procedures and
special events. Information of general interest is posted
regularly on the bulletin board(s). Please form the habit of
reading the bulletin board(s) regularly so that you will be
familiar with the information posted on it.

Only authorized personnel are permitted to post, remove or alter
any notice on the bulletin board(s). If you want to have notices
posted on (Company) bulletin board(s), see your manager for
instructions.

Communications

Successful working conditions and relationships depend upon
successful communication. Not only do you need to stay aware of
changes in procedures, policies and general information, you also
need to communicate your ideas, suggestions, personal goals or
problems as they affect your work.

In addition to the exchanges of information and expressions of
ideas and attitudes which occur daily, make certain you are aware
 of and utilize all (Company) methods of communication, including
this Employee Manual, bulletin boards, discussions with your
manager, memoranda, staff meetings, newsletters, training
sessions, etc.

You will receive other information booklets, such as your
insurance booklets, from time to time. You may take these
booklets home so that your family may know more about your job
and your benefits.

In addition, you may receive letters from (Company). There is no
regular schedule for distribution of this information. The
function of each letter is to provide you and your family with
interesting news and helpful information which will keep you
up-to-date on the events here at (Company).

Community Activities

(Company) recognizes the importance of community participation.
Our business is dependent upon the community for employees and
for customers, and the community is dependent on our business for
employment opportunities and for our [products/services].

(Company) encourages and supports your participation in service
activities that contribute to the community. We will reimburse up
to three (3) hours per month at your regular hourly rate, and
allow you to take three (3) hours of normal work time to
participate in an approved community service activity. The time
must be scheduled at least two (2) weeks in advance and approved
by your manager.

For reimbursement, provide your manager with a voucher from the
community organization where you served, indicating the date and
amount of time contributed. Some eligible service activities
might include:

   *  Blood drive
   *  Community health screening
   *  Community clean-up projects
   *  Big Brothers/Big Sisters activities
   *  Food drives
   *  Toys for Tots
   *  United Way drives
   *  Community recycling center
   *  Local museum
   *  Red Cross
   *  Assisting physically challenged or confined individuals
      (This must be through a community organization.)
   *  Assisting elderly citizens
      (This must be through a community organization.)

Company Meetings 

   [] Wage & Hour laws are stringent on this issue for non-exempt
   employees.

On occasion, we may request that you attend a company sponsored
meeting. If this is scheduled during your regular working hours,
your attendance is required. If it is held during your
non-working hours and you decide to attend, you will be paid for
the time you spend traveling to and from the meeting as well as
for time spent at the meeting, but only if you are one of our
"non-exempt" employees. (If you are qualified for overtime pay by
virtue of working more than forty hours that same work week, then
you will receive your overtime rate.)

If you are a "non-exempt" employee, you are under no obligation
to attend a company meeting which is held outside of regular
working hours. No one in management is permitted to exert any
degree of pressure on you to attend.

Computer Software (Unauthorized Copying)

   [] For more information contact: The Software Publishers
   Association, 1730 M St., NW, Suite 700, Washington, D.C.
   20036, (202) 452-1600, Piracy Hotline 1-800-388-7478

(Company) does not condone the illegal duplication of software.
The copyright law is clear. The copyright holder is given certain
exclusive rights, including the right to make and distribute
copies. Title 17 of the U.S. Code states that "it is illegal to
make or distribute copies of copyrighted material without
authorization" (Section 106). The only exception is the users'
right to make a backup copy for archival purposes (Section 117).

The law protects the exclusive rights of the copyright holder and
does not give users the right to copy software unless a backup
copy is not provided by the manufacturer. Unauthorized
duplication of software is a Federal crime. Penalties include
fines of as much as $100,000, and jail terms of up to five
years.

Even the users of unlawful copies suffer from their own illegal
actions. They receive no documentation, no customer support and
no information about product updates.

   1. (Company) licenses the use of computer software from a
   variety of outside companies. (Company) does not own this
   software or its related documentation and, unless authorized
   by the software manufacturer, does not have the right to
   reproduce it.

   2. With regard to use on local area networks or on multiple
   machines, (Company) employees shall use the software only in
   accordance with the license agreement.

   3. (Company) employees learning of any misuse of software or
   related documentation within the company shall notify the
   department manager or (Company) legal counsel.

   4. According to the U.S. Copyright Law, illegal reproduction
   of software can be subject to civil damages and criminal
   penalties, including fines and imprisonment. (Company)
   employees who make, acquire or use unauthorized copies of
   computer software shall be disciplined as appropriate under
   the circumstances. Such discipline may include dismissal.

Contributions

(Company) makes donations to worthwhile charities and colleges in
its own name. Contributions considered worthwhile include the
United Way, health drives and community youth activities.

Contributions are made only in communities where we have a store
location or where our employees benefit from these contributions.
We make no contributions to churches or other organizations where
such contributions will only benefit the members of that
organization. The general rule is that the cause must be for the
good of the entire community. All decisions concerning
contributions are made by an officer of (Company). (Company) does
not exceed its budgeted allowance for contributions.

Please make others aware of this policy should you be asked to
solicit (Company) for contributions which don't meet these
standards.

Conversion Privileges

   [] Employees' health, medical and other insurance policies
   vary in conversion options beyond their termination. (COBRA
   law applies.)

At your exit interview or upon dismissal, you will learn how you
can continue your insurance coverage and any other benefits you
currently enjoy as an employee that are eligible for
continuation.

Department Meetings

From time to time, your manager will schedule department meetings
before, during, or after work. It's to your advantage to be at
these meetings. They give you and your fellow workers a chance to
 receive information on (Company) events, to review problems and
possible solutions, and to make suggestions about your department
or your job.

If your attendance at Department Meetings is mandatory, you will
be informed in writing. Failure to attend may involve a penalty.

Note:  See "Company Meetings" earlier in this section for further
information.

Discounting

   [] Abuse of the employee discount system and "no charging"
   customers are very serious forms of business/workplace abuse
   (same as theft) in many firms. It is easy for employees to
   rationalize discount abuse, because discounting is not
   considered "stealing."  Compounding this perception is the
   fact that companies often promote a discounting program
   without nearly enough emphasis on the program's limitations.

   [] One way to demonstrate your concerns is to distribute a
   memo addressing the issue of discounting. A copy of this
   policy has been converted into a sample memo that might be
   used (with appropriate revisions) to meet the specific needs
   of your organization. The sample Discounting memo is included
   on diskette as a separate file.

Employees giving discounts to friends is one of the most common
abuses any company can face -- we understand that it can be
tempting to give friends a "good deal."

Yet, for every free or reduced-price item that a customer
receives, there's yet another dent in the company's
profitability. Remember, the smaller that this profitability
becomes...

      *  the less merchandise we can afford to buy;
      *  the higher the prices we will have to charge;
      *  the less likely we can afford to increase your pay;
      *  the fewer employees we can afford to keep; and
      *  the lower the chances that we can hire some much needed
      help.

This is our company's policy concerning employee discounting:

   The discount privilege is offered for the use of employees
   and the members of their immediate family. Under no
   circumstances should company products be removed from the
   premises unless accompanied by a receipt from (Company).
   Employees are permitted to buy company products at a discount
   for personal use or to give as gifts, but it is an abuse of
   the discount  privilege to buy items from (Company) on behalf
   of people outside your immediate family. (Company) considers
   such behavior a form of theft and violators will be treated
   accordingly.

When faced with the temptation to give discounts to friends,
please decide against it. If you're being pressured, explain that
you could lose your job over it (you could!).

If you become aware of a fellow employee about to give a friend
(or customer) an unauthorized discount, drop a hint -- tell him
or her something like "I don't think that's a good idea," or
"Remember, that discount's just for employee use."  If you know
of others who have discounted or given away items in the past,
please discuss the matter with your manager at your convenience.

We must continually work together to remove the threats posed by
unauthorized discounting. This is a (Company) priority.

Note: See "Theft" later on in this section for further
information.

Dress Code / Personal Appearance

   [] Codes for grooming, dress, and behavior may be enforced --
   as long as they're not used to hinder the advancement of any
   particular group (according to Professor Theodore J. St.
   Antoine of the University of Michigan Law School). Consult
   your attorney and you'll likely find that interpretations of
   labor laws have been softened in recent years. This allows for
   staff development policies and programs with the best
   interests of your company, employees and customers in mind.

   [] You may want to send employees to special seminars or bring
   in consultants to assist your employees in improving their
   personal image -- just assure them that your interest is a
   reflection of their value, not a concern about their
   shortcomings. Investing in your company's image and that of
   your employees can help you to successfully differentiate
   yourself from your competitors. Employees' loyalty may be
   increased toward a company that makes this kind of investment
   in their professional development.

Please understand that you are expected to dress and groom
yourself in accordance with accepted social and business
standards, particularly if your job involves dealing with
customers or visitors in person. Each manager or department head
is responsible for establishing a reasonable dress code
appropriate to the job you perform. However,  sun dresses with
bare backs and/or shoulders, men's undershirts, and shorts, for
men or women, are not appropriate.
 
   [] If shorts are acceptable or desirable attire, you may need
   to include some guidelines regarding length, freedom of
   movement while wearing them, and finished edges (e.g. no
   frayed cut-offs).

A neat, tasteful appearance contributes to the positive
impression you make on our customers. You are expected to be
suitably attired and groomed during working hours or when
representing (Company). A good clean appearance bolsters your own
poise and self-confidence and greatly enhances our company image.
When working at a customer's site, please observe what the
customer is wearing and dress appropriately.

Personal appearance should be a matter of concern for each
employee. If your manager feels your attire is out of place, you
may be asked to leave your workplace until you are properly
attired. You will not be paid for the time you are off the job
for this purpose. Your manager has the sole authorization to
determine an appropriate dress code, and anyone who violates this
standard will be subject to appropriate disciplinary action.

Employee Referral / Recruitment Bonus

   [] Consider the risks in using this method: you may incur some
   hurt feelings when you have to turn down a relative or close
   friend of one of your present employees. However, employee
   referrals have been proven to be an effective method of
   recruiting.

   [] You may not want to post all openings.

Open positions will be posted on our bulletin board. You are
encouraged to recommend and refer qualified candidates for
employment with (Company). If you know of someone who would like
to work here, we will be glad to consider them for appropriate
openings. Notify your manager and be sure the individual mentions
your name when contacting (Company).

Should your candidate be hired by (Company) to a full-time
position, and that person satisfactorily completes six (6) months
of employment, you will receive a $XXX (bonus amount) bonus for
an exempt position referral or a $XXX (bonus amount) for a
non-exempt position referral. This bonus entitlement does not
apply to individuals who are normally responsible for the
recruiting and hiring functions, nor to corporate executives.

Entering & Leaving The Premises

   [] The specifics of entry and departure should be spelled out
   in  a written document, and included in a collection of
   company memos or procedures (Standard Operating Procedures).

At the time you are hired, you will be advised about the proper
entrances and exits for our employees. You are expected to abide
by these rules at all times. Failure to do so will lead to
disciplinary action.

Entry After-Hours

   [] You may want to eliminate this policy if your employees
   regularly need to come into the office during non-business
   hours.

You are not allowed to enter (Company) property after normal
working hours for any reason without the express approval of your
manager or the manager on duty.

Exit Interviews

   [] This interview can provide significant insights into
   management flaws -- the employee is leaving and therefore may
   be more comfortable "clearing the air." Hopefully, you will be
   able to gather this kind of information and act on it long
   before any other employees have a problem.

In instances where an employee voluntarily leaves our employ,
(Company) management would like to discuss your reasons for
leaving and any other impressions that you may have about
(Company). If you decide to leave, you will be asked to grant us
the privilege of an exit interview. During the exit interview,
you can express yourself freely. It is hoped that this exit
interview will help us part friends, as well as provide insights
into possible improvements. All information will be kept strictly
confidential and will in no way affect any reference information
that (Company) management will provide another employer about
you.

Expense Reimbursement

You must have your manager's written authorization (requisition /
purchase order, etc.) prior to incurring an expense on behalf of
(Company). To be reimbursed for all authorized expenses, you must
submit an expense report / voucher accompanied by receipts and
approved by your manager. Please submit your expense report /
voucher each week, as you incur authorized reimbursable
expenses.

If you are asked to conduct company business using your personal
vehicle, you will be reimbursed at the rate of XXX (mileage
reimbursement rate) per mile. Please submit this expense on your
 weekly expense report / voucher.

Fire Drills

We schedule drills throughout the year for employee safety. Your
manager can answer any questions you may have about what to do.

First Aid

   [] Be sure you have all required OSHA posters on display in
   your facilities. If you have more than 11 employees, you are
   required to complete Form 200, which summarizes your 1991
   injuries and illnesses. The Form should be signed by a company
   officer to certify the data.

   [] For posters, forms, or more information, contact the OSHA
   office nearest you or call the Occupational Safety & Health
   Administration offices in Washington, D.C. at (202) 523-9667.

Federal law ("OSHA") requires that we keep records of all
illnesses and accidents which occur during the workday. The XXX
(name of state) state Workers' Compensation Act also requires
that you report any illness or injury on the job, no matter how
slight. If you hurt yourself or become ill, please contact your
manager for assistance. If you fail to report an injury, you may
jeopardize your right to collect workers' compensation payments
as well as health benefits. OSHA also provides for your right to
know about any health hazards which might be present on the job.
Should you have any questions or concerns, contact XXX
(Name/Department) or your manager for more information.

We have made an arrangement with XXX (name of medical clinic) to
provide first aid in medical emergencies.

Gifts

Advance approval from management is required before an employee
may accept or solicit a gift of any kind from a customer,
supplier or vendor representative. Employees are not permitted to
give gifts to customers or suppliers, except for certain
promotional "premiums" (t-shirts, coffee mugs, pens, key chains,
etc.) imprinted with the (Company) logo or sales information.

Grievances & Suggestions

   [] Your company should have some basis for appeal in the event
   an employee feels a manager's policies are unjust. All union
   contracts cover this procedure. Having a suitable vehicle for
   employees to communicate ideas, suggestions, complaints,
   grievances and proposed solutions to problems should help
   morale considerably.
 
   [] Even though you'll want to maintain an "open door" policy,
   encourage employees to try to resolve things among themselves
   and to talk things over with their managers first to avoid
   employees bypassing their managers.

   [] A sample "Bright Idea" form is included in the Forms
   section of the EmployeeManualMaker product manual and is a
   file on your diskette.

An efficient, successful operation and satisfied employees go
hand in hand. Employee grievances/suggestions are of concern to
(Company), regardless of whether the problems or ideas are large
or small.

In order to provide for prompt and efficient evaluation of and
response to grievances/suggestions, (Company) has established a
formal Grievance/Suggestion Procedure for all employees. It will
always be (Company)'s policy to give full consideration to every
employee's opinion. There will be no discrimination against or
toward anyone for his or her part in presenting
grievances/suggestions.

Under this policy, a grievance is defined as any event,
condition, rule, or practice which the employee believes violates
his or her civil rights, treats him or her unfairly, or causes
him or her any degree of unpleasantness or unhappiness on the
job. This covers a wide range of circumstances, everything from
the workplace, the environment, and other working conditions to
policies or practices which interfere with or hinder his or her
performance. A grievance may also deal with an attitude, a
statement, or an opinion held by a manager or a fellow employee.

Talking things over usually helps. When you have a grievance or
other problem, the person you report to is the person to see
first. If this does not settle the matter, you are entitled to go
to his or her immediate supervisor to see what can be done.
Please, never leave your work area without notifying your manager
first.

The Grievance/Suggestion Procedure is as follows:

1. See Your Manager First.

If there is anything bothering you, or if you have a suggestion,
we would like to hear about it. If you feel that any working
condition, policy, practice, or action by (Company) or by any
member of management is unjust, you should tell your manager
about it and discuss the matter confidentially and in private
with him or her. If you decide to do this, please stay in your
workplace and contact your manager, or one of the other managers
 that may have been designated for you to contact, before
leaving. Establish with your manager an appropriate time and
place to discuss your concern. If for some reason your manager
fails to offer you the opportunity to discuss the matter, or if
the discussion does not lead to a satisfactory conclusion, then
proceed to the next step.

2. Put It In Writing.

It makes a difference when you put your grievance/suggestion in
writing -- understanding the situation and what you think the
ideal condition should be, as well as some ideas for achieving
your desired condition, will help your manager go to work for
you. Ask your manager for a "Bright Idea" form to assist you with
presenting your complaint or proposed solution to a problem or
situation. Explain the present situation, the desired condition,
and your proposed solution/suggestion. Submit this completed form
to your manager.

If, after discussion with your manager, the situation remains
unsettled, the matter should be referred to senior management.
You may need to elaborate your complaint or proposed solution by
expanding on the "Bright Idea" form. Further describe the
situation or problem, name any witnesses if applicable, and be
sure to mention any times, dates, and places. Also, include a
summary of your communications with your manager on the subject.
Put this information into an envelope, seal it, and either mail
or deliver it to the immediate manager of your manager. (If you
are in doubt as to who this individual is, contact the personnel
administrator to find out.) Of course, your grievance/suggestion
may not require all this information, but could be a brief
statement of a minor complaint about a working condition or a
simple cost-saving idea. Whatever it is, we want to know about
it. An appropriate member of senior management will schedule a
discussion with you.

3. Grievance/Suggestion Conference.

Your manager's immediate manager will review the
grievance/suggestion and call you in for a scheduled conference.
This may, at his or her discretion, be with or without the
presence of your immediate manager. At this conference, you
should feel free to openly discuss your complaint and
substantiate your reasons for feeling the way you do; the senior
management member will consider your input and render a decision.
In most cases, the matter will usually be resolved at this
stage.

If you are still displeased with the decision rendered, you
should bring the problem directly to the President. The problem
will be discussed with all concerned and a final decision 
rendered. The President's decision will be binding on all.

The sole purpose of this Grievance/Suggestion Procedure is to
give each employee and (Company) a chance to clear up any
problem, complaint, friction, or grievance and to evaluate
employee suggestions. In order for this policy to work, each
employee and each member of management must want it to work, and
be willing to do whatever it takes to make it work.

Housekeeping

Neatness and good housekeeping are signs of efficiency. You are
expected to keep your work area neat and orderly at all times --
it is a required safety precaution.

Easily accessible trash receptacles and recycling containers are
located throughout the building. Please put all litter and
recyclable materials in the appropriate receptacles and
containers. Please don't put cigarettes out on the floor or throw
ashes into any container not meant for that purpose. Always be
aware of good health and safety standards, including fire and
loss prevention.

Please report anything that needs repairing or replacing to your
manager immediately.

Inspection Of Packages

(Company) reserves the right to inspect all packages or closed
containers brought into or taken out of the work area.

Labor Unions

Our employees are not represented by a labor union; however
(Company)'s policy is to provide wages and benefits that compare
favorably with those at other companies in our region and
industry. We also strive to provide the safest and best possible
working conditions for you.

One of (Company)'s primary goals is to successfully meet it's
responsibilities to you, our employee, both as an individual, and
as a contributing member of (Company). This is accomplished by
managing (Company) in such a way that you will always be treated
with respect and dignity. We believe every person deserves to be
treated in this manner, in any situation. We also believe this
principle helps make (Company) successful. And, in this
environment, we can work together to solve any problems that may
arise.

Layoff & Recall

In the unlikely event of a reduction in workforce, employees
will be laid off based on less skills and abilities as well as
less seniority. Please understand that if the skills and
abilities of two employees are equal, seniority will be the
determining factor in the layoff decision.

   [] This next section is included to spell-out a recall program
   only if you are absolutely required to have one. Otherwise,
   take this section out -- or you'll put unnecessary
   restrictions on yourself when it comes time to hire
   replacements for the laid off workers (what if you don't want
   them back?!).

However, when it's necessary to recall employees from layoff
status, recall will be in reverse order to the layoff. Recall
will be made by mail to your last known address or by telephone
call. Failure to respond to the recall within two (2) days of
notice will be considered a voluntary resignation. Laid off
employees must keep (Company) informed of any change in mailing
address or telephone number. Employees will lose their seniority
if laid off for more than three (3) months.

   [] Depending on the nature of your business, 3 months may be
   too short a period -- 6 months may be more appropriate. This
   could be the case with certain construction companies, or in
   parts of the country where climatic conditions preclude
   certain kinds of work for part of the year.

If you leave the area, plan to leave the area, or you are
unreachable for a period of time, please feel free to contact
your manager or XXX (Title/Department) to let us know you are
interested in returning to work.

Managers

Your immediate manager is the person on the management team who
is closest to you and your work. Your day-to-day contact with
your manager gives you a chance to receive guidance and counsel
regarding your assignments and the progress you make on your job.
Your manager can show you how your work fits into the overall
picture, teach you how to do things, explain the "hows" and
"whys," and encourage you when things look a little tough.

Your manager is in complete charge of the department. He or she
is responsible for the efficient operation of the department.
Your manager has authority to hire and dismiss, to assign work,
recommend pay increases, transfers or promotions, and to maintain
order and discipline. This may be accomplished by the manager
personally or through his or her assistant.

Remember, your manager knows most of the answers, and, if not, 
knows where to get them. Your manager probably started in a job
much like yours and can guide and help you. Your manager wants
you to succeed. Please get to know your manager, and when you
need help or have questions, complaints, problems or suggestions,
contact your manager first. He or she is interested in your
success, the success of every member of your department, and the
overall success of (Company).

Your manager is human, has many responsibilities, and needs your
cooperation, assistance, and loyalty. He or she wants to help you
-- that's their job -- so please ask, and please be willing to
meet your manager half way. If he or she cannot help you or
answer your question, your question will be referred to someone
who can. You can expect to be treated fairly and with respect.
Like (Company), your manager has a direct interest in you. He or
she wants you to consider him or her as your advisor, friend and
mentor. Go to your manager for information about your job, your
pay, or other matters of company policy.

Please don't overburden your manager with questions that can be
answered by reading this manual or by checking bulletin boards.
Do feel free to ask for clarification of regulations or
responsibilities. Any problem that hinders the efficient
completion of your responsibilities should be taken up with your
manager.

Open Door Policy & Counseling

   [] A sample memo called "Voicing Concerns" is included on
   diskette as a separate file, and may be used to reinforce your
   open door policy and to encourage employee suggestions and
   communications.

Normally, you will be expected to use the Grievances/Suggestions
Procedure outlined earlier in this Manual to resolve a problem.
However, if the problem or complaint is of a personal nature, or
a very delicate matter, you may meet first with any member of
management, including the President, to discuss it. He or she
will decide if you should first discuss the problem with your
immediate manager. If so, you will be directed to use the
Grievances/Suggestions Procedure. If the complaint, suggestion,
or question is of such a nature that resolution would be hampered
by the Grievances/Suggestions Procedure, the management person
you contact will take the appropriate action.

Outside Activities

No employee may take an outside job, either for pay or as a
donation of his or her personal time, with a customer or
competitor of (Company); nor may they do work on their own if it
competes in any way with  the sales of products or services we
provide our customers. If your financial situation requires you
to hold a second job, part-time or full-time, or if you intend to
engage in a business enterprise of your own, we would like to
know about it. Before accepting any outside employment it would
be a good idea to discuss the matter with your manager.

Parking Lot

You are encouraged to use the parking areas designated for our
employees. Please keep in mind that the parking spaces adjacent
to or in front of our building(s) are for customers and visitors
only. Remember to lock your car every day and park within the
specified areas.

Courtesy and common sense in parking will avoid accidents,
personal injuries, damage to your vehicle and to the vehicles of
other employees. If you should damage another car while parking
or leaving, immediately report the incident, along with the
license numbers of both vehicles and any other pertinent
information you may have, to your manager.

(Company) does not assume any liability for any loss or damages
you may sustain.

Payroll Advances

   [] If you expect to grant payroll advances on occasion, you
   may want to use the "Employee I.O.U." form included on
   diskette as a separate file.

(Company) rarely advances or loans money to employees. In the
event you must borrow against your paycheck, you must first
discuss your situation with your manager.  If he or she feels
that your request is justified, an "Employee I.O.U" form will be
provided for you to fill out and sign.

Note: See "Deductions (Other) / Direct Deposit" in the
"Compensation & Performance" section for further information.

Personal Phone Calls & Mail

   [] You may want to consider installing a pay-phone and
   requiring your employees to use it for all (non-emergency)
   personal calls.

Our telephone bills [can be / are] astronomical. Please keep
personal phone calls to a minimum -- they must not interfere with
your work. You are permitted to make limited local area calls on
company telephones for essential personal business during lunch
or "break" periods only. Please do not abuse this privilege. 
Emergency calls regarding illness or injury to family members,
changed family plans, or calls for similar reasons may be made at
any time. Incoming urgent calls will be directed to you.

Please don't use (Company) as a personal mailing address, and do
not put personal mail in the stacks that are to be run through
the postage meter. Although the amount may seem small, it is
still considered theft.

Personal Property

   [] Check with your attorney on your state labor relations
   policies to  determine if a release is required before you can
   inspect company supplied lockers. If so, you may want to
   include a release form (authorizing locker inspection) for the
   employee's signature as part of the "New Hire" package
   completed by each new employee.

Due to the strict liability guidelines of our insurance carrier,
under no circumstances are you allowed to keep personal equipment
or vehicles on (Company) property where damage or fire could
result.

You will be assigned a locker for your personal possessions.
Locks are furnished by (Company). You are responsible for keeping
your locker clean, sanitary, and orderly. Lockers may be
inspected for cleanliness by (Company) and periodically you will
be asked to remove your possessions so that the lockers can be
sanitized. Please understand that (Company) cannot assume any
responsibility for loss or damage to personal property of any
employee.

Personal Use Of Company Property

   [] Choose whichever paragraph best suits the needs of your
   company.

In some instances, employees may be allowed to borrow certain
(Company) tools or equipment for their own personal use while on
our premises. In no instance may this be done off our premises,
or without prior management approval. You understand and agree
that (Company) is not liable for personal injury incurred during
the use of company property for personal projects. As a (Company)
employee, you accept full responsibility for any and all
liabilities for injuries or losses which occur, or for the
malfunction of equipment. You are responsible for returning the
equipment or tools in good condition, and you agree that you are
required to pay for any damages that occur while using the
equipment or tools for personal projects.

   -- OR --
 
If you want to use (Company) equipment or tools during or after
work hours for personal benefit, you must have the approval of
your manager. You must have a written pass before removing the
equipment or tools from (Company) property. You understand and
agree that (Company) is not liable for personal injury incurred
during the use of company property for personal projects. As a
(Company) employee, you accept full responsibility for any and
all liabilities for injuries or losses which occur, or for the
malfunction of equipment. You are responsible for returning the
equipment or tools in good condition, and you agree that you are
required to pay for any damages that occur while using the
equipment or tools for personal projects.

Promotion Policy

   [] This policy is important for civil rights reasons as well
   as practical reasons.

It is our policy to advise all employees about advancement
opportunities by means of bulletin boards or other suitable
methods. Please submit your request for consideration for a
specific position directly to your manager.

Whenever a position becomes available, every effort will be made
to fill it by promoting a qualified employee. Jobs will be
awarded based on individual ability and past job performance, as
well as length of service if two people have similar
qualifications. By utilizing all opportunities for education and
performing your job excellently, you may become qualified to fill
a position of greater skill, responsibility and value at
(Company). (Company) will always continue to look outside the
company for potential employees as well.

Whenever you are learning a new job, or if your abilities are
unknown in a particular job, you will be classified as a trainee
during the time necessary for you to gain experience to do the
job. The length of training time for any given job is governed by
the experience required for that job and your learning ability.
You will be reviewed every ninety (90) days while training. At
these reviews, you may receive an increase in pay, timed so that
upon completion of the training period, you will be receiving a
wage comparable to others in the job.

Property & Equipment Care

It is your responsibility to understand the machines you need to
use to perform your duties. Good care of any machine that you use
during the course of your employment, as well as the conservative
use of supplies, will benefit you and (Company). If you find that
a machine is not working properly or in any way appears unsafe, 
please notify your manager immediately so that repairs or
adjustments may be made. Under no circumstances should you start
or operate a machine you deem unsafe, nor should you adjust or
modify the safeguards provided.

Recycling, Waste Prevention & Conservation

   [] This a policy for forward-thinking companies as well as
   those interested in saving money. Many employees will
   appreciate your concern for the environment.

   [] A portion of this policy has been converted into a sample
   memo that might be used (with appropriate revisions) to
   implement a recycling program in your company. The sample
   recycling memo is included on diskette as a separate file.

   [] You may want to create a specific list of items that are
   and are not acceptable for recycling and post copies near your
   recycling containers.

(Company) actively recycles as many materials as possible:

Acceptable (Please place these in the proper recycling bins.)

      Aluminum
      Computer Paper -- Pin Fed, Single Sheet, Green or Blue Bar,
      Plain White
      White Ledger -- Bleached Bond, White Copier Paper,
      Envelopes, Adding Machine Tape
      Laser Printer Cartridges
      Newspapers
      Plastic
      Shipping Cartons & Packing Materials

Unacceptable (Please keep these contaminants out of the recycling
bins.)

      COLORED PAPER
      Carbons
      NCR Paper
      Magazines
      FAX Paper
      Glossy Paper
      Wrapping Paper
      Cardboard
      Food

Exception:

Metal paper clips and staples may be left on the paper.

Just A Few Reasons For Recycling:

Solid Waste: It has been estimated that each man, woman, and
child produces an average of four pounds of trash every day,
almost  1,500 pounds a year. Most of this garbage gets buried in
a landfill, and we are running out of landfill space at an
alarming rate. Paper makes up about 25% of many cities' garbage,
much of which could be diverted through office paper recycling
programs.

Paper Production: As many as seventeen small trees are required
to make one ton of paper. Recycling slows the demand for virgin
timber fibers and lessens the strain on our forest resources.

Energy Conservation: Up to 64% less energy is required to produce
paper from waste paper instead of from virgin wood pulp. In the
case of office paper, the equivalent of almost three barrels of
oil is saved for every ton of paper recycled.

Air & Water Pollution: The manufacturing of paper from used paper
instead of from trees produces almost 60% less pollution of air
and water.

Water Conservation: The manufacturing of recycled paper uses only
half of the water that is required in the manufacturing of virgin
paper.

How Much Does (Company) Consume Per Year?

Paper     (XXX tons) = (Number of employees) x .5 lbs. x 260
                       working days/yr / 2000 lbs.

Trees     (XXX trees) = 17 trees x (XXX tons) of paper

Oil       (XXX gallons of oil) = 682.5 gallons of oil x (XXX
                                 tons) of paper

How The (Company) Recycling Program Works

You will be given two small containers (one for white paper and
one for computer paper) to go on or near your desk. When you're
through using any paper, simply put it into the appropriate
container instead of the trash can. When either of your
containers is full, empty the contents into one of the central
containers stationed on your floor. Paper is much more valuable
when it is separated by grade, so please put the white paper into
the "white paper only" container and computer paper into the
"computer paper only" container (all central containers will be
clearly marked). That's the end of your involvement -- it's that
easy!

 Because we all have a lifelong habit of just throwing something
away when we're finished using it, it may take some time to
remember not to throw the recyclable paper into the trash can.
You have to think about it at first, but in a very short time it
will become just another one of those things you do.

Please keep all "contaminants," including colored paper,
magazines, glossy paper, carbon paper, newspapers, soda cans,
half-eaten sandwiches, etc., out of the paper recycling
containers. If you're recycling an old report, please remove the
covers, any colored paper, and plastic bindings. Metal staples
and small paper clips do not need to be removed. Soda cans, soda
bottles, and glass jars and bottles can all be re-cycled. Please
put these items into the designated recycling containers.

If you are "cleaning house" and getting rid of a lot of old forms
or files, let your program coordinator know ahead of time so that
the waste paper dealer can be called to bring extra containers or
do extra pickups. If the central containers fill up before the
scheduled pickup, try pushing the paper down -- the container may
just be full of a lot of air. If the container is definitely
full, find a box to use for the overflow and ask the coordinator
to call for a pick up. NOTE: Please don't crumple up paper being
thrown away (in the trash or in recycling) -- it takes up much
less space when it's flat.

Recycling containers are located near computer printers, copiers,
in the lunch / break area and in the shipping department. Please
do your part to recycle reusable materials. Please reuse items
until they genuinely need to be replaced. Also, please pay
attention to ways of conserving energy. Some of the easiest ways
to do this are to make sure lights, equipment and faucets are
turned off, and all doors and windows are closed whenever
practical.

Waste of time, materials, equipment and utilities is costly to
you and (Company). You can help make every minute count.
Eliminate waste whenever possible. In the long run, you will
benefit by helping to reduce operating costs. The money saved by
eliminating waste can be passed along to employees in the form of
profit-based bonuses and other benefits.

Reinstatement

See "Former Employees" in the "Employment" section for
information on reinstatement.

Resignation

While we hope both you and (Company) will mutually benefit from
your continued employment, we realize that it may become 
necessary  for you to leave your job with (Company). If you
anticipate having to resign your position with (Company), you are
expected to notify your manager at least two (2) weeks in advance
of the date that you must leave.

Restricted Areas

In the interest of safety and security, certain portions of
(Company)'s facilities may be restricted to authorized personnel
only. Such areas will be clearly marked. Some areas may be
designated no smoking areas as well.

Note: See"Smoking" later on in this section for further
information.

Return Of Company Property

Any (Company) property issued to you, such as product samples,
tools or uniforms, must be returned to (Company) at the time of
your dismissal or resignation, or whenever it is requested by
your manager or a member of management. You are responsible to
pay for any lost or damaged items. The value of any property
issued and not returned may be deducted from your paycheck.

Safety Rules

   [] Be sure you have all required OSHA posters on display in
   your facilities. If you have more than 11 employees, you are
   required to complete Form 200, which summarizes your 1991
   injuries and illnesses. The Form should be signed by a company
   officer to certify the data.

   [] For posters, forms, or more information, contact the OSHA
   office nearest you or call the Occupational Safety & Health
   Administration offices in Washington, D.C. at (202) 523-9667.

Safety is everybody's business. Safety is to be given primary
importance in every aspect of planning and performing all
(Company) activities. We want to protect you against industrial
injury and illness, as well as minimize the potential loss of
production.

Please report all injuries (no matter how slight) to your manager
immediately, as well as anything that needs repair or is a safety
hazard. Below are some general safety rules. Your manager or
department head may post other safety procedures in your
department or work area:

   *  Avoid overloading electrical outlets with too many
   appliances or machines.
   *  Use flammable items, such as cleaning fluids, with caution.
   *  Walk -- don't run.
   *  Use stairs one at a time.
   *  Report to your manager if you or a co-worker becomes ill or
   is injured.
   *  Ask for assistance when lifting heavy objects or moving
   heavy furniture.
   *  Smoke only in designated smoking areas.
   *  Keep cabinet doors and file and desk drawers closed when
   not in use.
   *  Never empty an ash tray into a waste basket or open
   receptacle.
   *  Sit firmly and squarely in chairs that roll or tilt.
   *  Wear or use appropriate safety equipment as required in
   your work.
   *  Avoid "horseplay" or practical jokes.
   *  Start work on any machine only after safety procedures and
   requirements have been explained (and you understand them).
   *  Use air hoses only for the use intended. Avoid blowing air
   at yourself or anyone else.
   *  Wear appropriate personal protective equipment, like shoes,
   hats, gloves, goggles, spats, hearing protectors, etc., in
   designated areas or when working on an operation which
   requires their use.
   *  Keep your work area clean and orderly, and the aisles
   clear.
   *  Stack materials only to safe heights.
   *  Watch out for the safety of fellow employees.
   *  Use the right tool for the job, and use it correctly.
   *  Wear gloves whenever handling castings, scrap, barrels,
   etc.
   *  Operate motorized equipment only if authorized by your
   immediate manager. All operators must be licensed by
   (Company).

Remember, failure to adhere to these rules will be considered
serious infractions of safety rules and will result in
disciplinary actions.

Safety Rules When Operating Machines & Equipment

   [] Be sure to delete any items that do not apply to your
   business and add any others you may need.

   *  Machine guards must be in place while machines are in
   operation.

   *  Loose clothing, jewelry or rings must be removed before
   operating machinery.

   *  You must have steel toe shoes and (if necessary)
   prescription eye protection to start the job.

   *  Required personal protective equipment, except for
   prescription glasses and steel toe shoes, will be issued to
   you by your manager.

 Steel toe shoes may be purchased through (Company) on a
contributory basis only after you have completed your
Introductory Period. Prescription eye protection may be purchased
through (Company) on a contributory basis. You will be reimbursed
by (Company) for a portion of the price of steel toe shoes
purchased from an outside source, after completion of an expense
report (with receipt attached). 

Replacement for mandatory personal protective equipment which has
been purposely destroyed or lost may be purchased by you at cost.
You may purchase personal protective equipment that is not
mandatory through (Company) at a reduced cost.  

We will continue to provide a clean, safe and healthy place to
work and we will provide the best equipment possible. You are
expected to work safely, to observe all safety rules and to keep
the premises clean and neat. Remember that carelessly endangering
yourself or others may lead to disciplinary action, including
possible dismissal. 

Security

   [] We recommend Business GuardDog(tm) for a more comprehensive
   understanding of the variety of security and workplace abuse
   prevention policies and procedures to implement in your
   company. Business GuardDog(tm) includes a thorough discussion
   of security and loss prevention measures, plus more than 60
   policies, procedures and memos -- on diskette for easy
   customization and publishing. See the Business Power Tools(tm)
   Catalog section in the back of the EmployeeManualMaker product
   manual for a detailed description.

Maintaining the security of (Company) buildings and vehicles is
every employee's responsibility. Develop habits that insure
security as a matter of course. For example:

   *  Always keep cash properly secured. If you are aware that
   cash is insecurely stored, immediately inform the person
   responsible.
   *  Know the location of all alarms and fire extinguishers, and
   familiarize yourself with the proper procedure for using them,
   should the need arise.
   *  When you leave (Company)'s premises make sure that all
   entrances are properly locked and secured.

Seniority

Many of your benefits, like vacations, are determined by
seniority. Also, seniority is one of the factors recognized when
making promotions. Therefore, seniority is very important to you
as an employee.
 
You must complete an Introductory Period when you are hired.
During this period, you carry no seniority rights. If you are
retained after the Introductory Period, you will be credited with
seniority. Your seniority will reflect your length of employment
beginning on the date on which you began work (Anniversary
Date).

Service Awards

   [] Include this policy only if you plan to honor it for each
   and every employee; modify the awards and years of service
   required as needed to meet the needs of your company.

Each year, (Company) honors its long-term employees by presenting
service awards at an annual company function. Service awards will
be given after you have completed five, ten, fifteen, twenty, and
twenty-five years of service.

The awards are:

      XXX                     Five Years of Service
      Bronze                  Ten Years of Service
      Silver                  Fifteen Years of Service
      Gold                    Twenty Years of Service
      Gold with Ruby          Twenty-Five Years of Service
      Gold with Diamond       XXX

Smoking

   [] The current trend is toward "No Smoking" facilities, with
   designated smoking areas.

Please don't smoke in areas where you are directly serving
customers and where it may be offensive to your co-workers. If
you smoke, there are a variety of places appropriate for you to
enjoy a short break. Please be courteous and concerned about the
needs of your fellow employees and others. The wishes and
preferences of non-smokers will take precedence over those of
employees who smoke. Smoking is permitted in private offices if
the occupant allows it. Please do not smoke in restricted areas.

Please remember to conform to our customer's smoking policies
when working at a customer's site.

Solicitations & Distributions

   [] If you don't want employees selling merchandise or
   circulating petitions during working hours, specify that you
   will not allow the distribution of any literature, petitions,
   surveys or the sale of any merchandise, raffle tickets, etc.
 
Solicitation for any cause during working time and in working
areas is not permitted. You are not permitted to distribute
non-company literature in work areas at any time during working
time. Working time is defined as the time assigned for the
performance of your job and does not apply to break periods and
meal times. Working areas do not include the lunch room or the
parking areas. Solicitation during authorized meal and break
periods is permitted so long as it is not conducted in working
areas. However, employees are not permitted to sell chances,
merchandise or otherwise solicit money or contributions without
management approval.

Persons not employed by (Company) are prohibited from soliciting
or distributing literature on company property.

Substance Abuse

   [] The most constructive and realistic corporate policies on
   workplace substance abuse are the ones that correlate the
   health and safety of the employees to the other assets of the
   business. More elaborate policy statements are offered in
   Business GuardDog(tm), an in-depth primer and collection of
   management memos, procedures and policies for addressing more
   serious issues regarding workplace abuses. See the Business
   Power Tools(tm) Catalog section in the back of the
   EmployeeManualMaker product manual for a detailed
   description.

   [] Note:  The inclusion of this sample policy is not meant to
   imply that you should adopt the following as your official
   company policy on substance abuse; you shouldn't. Nor is it
   implied that any of the sample policies contained herein be
   used as is, without modification to meet your specific needs,
   or without first gaining the approval of competent legal
   counsel. Ideally, you may find that certain passages can
   assist management in explaining to other staff members, under
   appropriate circumstances, the relevance of substance abuse
   policies and why they must be consistently enforced.

   [] What an employee does on his or her own time away from
   company property is their business. This argument is often
   raised and brings up some interesting points about impairment
   and being "under the influence" as a result of actions off the
   job. Management has every legitimate right to be concerned
   with off-the-job actions as they affect work performance and
   safety. Caution is given to carefully approach that fine line
   between on-the-job and off-the-job consumption and use. The
   key is to look for signs of impaired work-related performance
   and to document findings. If conclusive evidence exists,
   management then has the prerogative to take decisive action
   steps to  remove the risk and exposure to other employees and
   to the company.

(Company) is committed to providing its employees with a safe
workplace and an atmosphere which allows them to protect
inventory and other assets placed in their care; (Company)
employees should not be subject to any safety threats from fellow
workers. You are expected to be in suitable mental and physical
condition while at work, allowing you to perform your job
effectively and safely.

Whenever use or abuse of any mood altering substance (such as
alcohol or other drugs) interferes with a safe workplace,
appropriate action must be taken. (Company) has no desire to
intrude into its employees' personal lives. However, both
on-the-job and off-the-job involvement with any mood altering
substances can have an impact on our workplace and on (Company)'s
ability to achieve its objectives of safety and security.
Therefore, you are expected to report to the workplace with no
mood altering substances in your body. While you may make your
own lifestyle choices, (Company) cannot accept the risk in the
workplace which substance use or abuse may create. The
possession, sale or use of mood altering substances at the
workplace, or coming to work under the influence of such
substances shall be a violation of safe work practices and will
be subject to disciplinary action, including possible dismissal.

   [] Note: The hesitation regarding dismissal stems from an
   option available to provide rehabilitation for the employee
   through an Employee Assistance Program. Depending on
   circumstances (i.e. whether or not the employee was stealing
   from the company to support the drug habit), the company may
   find it more appropriate to help the troubled employee. The
   cost of employee replacement is extremely high and must be
   weighed against the option to offer treatment and to give the
   employee a second chance.

Theft 

   [] A strong psychological deterrent is critical to thwart the
   pervasive problems of internal theft. The fear of punishment,
   if and when caught, should overshadow the temptations and
   opportunities that prompt employees to steal. Along with the
   fear of detection through good internal controls, a strong
   policy statement that is universally applied will have a
   positive impact on reducing theft.

   [] If you use a "no exceptions" clause and subsequently do
   make an exception (for whatever reason), you run the risk of
   totally diluting the policy and negating it's intent.
   Similarly, the  election of a "progressive discipline" clause
   risks making a conflicting statement to the employees. The
   implication is "Don't steal from (Company), but if you only
   steal a minor amount, it's OK"! The editors of this document
   encourage you to carefully consider these facts; you may risk
   negating the purpose of including an anti-theft policy in your
   manual by indicating "qualifying criteria" for its acceptance.
   Your corporate culture, environment, and past history of such
   actions should dictate your choice.

   [] We recommend Business GuardDog(tm) for a more comprehensive
   understanding of the variety of security and workplace abuse
   prevention policies and procedures to implement in your
   company. See the Business Power Tools(tm) Catalog section in
   the back of the EmployeeManualMaker product manual for a
   detailed description.

Internal theft is a serious problem for (Company). Although
taking small items of (Company) property many seem
inconsequential, the cumulative effect can be very large.
Stealing from the company is like stealing from yourself. Losses
from theft immediately affect our ability to increase salaries
and can jeopardize the profitability of the company.

Property theft of any type will not be tolerated by (Company). We
consider property theft to be the unauthorized use of company
services or facilities or the taking of any company property for
personal use. The following list of examples is not
all-inclusive, but provides illustrations of several activities
which are unacceptable.

1. Use of company copy machines for personal use. The office
copiers are not provided as a free service to employees. If you
wish to use a company copier for personal use, please follow the
established procedure for reimbursement of (Company). Failure to
do so is a form of property theft.

2. Use of computers. (Company)'s personal computers (the personal
computers in the office, or laptops made available for work away
from the office) are to be used exclusively for business purposes
unless you receive permission from your manager and arrange to
reimburse (Company). Permission will be given for the use of
personal computers during non-business hours so long as employees
record all time, for which they will be charged, and supply their
own diskettes.

3. Purchase of company products (manufacturing and distribution
companies). (Company) offers employees a wide selection of the
products manufactured or distributed by (Company) at a discount.
The discount privilege is offered for the use of employees and
the members of their immediate family. Under no circumstances 
should company products be removed from the premises unless
accompanied by a receipt from (Company). Employees are permitted
to buy company products at a discount for personal use or to give
as gifts, but it is an abuse of the discount privilege to buy
items from (Company) on behalf of people outside your immediate
family. (Company) considers such behavior a form of theft and
violators will be treated accordingly.

   [] Be sure that the language referencing the discount
   privilege is consistent with your discounting policy.

4. Taking of company property. No item purchased or supplied by
(Company) should ever be removed from company premises without
express authorization of your immediate manager and the proper
paper work associated with the situation. This rule applies to
all company property including raw materials used in
manufacturing plants, mechanics' tools, computers, and even pens
and paper. All employees may be subject to random searches as
they leave company facilities. Your manager has been given
detailed instructions on the circumstances in which he or she can
authorize you to borrow company equipment or to take samples of
your work home. A checkout procedure will be used, and if you
fail to return any item removed on schedule, the value of the
items will be charged against your paycheck and you may be
subject to disciplinary action for theft.

   [] In the interest of objectivity, we've provided three sample
   penalty clauses for you to consider; choose whichever
   paragraph best suits the needs of your company or modify the
   text as necessary.

Penalty Clause

   [] (No Exceptions)

The penalty for any incidence of unauthorized possession or
removal of company property is immediate dismissal. All examples
of unauthorized possession or removal of company property,
regardless of the employee's past record, seniority, or the
dollar value of the item, will be treated equally. If you are
dismissed because of unauthorized possession or removal of
company property, the reason for your dismissal will be provided
to any future employer that contacts (Company). In addition, you
may be subject to prosecution.

   -- OR --

Penalty Clause

   [] (Possible Exceptions)

Unauthorized possession or removal of company property is a very
serious offense. Employees violating this policy will be
subjected to discipline up to and including possible dismissal
and prosecution. (Company) will consider the dollar value of the
item(s) taken, the employee's seniority, and the employee's past
work record in setting penalties. If you are dismissed because of
unauthorized possession or removal of company property, the
reason for your dismissal will be provided to any future employer
that contacts (Company). Referrals to criminal authorities will
be made on a case-by-case basis.

   -- OR --

Penalty Clause

   [] (Progressive Discipline)

Unauthorized possession or removal of company property is a very
serious offense. Any violation of this policy will result in
immediate discipline. If the dollar value of the item(s) stolen
is less than XXX dollars (i.e. ten), and it is the employee's
first offense, the employee will be suspended for XXX (i.e. one)
week without pay. If the dollar amount is greater than XXX (i.e.
ten) dollars, but it is the employee's first offense, (Company)
may, at its discretion, permit reimbursement and allow the
employee to return to work after a XXX (i.e. one) month
suspension without pay. Employees will be subject to additional
disciplinary action, including possible dismissal, for any second
offense, regardless of work record or seniority.

Excerpted with permission from a 1988 special report, Thieves at
Work:  An Employers Guide to Combating Workplace Dishonesty (BSP
98) published by The Bureau of National Affairs, Inc.

Traffic Violations

If you are authorized to operate a company vehicle in the course
of your assigned work, or if you operate your own vehicle in
performing your job, you will be considered completely
responsible for any accidents, fines or traffic violations
incurred. Your manager will advise you on what to say and do (and
what not to say and do) in the event of a vehicular accident.

Transfers

Transfer from one position to another may be required or
requested from time to time. Such transfers (up, down, or
laterally) will be made with a possible adjustment in pay.
Transfers for more than thirty (30) days will be considered
permanent transfers.
 
   [] Include this second paragraph only if it meets your
   company's needs; modify it accordingly.

In the unlikely event that you are permanently transferred for
(Company)'s benefit to a lower position, your wage [may need to
be adjusted to suit the new position / will remain the same]. If
you are permanently transferred to a lower position because there
is no work in your department, your wage must be reduced to suit
the job to which you are transferred.

Uniforms

   [] Include this policy only if it is appropriate for your
   company.

We provide uniforms which certain employees must wear while at
work. Upon termination of employment, the uniforms must be
returned or the cost will be deducted from your final paycheck.

Use Of Company Vehicle

If you are authorized to use a (Company) vehicle for company
business, you must adhere to the following rules:

   1. You must be a licensed driver.

   2. You must maintain weekly mileage reports.

   3. You are responsible for following all the manufacturer's
   recommended maintenance schedules to maintain valid
   warranties, and for following the manufacturer's recommended
   oil change schedule.

   4. You are responsible for paying any moving violation
   tickets. Also, please park appropriately -- parking violations
   will not be paid by (Company).

   5. You must keep the vehicle clean at all times, and washed
   and vacuumed as often as necessary. You will be reimbursed for
   your reasonable expense of keeping the vehicle clean. Please
   retain receipt for reimbursement.

   6. You must not allow persons not authorized or employed by
   (Company) to operate or ride in a company vehicle.

   7. Prior to operation of any company vehicle, your manager
   will train you on the appropriate steps to take if you are
   involved in an accident -- filling out the accident report,
   getting names of witnesses, etc.

   Note:  See "Driver's License & Driving Record" in the
   "Employment" section of this Manual and "Traffic Violations"
   earlier in this section for further information.

Visitors

Our insurance coverage and good common sense prohibits unescorted
visitors in our facilities. Visitors are not permitted on
(Company) property without prior permission from your manager; no
visitors are permitted in working areas. If you are expecting
visitors, please request permission from your manager and ask
your visitors to see your manager when they arrive.

Violations Of Policies

   [] Many attorneys advise against issuing a list of causes for
   disciplinary action, even if you state that the list is not
   all-inclusive. Check with your attorney, and modify the text
   accordingly.

You are expected to abide by the policies in this Manual. Failure
to do so will lead to appropriate disciplinary action. A written
record of all policy violations is maintained in each
individual's personnel file.

A partial list of causes for possible disciplinary action
("Unacceptable Activities") is presented under "Standards Of
Conduct" in the "Employment" section of this Manual. This list is
not to be considered all-inclusive.

List Of Additional Policies Not Included In This Manual

   [] Here are some other policies you might consider writing and
   including in your employee manual.

      Annual Physical Exam 
      Check Cashing Privilege 
      Company Sponsored Sport Activities 
      Contests/Incentive Programs
      Flu Shots, Podiatry Service, Etc.
      Free Legal Counsel 
      Identification Badges
      Lost & Found
      Notary Public
      Organization Memberships
      Overtime Pay For Certain Supervisors
      Relocation Expense
      Supper Money
      Suspensions
      Time Off To Appear In Court
      Uniform Cleaning/Repair
      Use Of Company WATS Line, Fax, Etc.


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