Exhibit 10.2 1996 Stock Option Plan, Administrative Rules and Agreement under which officers of the Company are eligible to receive options to purchase an aggregate of 1,331,000 shares (restated for the 2-for-1 stock split effective February 1998 and...

Exhibit 10.2

1996 Stock Option Plan, Administrative Rules and Agreement under which officers 
of the Company are eligible to receive options to purchase an aggregate of 
1,331,000 shares (restated for the 2-for-1 stock split effective February 1998 
and the 10 percent common stock dividends effective in 1998, 1997 and 1996) of 
the Company's $2.50 par value common stock.  This 1996 Stock Option Plan, 
Administrative Rules and Agreement is incorporated by reference from Form 10-Q 
of Xxxxxxx Xxxxx, Inc. for the quarter ended September 30, 1996.
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