Exhibit 10(iii)(A)(15)

                  CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS

     This Code of Ethics for Senior Financial Officers applies to the Chief
Executive Officer, the Chief Financial Officer and the Controller. The Company
expects all of its employees to act in accordance with the highest standards of
personal and professional integrity in all aspects of their activities, to
comply with all applicable laws, rules and regulations, to deter wrongdoing and
abide by the Company's Code of Business Conduct and other policies and
procedures adopted by the Company that govern the conduct of its employees. This
Code of Ethics is intended to supplement the Company's Code of Business Conduct.

     You agree to:

     (a)  Engage in and promote honest and ethical conduct, including the
          ethical handling of actual or apparent conflicts of interest between
          personal and professional relationships;

     (b)  Avoid conflicts of interest and to disclose to the Senior Vice
          President of Internal Controls or the General Counsel any transaction
          or relationship that reasonably could be expected to give rise to such
          a conflict;

     (c)  Take all reasonable measures to protect the confidentiality of
          non-public information about the Company and its customers obtained or
          created in connection with your activities and to prevent the
          unauthorized disclosure of such information unless required by
          applicable law or regulation or legal or regulatory process;

     (d)  Produce full, fair, accurate, timely, and understandable disclosure in
          reports and documents that the Company files with, or submits to, the
          Securities and Exchange Commission and other regulators and in other
          public communications made by the Company;

     (e)  Comply with all applicable governmental laws, rules and regulations;
          and

     (f)  Promptly report any possible violation of this Code of Ethics to the
          Senior Vice President of Internal Controls or the General Counsel.

     You are prohibited from directly or indirectly taking any action to
fraudulently influence, coerce, manipulate or mislead the Company's independent
public auditors for the purpose of rendering the financial statements of the
Company misleading.



     You understand that you will be held accountable for your adherence to this
Code of Ethics. Your failure to observe the terms of this Code of Ethics may
result in disciplinary action, up to and including termination of employment.
Violations of this Code of Ethics may also constitute violations of law and may
result in civil and criminal penalties for you, your supervisors and/or the
Company.

     If you have any questions regarding the best course of action in a
particular situation, you should promptly contact the Senior Vice President of
Internal Controls or the General Counsel. You may choose to remain anonymous in
reporting any possible violations of this Code of Ethics.



                               ACKNOWLEDGMENT FORM

I acknowledge that I have received and read the Code of Ethics for Senior
Financial Officers and understand my obligations as an employee to comply with
the Code of Ethics.

I understand that my agreement to comply with the Code of Ethics does not
constitute an employment contract.

Signed: __________________________     Date: ___________________________

Printed Name: ____________________

This signed and completed acknowledgment form must be returned to the Senior
Vice President of Internal Controls.