10-K/A

                                  SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                               OGDEN PROJECTS, INC.

                               By:/s/ R. Richard Ablon                
                                  Chairman and Chief Executive Officer

                               Date:  March 29, 1994
          
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Company in the capacities indicated on March 29, 1994.

        Signature                         Title

/s/ R. Richard Ablon           Chairman of the Board and
R. Richard Ablon                       Chief Executive Officer

/s/ Scott G. Mackin            President, Chief Operating
Scott G. Mackin                        Officer and Director

/s/ Bruce W. Stone             Executive Vice President,         
Bruce W. Stone                   Managing Director and Director

/s/ William E. Whitman         Executive Vice President,            
William E. Whitman               Chief Financial Officer and Treasurer
                                 (Chief Financial Officer)

/s/ Kenneth G. Torosian              Vice President and Controller     
Kenneth G. Torosian              (Chief Accounting Officer)


/s/ William M. Batten          Director                          
William M. Batten


/s/ Constantine G. Caras       Director                          
Constantine G. Caras


/s/ Lynde H. Coit              Director                          
Lynde H. Coit


/s/ Philip G. Husby            Director                          
Philip G. Husby


/s/ Robert E. Smith            Director                          
Robert E. Smith


/s/ Jeffrey F. Friedman        Director                          
Jeffrey F. Friedman

EX-10.24(I)/A

EXHIBIT 10.24(i) - AMENDMENT

     18.  NOTICE.

     Any notice or other communication required under this
Agreement shall be in writing, shall be deemed to have been given
and received when delivered in person, or, if mailed, shall be
deemed to have been given when deposited in the United States mail,
first class, registered or certified, return receipt requested,
with proper postage prepaid, and shall be deemed to have been
received on the third business day thereafter, and shall be
addressed as follows:

     If to the Company, addressed to:

          Ogden Projects, Inc.
          40 Lane Road
          Fairfield, New Jersey 07007-2615

          Attention:  Chairman of the Board and
                         Chief Executive Officer

     If to the Employee, addressed to:

          Scott G. Mackin
          19 Hall Road
          Chatham, New Jersey 07928

or such address as to which any party hereto may have notified the
other in writing.

     19.  GOVERNING LAW.  

     This Agreement shall be governed by and interpreted in
accordance with the laws of the State of New Jersey.

     20.  ENTIRE AGREEMENT.

     This Agreement contains or refers to the entire arrangement or
understanding between the Employee and the Company relating to the
employment of the Employee by the Company.  No provision of the
Agreement may be modified or amended except by an instrument in
writing by or for both parties hereto.

     21.  WAIVER.  

     Failure of either party hereto to insist upon strict
compliance by the other party with any term, covenant or condition
hereof shall not be deemed a waiver of such term, covenant or
condition, nor shall nay waiver or relinquishment or failure to
insist upon strict compliance of any right or power hereunder at
any one or more times be deemed a waiver or relinquishment of such
right or power at any other time or times.

     22.  PRIOR EMPLOYMENT AGREEMENT. 

     This Employment Agreement supercedes and replaces the
Employment Agreement between the Employee and the Company dated as
of June 1, 1990 which shall become null and void as of the date
hereof.

     23.  ASSIGNMENT BY EMPLOYEE.

     The rights and benefits of the Employee under this Agreement
are personal to him and no such right or benefit shall be subject
to voluntary or involuntary alienation, assignment or transfer;
provided, however, that nothing in this Paragraph 23 shall preclude
the Employee from designating a beneficiary or beneficiaries to
receive any benefit payable on his death.

                         OGDEN PROJECTS, INC.

                         By:/S/R. Richard Ablon
                            Chairman of the Board
                            and Chief Executive Officer

/S/Scott G. Mackin
Scott G. Mackin