S T R I C T L Y   C O N F I D E N T I A L

                          BMARKET DATA GROUP

                         M E M O R A N D U M



DATE:     August 30, 1991


TO:þþDoug Smith

FROM:þEd Happ

CC:þþJ. D'Auria

SUBJECT:þDOWNSIZING OBJECTIVES
______________________________________________________________________

I've reviewed recent literature on corporate downsizing, and distilled
the following 10 goals which I recommend to you:

1. BRefocus the corporate mission and goals.  The people need to know
   where the company is now going, at a minimum in the near-term (6
   months), preferably over a longer horizon (next fiscal year).  The
   question to answer: where will the company be and what will it look
   like in the foreseeable future.

2. BGain the commitment of the surviving management group.  Insure
   department managers are signed up for the refocused mission.

3. BProvide a succinct, to-the-point rationale for the downsizing.  All
   employees, both remaining and exiting, will need to know this.

4. BPlan the downsizing process thoroughly.  Joanne and Rick is are
   near to completing this.  It needs to be 100% finalized in advance
   of the announcement date.

5. BCommunicate the refocused strategy frequently.  This should occur
   in more frequent company meetings, bulletins, and department
   meetings led by Op Council members.

6. BIncrease access to management.  Have all managers schedule more
   meetings and reiterate an open door policy to help employees
   through this process.

7. BHave an outplacement plan.  This is not simply a severance benefit,
   but an important event for remaining employees, indicating that the
   company still cares about people.

8. BIncrease the freedom and authority of managers, supervisors and
   staff.  As the workload and responsibilities increase for the
   remaining employees, it is important that they have more say in how
   it gets done.

9. BDecrease bureaucracy, paperwork, and reporting.  This is related to
   #8.  Since there are less people to produce the same amount of
   work, the company needs to identify tasks that can be eliminated so
   the most important functions get done.

10. BIncrease motivation through creative incentives and training.
    Since career paths are now reduced or eliminated, variable
    compensation awards and job enrichment programs help keep super
    stars motivated and from leaving the company.