Free Medical Care Plan Minutes of Special Meeting of Directors Form 

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                A special meeting of the Board of Directors of the

        Corporation was held on _____________________, 19__ at _______.M

        at _______________________________________________________.


                All of the Directors being present, it was moved to

        approve and adopt a medical care expense reimbursement plan.  A

        copy of the plan was presented to those present and upon motion

        duly made, seconded and unanimously voted, it was


                VOTED, that the "Medical Care Reimbursement Plan"

                presented to the meeting is hereby approved and adopted,

                that a copy of the plan shall be attached to these

                minutes, and that the proper officers of the Corporation

                are hereby authorized to take whatever action is

                necessary to implement the plan, and it is further


                VOTED, that the signing of these minutes by the Directors

                shall constitute full ratification thereof and waiver of

                notice of the meeting by the signatories.


                There being no further business to come before the

        meeting, upon motion duly made, seconded and unanimously voted,

        the meeting was adjourned.








        ______________________________  ______________________________

        Chairman                        Director




        _____________________________   ______________________________

        Director                        Director


                                                         Form 516









        1.  BENEFITS



                  The Corporation will reimburse all eligible

        employees for expenses incurred by themselves and their

        dependents, as defined in IRC #152, as amended, for medical care,

        as defined in IRC #213(e), as amended, subject to the conditions

        and limitations as hereinafter set forth.  It is the intention of

        the Corporation that the benefits payable to eligible employees

        hereunder shall be excluded from their gross income pursuant to

        IRC #105, as amended.


        2.  ELIGIBILITY




        3.  LIMITATIONS


                (a)  The Corporation shall reimburse any eligible

        employee not more than $____________ in any fiscal year for

        medical care expenses.


                (b)  Reimbursement or payment provided under this Plan

        shall be made by the Corporation only in the event and to the

        extent that such reimbursement or payment is not provided under

        any insurance policy(ies), whether owned by the Corporation or

        the employee, or under any other health and accident or wage

        continuation plan.  In the event that there is such an insurance

        policy or plan in effect, providing for reimbursement in whole or

        in part, then to the extent of the coverage under such policy or

        plan, the Corporation shall be relieved of any and all liability





                Any eligible employee applying for reimbursement under

        this Plan shall submit to the Corporation, at least quarterly,

        all bills for medical care, including premium notices for

        accident or health insurance, for verification by the Corporation

        prior to payment.  Failure to comply herewith, may at the

        discretion of the Corporation, terminate such eligible employee's

        right to said reimbursement.




                This Plan shall be subject to termination at any time by

        vote of the Board of Directors of the Corporation; provided,

        however, that medical care expenses incurred prior to such

        termination shall be reimbursed or paid in accordance with the

        terms of this Plan.




                The president shall determine all questions arising from

        the administration and interpretation of the Plan except where

        reimbursement is claimed by the president.  In such case

        determination shall be made by the Board of Directors.



                                        Adopted by the Board of Directors

                                        on __________, 19__