The changes to the WSRC/BSRI Savings and Investment Plan (SIP) announced by the HR Benefits Manager 06-06-97 will take effect 04-01-98. Among the changes is a switch from a monthly valued cycle to a daily valued cycle. What will daily valuation mean to you? The following outline might help:

Account balances will be updated daily. You may obtain yesterday’s closing balance today.

Reallocation of existing balances and changes in investment direction will be effective at the close of business on the day you make the request (when the request is made by 4 p.m. Eastern Time (ET) on a day during which the New York Stock Exchange is open). Otherwise, the change will be effective the end of the next business day (usually 4:00 p.m., unless the NYSE closes early).

Requests for loans and withdrawals will be processed as of the close of business (usually 4 p.m. ET)on the last business day of the week. Checks for those requests will be mailed two business days later.

Fund values that in the past have been announced as monthly Unit Values will be expressed as Net Asset Values (NAV), the same values you are accustomed to finding in newspapers and other financial publications. The Fixed Income Fund, however, will remain a unit valued fund. You will be able to obtain monthly, rolling 12-month, rolling 3-year, and year-to-date fund returns using the Voice Response System. The SIP page in ShRINE will be changed accordingly but will post only monthly, rolling 12-month, and rolling 3-year returns for the SIP funds.

Contribution Rate changes will be accepted daily. However, the rate on file as of the close of business on the 18^th of the month (or the last business day before the 18^th if the 18^th falls on a non-business day) will be used to change the contribution rate effective the 1^st of the following month.

Changes taking effect 04-01-98 include:

The elimination of the one year waiting period for employees to participate in the SIP. Beginning 04-01-98 new, full-service employees and existing full-service employees who have less than a year of Eligibility Service will be eligible for the SIP immediately. However, company matching contributions will not be made until the employee has one year of Eligibility Service.

Reallocation of existing balances and changes in investment direction may be done in 1% increments. Previously the Plan required 10% increments.

Direct rollovers from other qualified plans will be accepted. The Plan previously would only accept regular rollovers.

The elimination of company match contribution suspension for employees with at least five years of service. The Plan previously required that you not receive company matching contributions for six months if you withdrew matched or matching money from your account that had been in the account two years or less. The company match suspension penalty will only apply to those employees with less than 5 years of service.

Interest rates for SIP loans will continue to be changed at the beginning of each quarter. However, the Plan will use prime rate +1% at the end of the quarter to set the interest rate for the following quarter.

The Voice Response System (VRS) is also being revised to bring it up-to-date with these changes as well as to improve menu selections.

In the past the plan paid out accounts of terminated employees (non-pensioners) whose balances were $3500.00 or less. That amount has been increased to $5000.00 or less effective 04-01-98.

Changes taking effect 07-01-98 include:

The elimination of the deemed withdrawal of SIP loans. Previously the Plan permitted employees to avoid the repayment of eligible loan balances by recharacterizing the balance as a withdrawal. Beginning 07-01-98 this practice will be eliminated.

The elimination of the semi-annual Supplemental Savings Deposit (SSD). This change will be effective 07-01-98. This means the last SSD opportunity will be 06-30-98. The SIP will announce the 06-30-98 SSD in the customary way.

March 1998 Interruption

SIP participants will experience a slight interruption during the transition to a daily environment. During March the Participant Service Center (including the VRS) will be open for inquiry only with one exception: the system will accept investment direction changes and contribution rate changes between March 1^st and close of business March 18^th. Those changes will be effective 04-01-98. New loans, withdrawals, total distributions (terminated employees only) and reallocation of existing balances will not be accepted until 04-01-98. Checks for loans, withdrawals and distributions requested April 1^st, 2^nd, and 3^rd will be issued April 7^th. Therefore, under this new arrangement, participants will receive their checks sooner than the old provisions would have allowed if the request had been made in March. Reallocations initiated 04-01-98 will be valued as of the close of business 04-01-98. Under the former process, a reallocation requested any time in March would have been valued 03-31-98. The SIP expects the transition to go smoothly. If participants have questions, service center representatives will be available between 8:00 a.m. and 5:00 p.m. Monday-Friday to provide any needed assistance. Remember , the toll free number for reaching the Participant Service Center is 1-800-360-2747.

Changes in Quarterly Statements

The period of time reported on the SIP quarterly statements will also be affected by the transition to a daily environment. The first quarter 1998 statement will reflect activity and balances from 01-01-98 through 02-28-98. It will also reflect two months of contributions and loan payments. This statement will be mailed approximately 04-20-98. Things will begin to settle into a normal routine after the 1^st quarter. The 2^nd quarter statement will show your balances and other account activity from 03-01-98 through 06-30-98. You will also find contributions and loan payments made in March, April, and May reflected on the 2^nd quarter statement. In like manner future statements will include three month’s contributions and loan payments. The 2^nd quarter statements will be mailed approximately 07-20-98.

The processes that link the payroll system to the SIP trustee, and the SIP recordkeeper cause the amounts deducted from your payroll for SIP contributions and loan payments to be wired within 2 days of the deduction to the SIP Trustee and are invested in a Short Term Investment Fund in the daily environment. The tape which tells the SIP recordkeeper how the money wired earlier is to be posted to participant accounts is sent to the recordkeeper about the 10^th of the month. This timing in a daily valuation environment (real time posting) means the 2^nd quarter statement will reflect contributions and loan payments made in March, April, and May. Subsequent statements will report contributions and loan payments according to the same schedule.