GUARANTY


                The undersigned, in consideration of _________________     
        (hereinafter referred to as the "Lender") having made a loan to 
        _____________________(hereinafter referred to as the "Borrower") 
        hereby unconditionally guarantees to the Lender the prompt 
        payment on all amounts now owing or which may hereafter be owing 
        to the Lender from the Borrower on account of such loans, or any 
        extension or renewal thereof, however and whenever made; 
        provided, however, that the obligation of the Undersigned 
        hereunder shall not exceed the maximum amount of ____________ 
        ($         ) DOLLARS.  This undertaking shall operate as a 
        continuing and absolute guaranty and shall remain in full force 
        and effect until the actual receipt by the Lender of a revocation 
        in writing signed by the Undersigned, it being understood that 
        any such revocation shall be effective only as to additional new 
        loans or credits after the receipt thereof.

                Notice of the acceptance of this guaranty and notice of 
        transactions entered into in reliance hereon are hereby waived.  
        The Undersigned agrees that liability hereunder shall not be 
        affected by any extension of time or other forbearance or 
        indulgence of favor granted to Borrower, or by the release or 
        modification of any security or the release of any guarantor, 
        whether or not notice thereof shall be given to the Undersigned, 
        or by the neglect or failure of the Lender to take any action 
        with respect to any security, right, obligation, endorsement or 
        guaranty which it may at any time hold, or by any change by the 
        Borrower in the former manner of doing business, whether by 
        incorporation, consolidation, merger, partnership formation or 
        change in membership, or otherwise.

                The Undersigned also waives all requirements of notice, 
        demand, presentment or protest in case of any default by Borrower 
        and any right which the Undersigned might otherwise have required 
        the Lender first to proceed against the Borrower or against any 
        co-guarantor or any other person or first to realize on any 
        security held by it before proceeding against the Undersigned for 
        the enforcement of this guaranty.

               If there be more than one guarantor executing this 
        guaranty, their obligation hereunder shall be joint and several.  
        In that case the word "Undersigned", shall be deemed to apply 
        against each guarantor and the Lender shall be entitled to full 
        recovery of the obligation of this guaranty against each, but 
        shall retain only one satisfaction.  

                This instrument is intended to take effect as a sealed 
        instrument and the validity and construction hereof shall be 
        determined by the law of the state of ______________________.
        
        DATED:                            __________________________

                                          __________________________
         
                                                                    Form 125