SUPPLEMENT TO PROSPECTUS DATED APRIL 7, 1993
 
     Effective  February 14, 1994, Chemical Bank  has been appointed as Transfer
Agent, Registrar and Dividend Disbursing Agent of the Company's Common Stock. In
addition, Chemical Bank  has been designated  by the Company  to administer  the
Plan   for  participants,  maintain  records,  send  statements  of  account  to
participants and perform other duties relating to the Plan. Chemical Bank may be
contacted by mail at:
 
                       Chemical Bank
                       Dividend Reinvestment Dept.
                       J.A.F. Building
                       P.O. Box 3069
                       New York, NY 10116-3069
 
     Telephone inquiries may be made to Chemical Bank at 1-800-279-1238.
 
     All references in  the Prospectus to  'First Chicago Trust  Company of  New
York' should now be read to refer to 'Chemical Bank.'
 
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     On  January 20,  1994, the  Board of  Directors of  the Company  declared a
dividend of one  Right for each  outstanding share of  Common Stock. The  Rights
were  issued to the holders of record of Common Stock outstanding on January 20,
1994 and will be issued with respect to shares of Common Stock issued thereafter
until the Rights become exercisable. The  Rights are currently evidenced by  the
certificates  for shares of Common Stock. Each  Right will entitle the holder in
certain events to purchase from the Company one-one thousandth (1/1,000th) of  a
share  of the Company's  Series A Participating  Cumulative Preferred Stock, par
value $1.00 per  share, at a  price of $150.  The description and  terms of  the
Rights  are set forth  in a Rights Agreement  dated as of  January 20, 1994 (the
'Rights Agreement'), between  the Company  and Chemical Bank,  as Rights  Agent.
Chemical  Bank will  mail to the  holders of Common  Stock a copy  of the Rights
Agreement without charge after receipt of a written request therefor.
 
                THE DATE OF THIS SUPPLEMENT IS FEBRUARY 7, 1994