Executive Long-term Incentive Plan

EXHIBIT 10.6


H.F. AHMANSON & COMPANY NOVEMBER 15, 1996 EXECUTIVE LONG-TERM INCENTIVE PLAN PAGE 1 =========================================
PLAN OVERVIEW
--------------------------------
PLAN The plan provides for annual grants of deferred cash incentive OVERVIEW awards through which a participant is given the opportunity to
earn a cash award payment based on the Company's performance in
terms of objective, quantifiable measures. Such measures and the
relationship between maximum awards and performance will be
determined by the Compensation Committee prior to the beginning
of each three-year performance measurement cycle beginning on
January 1 and ending on December 31 three years later.
Performance measures determined by the Compensation Committee may
be based upon any or all of the following criteria: absolute or
relative total shareholder return, absolute or relative return on
tangible equity and absolute or relative return on assets. Until
further action of the Compensation Committee the performance
measure will be Total Shareholder Return (TSR) and the
relationship between maximum awards and performance will be as
set forth below in this plan. For purposes of the plan, TSR
represents return to shareholders from both stock price
appreciation and dividends over the three-year performance
measurement cycle, assuming dividends are reinvested quarterly.


PARTICIPATION Participation in the plan is limited to selected senior CRITERIA executives of the Company and its subsidiaries as determined by
the Compensation Committee of the Board of Directors.

AWARD OPPORTUNITY
-------------------------------- TARGET Each participant is assigned a target award opportunity (i.e., AWARDS the award level consistent with the Company achieving good
performance) expressed as a percentage of annual base salary and
based on the guidelines in the following table. Actual target
awards for individual participants for a given performance cycle
may vary from the following guidelines and will be determined by
the Compensation Committee.


TARGET AWARD GUIDELINES


GRADE LEVEL TARGET AWARD AS A
-------------- PERCENT OF BASE SALARY
----------------------

67 90%
65 80%
63 - 64 75%
60 - 62 50% - 70%
58 - 59 45%


H.F. AHMANSON & COMPANY NOVEMBER 15, 1996 EXECUTIVE LONG-TERM INCENTIVE PLAN PAGE 2 =========================================
AWARD OPPORTUNITY (CONTINUED)
--------------------------------
The salary and grade level used to determine a participant's
deferred cash incentive award payment will be the participant's
annual base salary rate and grade level in effect on the last day
of the three-year performance cycle for which the payment is
made, except in the case of pro-rata award payments (as provided
under "New Hires/Changes in Responsibility" below).


H.F. AHMANSON & COMPANY NOVEMBER 15, 1996 EXECUTIVE LONG-TERM INCENTIVE PLAN PAGE 3 =========================================
DEFERRED CASH INCENTIVE
--------------------------------


TSR MEASUREMENT Company TSR performance for calculating deferred cash
incentive payments earned under the plan will be determined by
separately calculating the Company's percentile ranking in TSR
relative to the TSR performance of the individual companies
comprising the S&P 500 Index (excluding the Company) and the
individual companies comprising the S&P Banking Index
(excluding the Company) for each of the twelve calendar
quarters in the performance measurement cycle. For purposes of
this comparison, the Company's relative percentile ranking will
be calculated separately for each Index. The Company's overall
percentile ranking in TSR will then be determined by
calculating the Company's average percentile ranking a ...