Executive Vice President of Premark International Employment Agreement

EXHIBIT 10N


November 9, 1992


Mr. Everett V. Goings 18 Tomac Avenue Old Greenwich, Connecticut 06870


Dear Rick:


I am pleased to offer you the position of Executive Vice President of Premark International, Inc. and President of Tupperware, Worldwide. We hope that you will be able to commence employment with Premark as soon as possible. As you are aware, the Board of Directors met on November 4, and elected you to this position and approved the terms and conditions of your employment as outlined below, effective on your first day of employment.


1. Your initial annual base salary will be $325,000, paid on Tupperware's regular payroll cycle.


2. You will participate in the Premark International, Inc. Annual Incentive Plan. You will be awarded $150,000 as your 1992 award to be paid on or before November 30, 1992. This amount approximates the bonus you will forfeit when you leave your current employer. For 1993, your individual incentive target will be 50% of your base salary. The maximum award is 100% of your base salary. The financial component of your 1993 award will be based on Worldwide Tupperware financial performance. For 1993, we will guarantee you a minimum incentive award of $162,500, which is your target award. For 1994 through 1996, the financial component of your award would be based on non-North American Tupperware financial performance. Annual incentive awards are paid in March, following the year of the award. You must be employed through December 31, to be entitled to an award for any given year.


3. You will participate in the Premark International, Inc. Performance Unit Plan (the long-term incentive program).


Starting on January 1, 1993, your award will be based on Worldwide Tupperware financial performance. This program provides the opportunity to earn an award ranging from the target award at 25% of your base salary up to a maximum of 75% of your base salary. For the two-year long-term incentive program performance cycle of 1993-1994, we will guarantee you a minimum award of $81,500, your award at target. The award is based on 1993 financial performance and 1993 and 1994 employment service. Therefore, payment of any award under the long-term incentive program is contingent on your continued employment through December 31, 1994. Beginning in 1994, we expect there to be a new long-term incentive program, which would likely base your award on non-North American financial performance.


4. The Compensation and Employee Benefits Committee of the Board of Directors ("Committee") has granted you a stock option award of 50,000 shares, effective on your first day of employment. The number of option shares was determined in part on the stock compensation you will forfeit when you leave your current employer. This option would vest three years after the effective date. You would be considered for additional stock options annually on each subsequent November, when the Committee normally grants stock options to the key management employees and executives.


5. The Committee has awarded you 20,000 shares of restricted stock, effective on your first day of employment. The number of restricted shares was determined in part on the stock compensation you will forfeit when you leave your current employer. The restrictions would be lifted on one-third of these shares on the first anniversary of your employment. And one- third of the restrictions on the remainder would be lifted on the second and third anniversaries of your employment, so that all restrictions will have been lifted in three years. Dividends will be paid during the period of restriction.


6. You will participate in an annual gainsharing program for the years 1994, 1995 and 1996 to be based on pre-tax segment income of Tupperware North America, as determined by the Company. For each year, the gainsharing award will be equal to 10 percent of the pre-tax segment income if such pre-tax segment income is $10,000,000 or less. If pre-tax segment income is over $10,000,000, the gainsharing award will be equal to 10 percent of pre-tax segment income for the first $10,000,00 ...