Executive Group Insurance Benefits Plan

AVONDALE SERVICES CORPORATION
EXECUTIVE GROUP INSURANCE BENEFITS PLAN
AND SUMMARY PLAN DESCRIPTION


PREAMBLE


Avondale Services Corporation (the "Company"), a corporation
organized and existing under the laws of the State of Delaware,
adopted the Avondale Services Corporation Executive Group
Insurance Benefits Plan on February 20, 1990, pursuant to its
desire to continue and maintain its policy to provide increased
insurance benefits (in addition to the group insurance benefits
provided to all eligible employees of Avondale Services
Corporation) to certain employees designated by the Board of
Directors of Avondale Industries, Inc., which plan and the
amendments thereto made through December 31, 1993, shall
hereinafter be referred to as the "Prior Plan."


Effective January 1, 1994, the Avondale Services Corporation
Executive Group Insurance Benefits Plan is amended and restated
as set forth in this document and any amendments hereto and shall
hereinafter be referred to as the "Plan." The Plan is the
continuation of the Prior Plan and no gap in time or effect
exists, or shall ever be construed to exist, between them.


ARTICLE I
Participation


Participation in the Plan shall be limited to those
employees of Avondale Services Corporation designated by the
Board of Directors of Avondale Industries, Inc. as Participants
in the Plan. The names of all Participants designated by the
Board of Directors shall be listed on the attached Exhibit A.


ARTICLE II
Benefits


The benefits payable under the Plan shall be identical to
the Group Life, Accidental Death and Dismemberment, Salary
Continuation, Business Travel, and Comprehensive Medical Benefits
paid to employees of Avondale Services Corporation under its
Group Insurance Benefits Plan as set forth in applicable plan
documents (dated January 1, 1991), insurance contracts and the
Avondale Services Corporation Employee Benefit Plan booklet and
summary plan description dated January 1, 1994 (as may be
modified from time to time), which documents are incorporated
herein by reference. All capitalized terms not otherwise defined
herein shall have the meaning ascribed to them in the Avondale
Industries, Inc. Avondale Services Corporation Plan.


In addition to the benefits paid pursuant to Avondale
Services Corporation Group Insurance Benefits Plan, the following
additional benefits and/or modifications shall apply to
Participants in the Plan during their employment with Avondale
Services Corporation and, where indicated, after retirement or
Total Disability provided such Participant is employed by
Avondale Services Corporation at the time of retirement or Total
Disability:


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Coverage Description


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Employee Life 2 times base salary
Optional Coverage-additional
one or two times base salary,
plus previous year bonus


Maximum Coverage-Two million
dollars


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Dependent Life Optional - $100,000.00


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Retiree Life One half of life insurance in
force at time of retirement


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Total Disability (Totally Employee Life (as set forth
Disabled) prior to Normal above) in force prior to Total
Retirement Date Disability continues until
Normal Retirement Date;
thereafter Retiree Life


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Long Term Disability 60% of monthly base salary,
after 180 day waiting period.
Maximum $5,000.00 per month
coordinated with Disability
Social Security Benefit


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Retiree Health Comprehensive Medical Benefits
(as provided under the
Avondale Services Corporation
Group Insurance Benefits Plan)
shall continue beyond a
Participant's retirement for
his life without any premium
payment during the
Participant's life. The
Participant's surviving spouse
may continue coverage
thereafter without any premium
payment for her life.


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