Amendment No. 3

                                     To The

                     CNA EMPLOYEES' SUPPLEMENTAL SAVINGS PLAN

WHEREAS: The CNA Employees' Supplemental Savings Plan was established January 1,
1987 by CNA Financial  Corporation and Continental  Casualty  Company to provide
deferred  compensation  benefits for employees  whose  compensation  exceeds the
coverage limitations under the CNA Employees' Savings Plan; and

WHEREAS:  Said  companies  desire to amend  the Plan to  provide  for  immediate
distribution of the employees' accounts in a lump sum upon Plan termination:

NOW, THEREFORE:

The following section of the CNA Employees'  Supplemental Savings Plan is hereby
amended to read as set forth on the attached restated page:

         Section 9.2

The attached restated page has been marked for identification "Amendment No. 3".

This Amendment shall become effective January 1, 1994.

Dated at Chicago, Illinois this 4th day of April, 1994.

ATTEST:                             CNA FINANCIAL CORPORATION

/S/MARY A. RIBIKAWSKIS    By /S/DONALD M. LOWRY
   Assistant Secretary          Senior Vice President, Secretary
                                and General Counsel


ATTEST:                             CONTINENTAL CASUALTY COMPANY

/S/MARY A. RIBIKAWSKIS    By /S/DONALD M. LOWRY
   Assistant Secretary         Senior Vice President, Secretary
                                and General Counsel



                                    SECTION 9

                      Amendment and Termination of the Plan


9.1      Amendment

         The Employer  reserves the right at any time, and from time to time, to
         modify or amend in whole or in part any or all of the provisions of the
         Plan.  This right of the Employer is subject to the conditions that the
         value of any Participant's  Accounts may not be diminished by reason of
         any modification or amendment.

9.2      Termination
         The  Plan  may be  terminated  at any  time by the  Employer.  Upon the
         termination  of the Plan all amounts  allocated  to each  Participant's
         Employer Account shall become fully vested and nonforfeitable.

         Upon  termination of the Plan, the Employer shall cause the Accounts of
         the  Participants  to be valued  as of the  termination  date,  and the
         Account  balances  shall be  distributed  in the  manner  set  forth in
         Section 7.
<PAGE>
                                 Amendment No. 4
                                     To the
                    CNA EMPLOYEES' SUPPLEMENTAL SAVINGS PLAN

         WHEREAS:  The CNA Employees'  Supplemental Savings Plan was established
         January 1, 1987 by CNA Financial  Corporation and Continental  Casualty
         Company to provide deferred  compensation  benefits for employees whose
         compensation  exceeds the coverage limitations under the CNA Employees'
         Savings Plan; and

         WHEREAS:  Said  companies  desire to amend the Plan with respect to the
         definition of Regular Base Salary and the method of crediting interest
         to Participants' Accounts.

         NOW, THEREFORE:

         The following sections of the CNA Employees'  Supplemental Savings Plan
         are hereby amended to read as set forth on the attached restated pages.

                  Section 1.13 and 3.3

         The attached restated pages have been marked for identification
         "Amendment No. 4".

         This Amendment shall become effective January 1, 1994.

         Dated at Chicago, Illinois this 9th day of June, 1995.

         ATTEST:                            CNA FINANCIAL CORPORATION

         /S/MARY A. RIBIKAWSKIS     By /S/DONALD M. LOWRY
            Assistant Secretary           Senior Vice President,
                                          Secretary and General Counsel

         ATTEST:                            CONTINENTAL CASUALTY COMPANY

         /S/MARY A. RIBIKAWSKIS     By /S/DONALD M. LOWRY
            Assistant Secretary           Senior Vice President,
                                          Secretary and General Counsel