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                                                                    Exhibit 4(b)



                                 THIRD AMENDMENT
                                       TO
                       THE GOODYEAR TIRE & RUBBER COMPANY
                  EMPLOYEE SAVINGS PLAN FOR SALARIED EMPLOYEES
                          (January 1, 1997 Restatement)


         The Goodyear Tire & Rubber Company Employee Savings Plan for Salaried
Employees (the "Plan"), originally established effective as of July 1, 1984,
amended and restated most recently as of January 1, 1997, and amended on two
previous occasions, on December 18, 1998, and December 22, 1998, is hereby
further amended in the respects hereinafter set forth.

         1.       Section 2.1(i) of the Plan is amended effective as of January
                  1, 1999, to provide as follows:

                  (i)      An "Employee" shall mean a domestic employee, as
                           hereinafter defined, other than any such employee (i)
                           who is a "leased employee," as hereinafter defined,
                           (ii) who is covered by a collective bargaining
                           agreement unless such agreement or the Plan
                           specifically provides for coverage by the Plan, (iii)
                           who has the job description of "service worker," or
                           (iv) who is located and serving at a location
                           operating under the Brad Ragan name; a "domestic
                           employee" shall mean any officer or salaried employee
                           of an Employer who is located and serving within the
                           continental United States, Alaska, or Hawaii. For the
                           purposes hereof, a "salaried employee" shall include
                           only an employee who has been designated as such in
                           accordance with the policy of his Employer, which
                           policy shall be applied on a uniform and
                           non-discriminatory basis. A "leased employee" shall
                           mean any person who performs services for an Employer
                           (the "recipient") (other than an employee of the
                           recipient) pursuant to an agreement between the
                           recipient and any other person (the "leasing
                           organization") on a substantially full-time basis for
                           a period of at least one year, provided that such
                           services are performed under primary direction or
                           control by the recipient. Any leased employee, other
                           than an "excludable leased employee," shall be
                           treated as an employee fo the Employer for which he
                           performs services for all purposes of the Plan with
                           respect to the provisions of Sections 401(a)(3), (4),
                           (7), and (16),



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                           and 408(k), 410, 411, 415, and 416 of the Code;
                           provided, however, that no leased employee shall
                           accrue a benefit hereunder based on service as a
                           leased employee except as otherwise specifically
                           provided in the Plan. An "excludable leased employee"
                           means any leased employee of the recipient who is
                           covered by a money purchase pension plan maintained
                           by the leasing organization which provides for (i) a
                           nonintegrated employer contribution on behalf of each
                           participant in the plan equal to at least 10 percent
                           of compensation, (ii) full and immediate vesting, and
                           (iii) immediate participation by employees of the
                           leasing organization (other than employees who
                           perform substantially all of their services for the
                           leasing organization or whose compensation from the
                           leasing organization in each plan year during the
                           four-year period ending with the plan year is less
                           than $1,000); provided, however, that leased
                           employees do not constitute more than 20% of the
                           recipient's nonhighly compensated workforce.

         2.       A new Article XXII is added to the Plan to provide as follows:


                                  ARTICLE XXII

               MERGER OF CELERON CORPORATION EMPLOYEE SAVINGS PLAN


22.1     MERGER OF PLANS.

         Effective as of the close of business on December 31, 1999, the Celeron
         Corporation Employee Savings Plan (the "Celeron Plan"), maintained
         under a plan document amended and restated effective January 1, 1997,
         is hereby merged into and made a part of the Plan, and the trust
         maintained in connection with the Celeron Plan is hereby merged into
         and made a part of the Trust. Each person who was a participant or
         former participant in the Celeron Plan on December 31, 1999, shall
         become a Participant or Former Participant in the Plan on January 1,
         2000, and on and after January 1, 2000, the provisions of this Article
         XXII and the Plan shall govern with rspect to the interests of the
         participants and former participants in the Celeron Plan.

22.2     ESTABLISHMENT OF SEPARATE ACCOUNTS AND SUB-ACCOUNTS.

         As soon as possible after January 1, 2000, and after the assets of the
         trust maintained in connection with the Celeron Plan have been received
         by the Trustee, separate accounts and sub-accounts shall be established
         in the name of each person who had a separate account under the Celeron
         Plan on December 31, 1999. There shall be credited to each separate
         account an amount equal to such

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         person's prior separate account balance under the Celeron Plan as of
         December 31, 1999, and to each sub-account an amount equal to such
         person's prior separate sub-account balance of the corresponding type
         under the Celeron Plan as of December 31, 1999.

                                     * * *

         EXECUTED at Akron, Ohio, this 21st day of December, 1999.


                                            THE GOODYEAR TIRE & RUBBER COMPANY

                                                /s/ Donald D. Harper
                                            By: ________________________________
                                                        Vice President

Attest:

/s/ P.A. Kemph
------------------------------
     Assistant Secretary


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