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                                                                EXHIBIT 10.20


                             SPLIT DOLLAR ASSIGNMENT



INSURER:          Protective Life Insurance Company

INSURED:          Daryl R. Lindemann

POLICY NO.:       B00212920



         THIS ASSIGNMENT is made by the undersigned Owner effective this 10th
day of October, 1993.

DEFINITIONS:

A.       "Assignee":  Morton Metalcraft Co., an Illinois corporation,
         with principal offices at 1021 West Birchwood, Morton,
         Illinois 61550-0429.

B.       "Owner":  Daryl R. Lindemann.

C.       "Policy": The following policy of insurance issued by the Insurer on
         the life the Insured, together with any supplementary contracts issued
         in conjunction therewith:
         Policy No.: B00212920
         Face Amount: $300,000.00

D.       "Policy Interest": The Assignee's Policy Interest shall be as set forth
         in the Split Dollar Insurance Agreement. The Insurer shall be entitled
         to rely on the Assignee's certification of the amount of its Policy
         Interest.

E.       "Split Dollar Agreement":  That certain Agreement of even date
         herewith, between the Owner and the Assignee.  The Insurer is
         not bound by nor deemed to have notice of the provisions of
         the Split Dollar Insurance Agreement.


RECITALS:

A.       Under the Split Dollar Insurance Agreement, the Assignee has agreed to
         join with the Owner in payment of premiums on the Policy.

B.       In consideration of such premium payments by the Assignee, the Owner
         here intends to grant the Assignee certain limited interests in the
         Policy.

THEREFORE, for value received, it is agreed:




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         1. Assignment. The Owner hereby assigns, transfers and sets over to the
Assignee, its successors and assigns, the following specific rights in the
Policy and subject to the following terms and conditions:

                  A. The right to realize against the cash value of the Policy
         an amount equal to the unearned portion of the premiums paid by it and
         the amount in the unearned premium account in the event of the Policy's
         surrender by the Owner.

                  B. The right to realize against proceeds of the Policy, to the
         extent of its Policy Interest, in the event of the Insured's death.

         2. Retained Rights. Except as expressly provided in Section 1, the
Owner retains all rights under the Policy including, but not limited to, the
exclusive right to surrender and to borrow against the Policy without the
consent of the Assignee.

         3. Insurer. The Insurer is hereby authorized to recognize, and is fully
protected in recognizing:

                  A. The claims of the Assignee to rights hereunder, without
         investigating the reasons for such action by the Assignee, or the
         validity of the amount of such claims.

                  B. The Owner's request for surrender of the Policy without the
         consent of the Assignee. Upon the surrender, the Policy shall be
         terminated and of no further force or effect.

         4.       Release of Assignment.  Upon payment to the Assignee of
its Policy Interest, the Assignee shall execute a written release
of this Assignment.

         IN WITNESS WHEREOF, the Owner and Assignee have executed this
Assignment on the date first above written.


                                    Daryl R. Lindemann    
                                    -----------------------------------
                                    Daryl R. Lindemann, Owner

ATTEST:                             MORTON METALCRAFT CO.,
                                    Assignee


By:Daryl R. Lindemann               By: William D. Morton, II           
   --------------------------          ---------------------------------   
   Daryl R. Lindemann,                 William D. Morton, II,
   Secretary                                   President



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STATE OF ILLINOIS          )
                           ) SS.
COUNTY OF TAZEWELL         )

         I, the undersigned authority, in and for said County, in said State,
hereby certify that Daryl R. Lindemann whose name is signed to the foregoing
assignment and who is known to me, acknowledged before me on this day that,
being informed of the contents of the assignment, Daryl R. Lindemann executed
the same voluntarily on the day the same bears date.

         Given under my hand and official seal this 10th day of
October, 1993.

                                                        Judith A. Heisel
---------------------------------------         ------------------------------
          "OFFICIAL SEAL"                                Notary Public
         Judith A. Heisel
Notary Public, State of Illinois
My Commission Expires 07/08/97
---------------------------------------

                                   ACCEPTANCE


         This Assignment was received and recorded by Protective Life Insurance
Company on the 23rd day of February, 1995.


                                    PROTECTIVE LIFE INSURANCE COMPANY


                                    By: Denise M. Johnson         
                                       --------------------------------
                                       Its Policy Service Analyst
                                          -----------------------------




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