Exhibit 10(a)


                           ALBERTO-CULVER COMPANY

                         MANAGEMENT INCENTIVE PLAN

                   (as amended through November 20, 1997)


1. Establishment.  Alberto-Culver  Company and its subsidiaries hereby establish
   the  Management  Incentive  Plan  ("MIP") for key  salaried  employees of the
   Company.  The MIP provides for annual awards to be made to Participants based
   upon the achievement of financial and non-financial  performance  objectives.
   This MIP is established as an unfunded,  non-qualified  deferred compensation
   plan  intended for the benefit of  employees  who are among a select group of
   management and/or highly compensated participants.  Nothing contained in this
   MIP and no action taken  pursuant to the  provisions of this MIP shall create
   or be  construed to create a trust of any kind,  or a fiduciary  relationship
   between the Company and the  Participant,  his designated  beneficiary or any
   other person.  Any funds which may be invested  under the  provisions of this
   MIP shall continue for all purposes to be a part of the general assets of the
   Company  and no  person  other  than  the  Company  shall  by  virtue  of the
   provisions  of this MIP have any  interest in such funds.  To the extent that
   any person  acquires a right to receive  payments from the Company under this
   MIP, such right shall be no greater than the right of any  unsecured  general
   creditor of the Company.

2. Purpose. The purpose of the MIP is to attract and retain in the employ of the
   Company persons possessing  outstanding  management skills and competence who
   will  contribute  substantially  to the  success of the  Company.  The MIP is
   intended to provide incentives to such persons to exert their maximum efforts
   on behalf of the Company by rewarding them with additional  compensation when
   the Company and the  Participant  have achieved the financial and  individual
   business objectives, respectively, provided for in the MIP.

3. Effective  Date and  Performance  Periods.  The effective  date of the MIP is
   October 1, 1994, subject to stockholder approval.  The Plan Year shall be the
   12  consecutive-month  period ending September 30, 1995 and each September 30
   thereafter.  The MIP will  continue in effect until and unless  terminated by
   the Board of Directors.

4. Definitions. The definition of key terms are as follows:

   a.   "Change in Control" shall have the meaning set forth in Section 14.d.1.

   b.   "Committee"  means the Compensation  Committee of the Board of Directors
        of the  Company,  consisting  solely of  outside  directors  within  the
        meaning of Section  162(m) of the Internal  Revenue Code of 1986 and the
        rules and regulations thereunder.


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   c. "Company" means Alberto-Culver Company or a Subsidiary.

   d.   "Covered  Employee" means the Chief Executive  Officer and the four most
        highly  compensated  executives (other than the Chief Executive Officer)
        within the meaning of Section  162(m) of the  Internal  Revenue  Code of
        1986, as amended, and the rules and regulations  thereunder,  as applied
        to  the  previous  Fiscal  Year  or  any  person  so  designated  by the
        Committee.

   e.   "Employee"  means any person,  including an officer or director,  who is
        employed  on a  permanent,  full-time  basis by, and  receives a regular
        salary from, the Company.

   f. "Exempt  Person" and "Exempt  Persons" shall have the meaning set forth in
       Section 14.d.2.

   g. "Incumbent Board" shall have the meaning set forth in Section 14.d.3.

   h.   "Individual  Business Objectives" means the objectives as set forth in a
        letter of recommendation  prepared by the Participant and agreed upon by
        the Committee.

   i. "Participant"  means any Employee of the Company who has been  selected to
      participate in the MIP.

   j. "Plan Year" shall be the  Company's  fiscal year for  financial  reporting
      purposes (i.e., the 12 consecutive-month period ended September 30).

   k.   "Subsidiary"  means any  corporation in which the Company owns (directly
        or indirectly) 50% or more of the outstanding stock entitled to vote for
        directors.

   l. "Base  Salary"  means (i) with  respect  to a Covered  Employee,  the base
      compensation payable to a Participant during the Plan Year as fixed by the
      Compensation Committee on the last day of the previous Plan Year; and (ii)
      with respect to all other Participants,  the base compensation paid to the
      Participant  during the Plan Year,  exclusive of the amounts payable under
      this MIP, the value of stock options and fringe benefits, but inclusive of
      the amount of base  compensation  deferred under the Company's 401(k) plan
      or other deferred compensation plans.

   m.   "Bonus Award Opportunity" means the annual award, stated as a percent of
        Base  Salary,   which  would  be  earned  if  financial  and  individual
        objectives are exactly achieved.



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   n.   "Profit  Center"  means a division or Subsidiary of the Company which is
        responsible for preparing and submitting annual sales and pre-tax profit
        (loss) objectives.

5. Eligibility. Participation in the MIP is limited to key salaried employees of
   the  Company  and its  Subsidiaries.  Each Plan  Year,  the  Committee  shall
   designate in writing those eligible Employees who will participate in the MIP
   during  that Plan Year.  In the event an  employee  who would be  eligible to
   participant  in the MIP is hired after the  beginning  of the Plan Year,  the
   Committee  may, but need not,  designate  such employee as a Participant  for
   such Plan Year;  provided,  however,  that no  employee  shall be eligible to
   participate in the MIP for any Plan Year in which he or she was employed with
   the  Company  for less  than four  months.  In the  event a new  employee  is
   designated as a Participant,  the Committee shall assign such new Participant
   his or her Bonus Award Opportunity for the remaining portion of the Plan Year
   and notify the new Participant of the financial  performance goals and his or
   her Individual Business Objectives on which any cash award will be based. The
   Committee shall make such  adjustments to the new  Participant's  actual cash
   award as the Committee  deems  necessary or  appropriate to take into account
   the fact that such Participant was not employed for the entire Plan Year.

6. Award Opportunities. Within 90 days following the beginning of the Plan Year,
   each  Participant  will be  assigned a Bonus Award  Opportunity  for the Plan
   Year.  Actual awards can range from 0% to 150% of the Bonus Award Opportunity
   based  on  actual   performance   compared  to  the  performance   objectives
   established for the Plan Year. The total Bonus Award  Opportunity will relate
   to the  performance of the Company,  one or more Profit  Centers,  Individual
   Business Objectives or any combination thereof.  Notwithstanding  anything to
   the contrary  hereinabove set forth in this Section 6 or in Section 8 or 9 of
   the MIP,  but subject in all  respects  to Sections 7 and 14 of the MIP,  any
   Bonus  Award  Opportunity  and the amount of any annual  award,  other than a
   Change in Control Award (as such term is defined in Section 14.b of the MIP),
   payable to any Participant  other than a Covered Employee may be increased or
   decreased as the Committee, in its sole discretion,  shall determine based on
   such factors and circumstances as the Committee shall deem appropriate."

7. Maximum Award  Payable.  The maximum amount payable under the MIP to a single
   Participant may not exceed $2.5 million per fiscal year of the Company.

8. Financial Performance  Objectives.  Within 90 days following the beginning of
   the Plan Year,  the Company and each  Profit  Center will be assigned  one or
   more financial performance objectives  representing the goals for the Company
   or the Profit Center for the Plan Year. Financial performance objectives will
   be based upon sales and  pre-tax  earnings.  For each  financial  performance
   objective, three levels of performance will be established:

   -- Target  Level.  For  performance  equal to the target  level,  50% of that
      portion  of the  Bonus  Award  Opportunity  assigned  to  the  performance
      objective will be earned. Below this level of performance, no annual award
      will be earned relative to this performance  objective except as otherwise
      determined by the Committee  pursuant to Section 6 of the MIP with respect
      to any Participant other than a Covered Employee.


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   -- Goal Level.  For performance equal to the goal level, 100% of that portion
      of the Bonus Award Opportunity assigned to the performance objective will 
      be earned.

   -- Super Bonus Level.  For performance equal to the super bonus level, 150%
      of that portion of the Bonus Award Opportunity assigned to the performanc
      objective will be earned.

   Each  Participant  will be  notified  in  writing  of his or her Bonus  Award
   Opportunity, the performance objectives set for the Company and/or his or her
   Profit  Center,  if  applicable,  and the  portion of his or her Bonus  Award
   Opportunity allocated to the Participant's Individual Business Objectives, if
   any.

   If actual  performance  falls  between  the target and goal or goal and super
   bonus levels,  the percentage of the Bonus Award  Opportunity  earned will be
   determined using arithmetic interpolation.

   At the end of each Plan Year, the Committee  shall certify whether or not the
   performance  objectives  have been  attained by each  Participant.  Except as
   otherwise provided in Section 14.a. hereof, no cash award may be payable to a
   Participant prior to such certification.

   The Committee shall have the sole authority to set all financial  performance
   objectives and to modify such  financial  performance  objectives  during the
   Plan Year as deemed appropriate;  provided,  however,  that the Committee may
   not modify the performance objectives during a Plan Year to increase the cash
   award payable to a Covered Employee.

9. Individual Business Objectives.  The Committee,  at its sole discretion,  may
   allocate a portion of a  Participant's  Bonus Award  Opportunity for the Plan
   Year to the Participant's Individual Business Objectives. The three levels of
   performance established for the financial performance objectives in Section 8
   hereof will also be applicable to the Individual Business Objectives.

10. Administration--Powers and Duties of the Committee.

   a. Administration.  The Committee shall be responsible for the administration
   of the MIP. The Committee, by majority action, is authorized to interpret the
   MIP, to prescribe,  amend, and rescind rules and regulations  relating to the
   MIP, to provide for conditions and assurances  deemed  necessary or advisable
   to protect the  interest of the Company and to make all other  determinations
   necessary or advisable  for the  administration  of the MIP.  Determinations,
   interpretations,  or other actions made or taken by the Committee pursuant to
   the  provisions of the MIP shall be final and binding and  conclusive for all
   purposes and upon all persons whomsoever. No member of the Committee shall be
   liable for any action or determination made in good faith with respect to the
   MIP or any annual award made hereunder.

   b. Amendment, Modification, and Termination of MIP. The Board of Directors or
   the Committee may at any time  terminate,  and from time to time may amend or
   modify the MIP,  except that no amendment by the Committee shall increase the
   amount of an annual award payable to a Participant  or class of  Participants
   or allow a member of the Committee to be a  Participant.  Termination  of the
   MIP shall not be effective with respect to the Plan Year in which it occurs.

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11.   Payment of Annual Award.

   a.  Payment  of  Award.  The  Company  shall  pay  the  annual  award  to the
   Participant as soon after the end of the Plan Year as the amount of the award
   can  practicably be determined  and certified by the Committee,  but no later
   than December 15th of each year.

   b. Changes in Employment  Status.  If a Participant's  employment  terminates
   during  a Plan  Year or  after  the end of the Plan  Year,  but  prior to the
   payment of the annual award,  no award will be payable for that Plan Year. If
   the  Participant's  employment  terminates during the Plan Year due to death,
   disability or  retirement,  the Committee  shall have the sole  authority and
   discretion to award a Participant  (or his or her  beneficiary)  a portion of
   the annual award that would otherwise be payable.

c.  Deferral of Award.  A  Participant  may, in writing filed with the Committee
within 15 days following the receipt of his or her participant letter,  elect to
defer payment of all or a portion of his or her annual award so that it shall be
paid in not more than ten equal annual installments commencing the January 15th,
or such other date selected by the  Participant  and approved by the  Committee,
following  his or her (i)  retirement  or  termination  of  employment  with the
Company or (ii) attainment of the age specified by the Participant.  In no event
shall any election to defer  commence on a date sooner than three years from the
date  of the  applicable  participant  letter.  Such  election  to  defer  shall
designate the number of annual  installments and the timing of such installments
and shall be irrevocable.  If such election fails to specify a time for payment,
such  payment  shall be paid in a lump sum on the  January  15th  following  the
Participant's  retirement or  termination  of employment  with the Company.  The
Committee,  in its  sole  discretion,  at any  time,  or from  time to time  may
accelerate any distribution  which would otherwise be deferred in the case of an
unforeseeable  event in a manner  consistent with the Internal  Revenue Code and
the Rules and Regulations  thereunder  pertaining to the deferral of income. The
deferral of any annual award shall not be less than $10,000, which amount may be
changed by the Committee from time to time in its sole discretion.

   d.  Interest  Payable  on  Deferred  Payments.  Any  annual  award to which a
   Participant   shall  have  elected  deferred  payment  hereunder  shall  bear
   interest,  compounded annually, at the prime rate of interest as such rate is
   set,  from time to time,  by the First  National  Bank of Chicago,  but in no
   event  shall such rate exceed 10%.  The amount on which this  interest  shall
   accrue  shall be the net  deferred  amount  after the payment of  withholding
   payroll  taxes,  if any. A separate  accounting  shall be maintained for each
   Participant with respect to the deferred payments hereunder.

   e. Investment in Alberto-Culver  Company Stock. As an additional  alternative
to lump sum cash payment and at any time prior to  distribution,  a  Participant
may elect to have all or a portion of his or her annual award,  less withholding
taxes, invested in Alberto-Culver Company common stock under the Company's stock
purchase plan, but this shall not constitute a deferred  payment for purposes of
this MIP.

12.   Beneficiary.  If a  Participant  dies before  receiving  the annual  award
      and/or any  previously  deferred  awards to which he or she is entitled to
      under the MIP, such awards shall be paid to

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      such  person whom the  Participant  has  designated  by an  instrument  in
      writing,  and in a form acceptable to the Board of Directors,  executed by
      the  Participant  and  delivered  to the Board of Directors in care of the
      Secretary  of  the  Company  during  the  Participant's   lifetime.   Such
      designation  may be revoked or  modified by the  Participant  from time to
      time by an  instrument  in  writing in a form  acceptable  to the Board of
      Directors,  executed  by the  Participant  and  delivered  to the Board of
      Directors in care of the Secretary of the Company during the Participant's
      lifetime.  If no such  designation is delivered to the Board of Directors,
      or if no such  designated  beneficiary  is then  living,  the annual award
      shall be paid to the surviving spouse of the Participant,  or in the event
      there is no such surviving spouse, to the estate of the Participant.

13.   Withholding Payroll Taxes. To the extent required by the laws in effect at
      the time  payments are made,  the Company  shall  withhold from the annual
      cash,  stock or  deferred  award made  hereunder  an amount  necessary  to
      satisfy any taxes  required to be withheld  for federal,  state,  or local
      governmental purposes.

14.    Change in Control.

   a.  Application.  Notwithstanding  any  other  provision  of  the  Plan,  the
   provisions of this Section 14 shall apply on and after the date that a Change
   in Control (as defined in Section  14.d.1.)  occurs.  Any award  payable to a
   Participant  pursuant to this  Section 14 for a Plan Year shall be in lieu of
   any award otherwise payable under the Plan.

   b. Determination of Awards. Upon the occurrence of a Change in Control,  each
Participant  shall be eligible to receive an award (a "Change in Control Award")
equal  to (i) an  annual  amount  calculated  based on the  assumption  that the
financial  performance of the Company or Profit Center,  as the case may be, and
the achievement of the Participant's Individual Business Objectives, if any, are
each equal to the "Goal  Level" for such Plan Year as  described in Section 8 of
the Plan, multiplied by (ii) a fraction, the numerator of which is the number of
whole  months  that  have  elapsed  in the Plan Year as of the date on which the
Change in Control  occurs  (including  the month in which such Change in Control
occurs  if the date of such  Change  in  Control  is on or after the 16th of the
month), and the denominator of which is twelve. The amount of any such Change in
Control Award shall not be subject to revision or adjustment.

   c.  Payment of Awards.

      1. Payment.  Notwithstanding  anything in this Plan to the contrary,  each
      Participant (or  Beneficiary  thereof) shall be paid the Change in Control
      Award,  determined  pursuant to Section 14.b., no later than 30 days after
      the date of the occurrence of the Change in Control (the "Payment  Date"),
      in the form of a single  lump sum cash  payment.  Such award  shall not be
      subject to forfeiture for any reason.

      2. Interest on Late Payment. If any amount to be paid to a Participant (or
      Beneficiary  thereof)  pursuant to Section 14.c.1.  is not paid in full by
      the Payment Date, then the Company shall also pay to that  Participant (or
      Beneficiary) interest on the unpaid amount for the period beginning on the
      Payment  Date and ending on the date that the amount is paid in full.  The
      amount of

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      interest to be paid to a Participant (or Beneficiary  thereof) pursuant to
      this Section  14.c.2.  shall be computed using an annual rate equal to two
      percent  above the prime  rate from time to time in effect,  as  published
      under  "Money  Rates" in The Wall Street  Journal,  but in no event higher
      than the maximum legal rate  permissible  under  applicable law.  Payments
      received by a Participant (or Beneficiary thereof) under the Plan shall be
      credited first against accrued interest until all accrued interest is paid
      in full  before any such  payment is credited  against the amount  payable
      pursuant to Section 14.c.1.

   d.   Definitions.

      1. The term "Change in Control" means:

        A.  The occurrence of any one or more of the following events:

        (I)   The acquisition by any individual, entity or group (a "Person"), 
              including any "person" within the meaning of Section 13(d)(3) or 
              14(d)(2) of the Securities Exchange Act of 1934, as amended (the
              "Exchange Act"), of beneficial ownership within the meaning of
              Rule 13d-3 promulgated under the Exchange Act of both (x) 20% or
              more of the combined voting power of the then outstanding 
              securities of the Company entitled to vote generally in the elec- 
              tion of directors (the "Outstanding Company Voting Securities")
              and (y) combined voting power of Outstanding Company Voting Secur-
              ities in excess of the combined voting power of the Outstanding 
              Company Voting Securities held by the Exempt Persons (as such term
              is defined in Section 14.d.2.); provided, however, that a Change 
              in Control shall not result from an acquisition of Company Voting
              Securities:

        (a)   directly from the Company, except as otherwise provided in Section
              14.d.1.B(i);

        (b)   by  the   Company,  except  as   otherwise   provided  in  Section
              14.d.1.B(ii);

        (c)   by an Exempt Person;

        (d)   by an  employee  benefit  plan (or  related  trust)  sponsored  or
              maintained  by the Company or any  corporation  controlled  by the
              Company; or

        (e)   by  any  corporation  pursuant  to  a  reorganization,  merger  or
              consolidation  involving the Company,  if,  immediately after such
              reorganization,  merger or  consolidation,  each of the conditions
              described in clauses (a) and (b) of Section 14.d.1.A(iii) shall be
              satisfied.

              (ii) The  cessation for any reason of the members of the Incumbent
              Board (as such term is  defined  below) to  constitute  at least a
              majority of the Board of Directors.

              (iii)   Approval  by  the   stockholders   of  the  Company  of  a
              reorganization,  merger or consolidation unless, in any such case,
              immediately after such reorganization, merger or consolidation:

        (a)   more than 60% of the combined voting power of the then outstanding
              securities of the

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              corporation   resulting  from  such   reorganization,   merger  or
              consolidation  entitled  to  vote  generally  in the  election  of
              directors is then beneficially owned,  directly or indirectly,  by
              all or  substantially  all of the individuals or entities who were
              the beneficial  owners of the combined  voting power of all of the
              Outstanding  Company Voting  Securities  immediately prior to such
              reorganization, merger or consolidation; and

        (b)   at least a majority  of the members of the board of  directors  of
              the  corporation  resulting  from such  reorganization,  merger or
              consolidation  were members of the Incumbent  Board at the time of
              the  execution of the initial  agreement or action of the Board of
              Directors   providing   for   such   reorganization,   merger   or
              consolidation.

              (iv)  Approval by the  stockholders  of the Company of the sale or
              other disposition of all or substantially all of the assets of the
              Company  other  than (x)  pursuant  to a  tax-free  spin-off  of a
              subsidiary  or  other  business  unit of the  Company  or (y) to a
              corporation with respect to which,  immediately after such sale or
              other disposition:

        (a)   more than 60% of the combined voting power of the then outstanding
              securities  thereof  entitled to vote generally in the election of
              directors is then beneficially owned,  directly or indirectly,  by
              all or substantially  all of the individuals and entities who were
              the beneficial  owners of the combined  voting power of all of the
              Outstanding  Company Voting  Securities  immediately prior to such
              sale or other disposition; and

        (b)   at least a  majority  of the  members  of the  board of  directors
              thereof  were  members of the  Incumbent  Board at the time of the
              execution  of the  initial  agreement  or  action  of the Board of
              Directors providing for such sale or other disposition.

              (v)  Approval  by the  stockholders  of the  Company  of a plan of
              complete liquidation or dissolution of the Company.

        B. Notwithstanding the provisions of Section 14.d.1.A(i):

              (i) no acquisition of Company Voting  Securities  shall be subject
              to  the  exception  from  the  definition  of  Change  in  Control
              contained in clause (a) of Section 14.d.1.A(i) if such acquisition
              results from the exercise of an exercise,  conversion  or exchange
              privilege  unless the security  being so  exercised,  converted or
              exchanged was acquired directly from the Company; and

              (ii) for  purposes  of clause (b) of Section  14.d.1.A(i),  if any
              Person  (other than the Company,  an Exempt Person or any employee
              benefit plan (or related  trust)  sponsored or  maintained  by the
              Company or any  corporation  controlled by the Company)  shall, by
              reason of an  acquisition  of  Company  Voting  Securities  by the
              Company,  become  the  beneficial  owner of (x) 20% or more of the
              combined voting power of the Outstanding Company Voting Securities
              and (y)  combined  voting  power  of  Outstanding  Company  Voting
              Securities  in  excess  of  the  combined   voting  power  of  the
              Outstanding  Company Voting Securities held by the Exempt Persons,
              and such Person shall,  after such  acquisition  of Company Voting
              Securities by the Company, become the beneficial owner

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              of any additional  Outstanding  Company Voting Securities and such
              beneficial  ownership  is  publicly  announced,   such  additional
              beneficial ownership shall constitute a Change in Control.

        2. The term "Exempt  Person" (and  collectively,  the "Exempt  Persons")
           means:

              A. Leonard H. Lavin or Bernice E. Lavin;

              B. any  descendant of Leonard H. Lavin and Bernice E. Lavin or the
                 spouse of any such descendant;

              C. the estate of any of the persons described in Section 14.d.2.A.
                 or B.;

              D. any trust or similar arrangement for the benefit of any person 
                 described in Section 14.d.2.A. or B.; or

              E. the  Lavin   Family   Foundation   or  any  other   charitable
                 organization  established  by  any  person  described  in 
                 Section  14.d.2.A. or B.

        3. The term "Incumbent Board" means those individuals who, as of October
        24, 1996, constitute the Board of Directors, provided that:



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              A. any individual who becomes a director of the Company subsequent
              to such date whose  election,  or  nomination  for election by the
              Company's  stockholders,  was  approved  either  by the vote of at
              least a majority of the directors  then  comprising  the Incumbent
              Board or by the vote of at least a majority of the combined voting
              power of the  Outstanding  Company Voting  Securities  held by the
              Exempt  Persons  shall be  deemed  to have  been a  member  of the
              Incumbent Board; and

              B. no individual  who was  initially  elected as a director of the
              Company as a result of an actual or threatened  election  contest,
              as  such  terms  are  used  in  Rule  14a-11  of  Regulation   14A
              promulgated  under  the  Exchange  Act,  or any  other  actual  or
              threatened  solicitation of proxies or consents by or on behalf of
              any Person other than the Board of Directors or the Exempt Persons
              shall be deemed to have been a member of the Incumbent Board.

15.   No Employment Rights. Nothing in this MIP shall interfere with or limit in
      any way the right of the Company to terminate any Participant's employment
      at any time for any reason,  or confer upon any  Participant  any right to
      continue in the employ of the Company or its Subsidiaries.

16.   Non-Assignability.   Except  as  provided  herein  upon  the  death  of  a
      Participant,  no right or interest of a  Participant  in any annual  award
      shall be (a)  assignable  or  transferable  in  whole  or in part,  either
      directly  or by  operation  of  law  or  otherwise;  (b)  subject  to  any
      obligation  or  liability  of any  person;  or (c)  subject  to seizure or
      assignment or transfer through execution,  levy, garnishment,  attachment,
      pledge, bankruptcy, or in any other manner.

17.   Stockholder  Adoption.  The MIP shall be submitted to the  stockholders of
      the  Company for their  approval  and  adoption  at the annual  meeting of
      stockholders to be held on January 26, 1995, or any  adjournment  thereof.
      No award shall be payable  hereunder  unless and until the MIP has been so
      approved  and  adopted.   Thereafter,   the  MIP  shall  be  submitted  to
      stockholders for reapproval every five years.









































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