EXHIBIT ........
                      VISKASE CORPORATION
                      SEVERANCE PAY POLICY

Viskase Corporation (the "Company") hereby adopts the Viskase
Corporation Severance Pay Policy (this "Policy"), effective as of
December 1, 1999.

A.     Covered Employees
       -----------------
All full-time salaried Management Incentive Plan ("MIP")
participants, and those employees listed on Attachment A, employed
by the Company or its subsidiaries at the time of a Change of
Control (as defined herein) are covered by this Policy
("Employees").

B.     Eligibility
       -----------
       (1)     In the event of a Change of Control (other than a
               sale of the Company's specialty plastic films
               business), an Employee shall be eligible for the
               severance pay set forth in this Policy for a period
               of twenty-four (24) months following a Change of
               Control upon the occurrence of one of the following
               events:

               (a)     any involuntary separation of employment
                       from the Company for any reason other than
                       death, disability or willful misconduct on
                       the part of the Employee;

              (b)     any voluntary separation of employment from
                      the Company following a reduction in the
                      Employee's base compensation and incentive
                      bonus opportunity from that in effect on the
                      day immediately before the effective date of
                      the Change of Control;

              (c)     any voluntary separation of employment from
                      the Company following a reduction in the
                      Employee's principal responsibilities from
                      those in effect on the day immediately before
                      the effective date of the Change of Control;
                      or

              (d)     any change in the Employee's work location
                      that is different than that on the day
                      immediately before the effective date of the
                      Change of Control by more than fifty (50)
                      miles, except for those Employees who, on a
                      project basis, would normally change
                      location.

        (2)     In the event of a Change of Control involving the
                sale of the Company's specialty plastic films
                business, casings business, or both, an Employee
                who accepts employment with the purchaser of one of
                the Company's businesses following such Change of
                Control shall be eligible for a period of
                twenty-four (24) months following a Change of
                Control for the severance pay set forth in this
                Policy upon the occurrence of one of the following
                events:

               (a)    any involuntary separation of employment
                      from the purchaser for any reason other than
                      death, disability or willful misconduct on
                      the part of the Employee;

               (b)    any voluntary separation of employment from
                      the purchaser following a reduction in the
                      Employee's base compensation and incentive
                      bonus opportunity from that in effect on the
                      day immediately before the effective date of
                      the Change of Control;

              (c)     any voluntary separation of employment from
                      the purchaser following a reduction in the
                      Employee's principal responsibilities from
                      those in effect on the day immediately before
                      the effective date of the Change of Control;
                      or

              (d)     any change in the Employee's work location
                      that is different by more than fifty (50)
                      miles than the location at which the Employee
                      accepts employment with the purchaser (i.e.,
                      relocation agreed to as a part of initial
                      employment with purchaser would not trigger
                      severance obligations hereunder).


        (3)     If an Employee is designated by the Company as
                being part of the business being sold and is not
                offered employment by the purchaser or does not
                accept employment with the purchaser, such Employee
                shall be eligible for severance benefits hereunder
                if such Employee's employment with the Company is
                terminated on the closing date of the sale of the
                business being sold.

                Notwithstanding anything contained herein to the
                contrary, an Employee who accepts employment with
                the purchaser of one of the Company's businesses
                (whether immediately after the purchase of the
                business being sold or after the end of working for
                the purchaser on a temporary basis), shall not be
                entitled to any severance or other benefits under
                this Policy unless and until an event specified in
                Section B(2) above occurs.  Similarly, with respect
                to any persons who accept temporary employment with
                a purchaser or otherwise provides services to a
                purchaser on a temporary basis, no severance
                benefits shall be payable hereunder until and if
                such person ceases employment or providing services
                to the purchaser.

C.     Amount of Severance Pay
       -----------------------
       An Employee eligible for severance pay under Section B shall
       receive the following:

       (1)     Cash Payment

               (a)    Management Incentive Plan Participants,
                      ---------------------------------------
                      Levels I-P and Level I
                      ----------------------
                      An amount equivalent to eighteen (18) months
                      salary (at the highest annual rate in effect
                      during the three-year period prior to
                      termination), plus a pro-rata share of any
                      bonus earned under the MIP or any comparable
                      plan in effect at the time of termination.

              (b)     Management Incentive Plan Participants,
                      ---------------------------------------
                      Levels II and III
                      -----------------
                      An amount equivalent to twelve (12) months
                      salary (at the highest annual rate in effect
                      during the three-year period prior to
                      termination), plus a pro-rata share of any
                      bonus earned under the MIP or any comparable
                      plan in effect at the time of termination.


               (c)    Management Incentive Plan Participants,
                      ---------------------------------------
                      Level IV
                      --------
                      An amount equivalent to six (6) months salary
                      (at the highest annual rate in effect during
                      the three-year period prior to termination),
                      plus a pro-rata share of any bonus earned
                      under the MIP or any comparable plan in
                      effect at the time of termination.


               (d)    Regional Vice Presidents Listed on
                      ----------------------------------
                      Attachment A
                      ------------

                      An amount equal to twelve (12) months salary
                      (at the highest annual rate in effect during
                      the three-year period prior to termination).

              (e)     Other Employees Listed on Attachment A
                      --------------------------------------
                      An amount equal to six (6) months salary (at
                      the highest annual rate in effect during the
                      three-year period prior to termination).


              (f)     Form of Payment
                      ---------------
                      Employees will receive their cash severance
                      payment in semi-monthly installment payments
                      consistent with paragraphs (a), (b), (c), (d)
                      and (e) above and the Company's established
                      payroll procedures for the duration of the
                      severance period.  All cash severance
                      payments will be net of all applicable
                      federal and state withholding taxes.


        (4)     Group Insurance
                ---------------
                Medical, life and dental insurance benefits, if
                any, in effect at the time of termination shall be
                extended to the earlier of when the Employee is
                eligible under another employer's plan or the end
                of the installment payment period.  All other
                insurance coverage (LTD, AD/D, travel/ accident)
                will cease effectiveness as of the conclusion of
                the severed Employee's last day of active
                employment with the Company or any purchaser of one
                of the Company's businesses.

        (5)     Viskase Corporation Retirement Savings Plan
                -------------------------------------------
                Participation in the Viskase Corporation Retirement
                Savings Plan ("SAVE Plan") will cease as of the
                Employee's last day of active employment with the
                Company.  Company contributions to the Plan on
                behalf of such Employee will also cease as of the
                Employee's last day of active employment with the
                Company.  Termination of employment with the
                Company upon a Change of Control will cause an
                acceleration of the vesting provision of the SAVE
                Plan such that the terminated Employee will be one
                hundred percent (100%) vested in the Company's
                contributions on his/her behalf as of the last day
                of the Employee's active employment with the
                Company.
        (6)     Vacation
                --------
                Employees shall receive cash payment for earned but
                not taken vacation in addition to severance pay.
                Payments for earned but not taken vacation shall be
                made at the time of termination of employment from
                the Company, or the purchaser of one of the
                Company's businesses if the Employee accepts
                employment with the purchaser.

        (7)     Outplacement
                ------------
                At the discretion of the Company, outplacement
                services may be provided for Employees in the
                manner determined by the Company.  No payment shall
                be made to an Employee in lieu of outplacement
                services.

D.     Severance Policy Integration
       ----------------------------
       Notwithstanding any provision of this Policy to the
       contrary, the severance benefits and accrued vacation
       payable under this Policy shall be reduced by the severance
       benefits and accrued vacation then payable to an Employee
       under any statute or regulation or any other agreement,
       understanding, plan, policy, program, statute, regulation or
       arrangement of the Company, or a subsidiary of the Company,
       or a purchaser of one of the Company's businesses.  In
       addition, in the event an Employee offered permanent
       employment with the purchaser of one of the Company's
       businesses does not accept such offer but takes a position
       (as an employee or otherwise) with the purchaser on a
       temporary basis the severance payable hereunder shall be
       reduced by an amount equal to 50% of any "stay bonus" or
       similar one-time payment by the purchaser.

E.     Other Company Payments
       ----------------------
       In addition to any severance benefits payable to an Employee
       under this Policy, such Employee shall be entitled to
       receive all benefits payable under any other plan or
       agreement of the Company unrelated to severance benefits.

F.     Change of Control Definition
       ----------------------------
       A "Change of Control" for purposes of this Policy, shall
       mean the occurrence of one of the following events:  (i) any
       person (as such term is used in Sections 13(d) and 14(d) of
       the Securities Exchange Act of 1934 (the "Exchange Act")) is
       or becomes a "beneficial owner" (as defined in Rules 13d-3
       and 13d-5 under the Exchange Act, except that a person shall
       be deemed to have "beneficial ownership" of all shares that
       any such person has the right to acquire whether such right
       is exercisable immediately or only after the passage of
       time); directly or indirectly, of more than 50% of the
       Common Stock of Viskase Companies, Inc., (ii) during any
       period of two consecutive years, individuals who at the
       beginning of such period constituted the Board of Directors
       of Viskase Companies, Inc. (together with any new or
       replacement directors whose election by such board or whose
       nomination for election by the shareholders of Viskase
       Companies, Inc. was approved by a vote of a majority of the
       directors of Viskase Companies, Inc. then still in office
       who were either directors at the beginning of such period or
       whose election or nomination for election was previously so
       approved) cease for any reason to constitute a majority of
       the Board of Directors of Viskase Companies, Inc. then in
       office, or (iii) the sale of the Company's specialty
       plastics films business or casings business, or both.

G.     General Release
       ---------------
       Notwithstanding Section B or any other provision of this
       Policy to the contrary, in order to receive any severance
       pay under this Policy, an Employee must sign a statement, in
       such form as determined by the Company, which releases
       Viskase Companies, Inc., the Company and their subsidiaries,
       shareholders, directors, officers, employees, successors and
       assigns from any existing and future claims except as such
       claims of any nature relate directly to the payment of any
       benefits due under this Policy or any other severance
       benefit.

H.     No Alienation of Severance Benefits
       -----------------------------------
       No interest of an Employee or his spouse or any other
       beneficiary under this Policy, or any right to receive any
       payments or distribution hereunder, shall be subject in any
       manner to sale, transfer, assignment, pledge, attachment,
       garnishment, or other alienation or encumbrance of any kind,
       nor may such interest or right to receive a payment or
       distribution be taken voluntarily or involuntarily, for the
       satisfaction of the obligations or debts of, or other claims
       against, an Employee or his spouse or other beneficiary,
       including claims for alimony, support, separate maintenance,
       and claims of bankruptcy proceedings.

I.     Administration
       --------------
       The President of the Company and the Vice President,
       Administration of Viskase Corporation will be responsible
       for interpreting and assuring the effective administration
       of this Policy.  All exceptions to or interpretations of
       this Policy must be approved in advance.

J.     Duration of Policy
       ------------------
       Subject to the second sentence of this paragraph, this
       Policy may be amended or terminated at any time by the
       Company.  This Policy shall become effective as of December
       1, 1999 and thereafter shall remain in effect until this
       Policy is otherwise amended or terminated by the Company;
       provided, however, that in the event a Change of Control
       occurs during the term of this Policy, the term of this
       Policy shall be deemed to be extended to and including the
       anniversary date twenty-four (24) months following the
       effective date of such Change of Control, but only with
       respect to those Employees affected by such Change of
       Control.

       IN WITNESS WHEREOF, Viskase Companies, Inc. and Viskase
Corporation have caused this instrument to be executed by its duly
authorized officer on December 1, 1999.

                             VISKASE CORPORATION


                             By:
                                ____________________________
                                F. E. Gustafson
                                Chairman of the Board,
                                  President and
                                  Chief Executive Officer
                                  Viskase Companies, Inc.