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                                                                    Exhibit 4(o)

                                AMENDMENT NO. 12
                                       TO
                          THE LINCOLN ELECTRIC COMPANY
                              EMPLOYEE SAVINGS PLAN
                          (EFFECTIVE NOVEMBER 1, 1994)

                  The Lincoln Electric Company, an Ohio corporation, hereby
adopts this Amendment No. 12 to The Lincoln Electric Company Employee Savings
Plan (Effective November 1, 1994) (the "Plan"). The provisions of this Amendment
shall be effective as of the close of business on December 20, 2001, unless
otherwise specifically provided herein.

                                       I.

A new Section shall be added immediately prior to Article I of the Plan to read
as follows:

"Plan History

The Lincoln Electric Company previously sponsored The Lincoln Electric Company
Employee Stock Ownership Plan (the "Frozen Plan.") On July 1, 1997, the Frozen
Plan was merged into The Lincoln Electric Company Employee Savings Plan (the
Plan) and all participant accounts in the Frozen Plan were transferred to the
Plan. These assets are reflected in the ESOP Contributions account under the
Plan.

Effective December 20, 2001, the Plan was amended to provide that the Holdings
Stock Fund is intended to be a stock bonus plan as defined in Treasury
Regulation Section 1.401-1(b)(1)(iii) and a non-leveraged employee stock
ownership plan satisfying the requirements of sections 401(a), 409(e), (h) and
(o), and 4975(e)(7) of the Code. Notwithstanding the foregoing, the ESOP
Contributions Sub-Accounts held under the Plan will continue to reflect only
amounts relating to the Frozen Plan."

                                       II.

Article I of the Plan shall be amended by redesignating Subsection 1.1(28) as
Subsection 1.1(27A) and adding the following new Subsection immediately
following such Subsection 1.1(27A):

         "(28) ESOP: The Holdings Stock Fund which is intended to be a stock
         bonus plan as defined in Treasury Regulation Section 1.401-1(b)(1)(iii)
         and a non-leveraged employee stock ownership plan satisfying the
         requirements of sections 401(a), 409(e), (h) and (o), and 4975(e)(7) of
         the Code."

                                      III.

Section 1.1(31A) of the Plan shall be amended to read as follows:

         "Holdings Stock: Stock that constitutes "qualifying employer
         securities," as defined in section 4975(e)(8) of the Code, including
         voting or non-voting common stock of Lincoln Electric Holding, Inc."

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                                       IV.

Section 1.1(31B) of the Plan shall be amended to read as follows:

         "Holdings Stock Fund: The Investment Fund within the Trust that is
         intended to be invested primarily in Holdings Stock and in which is
         held Holdings Stock allocated to a Member's Account (or Sub-Account)."

                                       V.

Section 1.1(40) of the Plan is hereby amended by adding the following new
sentence at the end thereof:

         "The Plan shall consist of two portions, the ESOP and the remainder of
         the Plan which is a profit sharing plan."

                                       VI.

Article III of the Plan is hereby amended by inserting the following new
Subsection immediately following Section 3.6(5):

         "(6) The portion of the Plan which constitutes an employee stock
         ownership plan, and which is mandatorily desegregated from the balance
         of the Plan pursuant to Treasury Regulation Section 1.401(k)-1(g)(11),
         shall be tested separately under the provisions of this Section 3.6."

                                      VII.

Article III of the Plan is hereby amended by inserting the following new
Subsection immediately following Section 3.7(4):

         "(5) The portion of the Plan which constitutes an employee stock
         ownership plan, and which is mandatorily disaggregated from the balance
         of the Plan pursuant to Treasury Regulation Section
         1.401(m)-1(b)(3)(ii), shall be tested separately under the provisions
         of this Section 3.7.

                                      VIII.

Article III of the Plan is hereby amended by inserting the following new
Subsection immediately following Section 3.8(2):

         "(3) The portion of the Plan which constitutes an employee stock
         ownership plan, and which is mandatory disaggregated from the balance
         of the Plan pursuant to Treasury Regulation Sections 1.401(k) -
         1(g)(11) and 1.401(m) - 1(b)(3)(ii), shall be tested separately under
         the provisions of this section 3.8."

                                       IX.

Section 5.1(1) of the Plan is hereby amended by deleting the last sentence
thereof and substituting therefor the following new sentences:

         "Subject to Section 5.8, dividends, interest and other distributions
         received by the Trustee in respect of each Investment Fund shall be
         reinvested in the same Fund. The Holdings Stock Fund shall be
         maintained as an Investment Fund at all times during which a portion of
         the Plan is intended to constitute an ESOP."

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                                       X.

Section 5.4(1) of the Plan is hereby amended by adding the following new
sentence at the end thereof:

         "In accordance with section 401(a)(28)(C) of the Code, valuation of
         Holdings Stock that is or becomes not readily tradable on an
         established securities market shall be made by an independent appraiser
         who meets the requirements similar to the requirements of the
         regulations prescribed under section 170(a)(1) of the Code."

                                       XI.

Section 5.5 of the Plan is hereby amended by adding the following new sentence
at the end thereof:

         "To the extent not otherwise permitted by the preceding provisions of
         this Section, Members shall be permitted, pursuant to procedures
         established by the Administrative Committee, to diversify the
         investment of that portion of their Account held in the ESOP to the
         extent required by section 401(a)(28)(B) of the Code, provided that
         such members are "qualified participants" within the meaning of section
         401(a)(28) of the Code."

                                      XII.

Article V of the Plan is hereby amended by inserting the following new Section
at the end hereof:

         "5.8 Dividends on Holdings Stock. Notwithstanding any other provision
         of the Plan, cash dividends paid on shares of Holdings Stock in which a
         Member has a Vested Interest that are held in the ESOP as of the record
         date of such dividend shall be, at the election of the Member or his
         Beneficiary, either:

                  (a)      paid by Lincoln Electric Holding, Inc. in cash to the
                           Member or Beneficiary, or, at the discretion of the
                           Administrator, paid by Lincoln Electric Holding, Inc.
                           to the Trust and distributed from the Trust to
                           Members or Beneficiaries, not later than ninety (90)
                           days after the close of the Plan Year in which paid
                           to the Plan; or

                  (b)      paid to the Plan and reinvested in the Holdings Stock
                           Fund.

         In the absence of an effective election under this Subsection 5.4(4),
         dividends on Holdings Stock shall be paid to the Plan and reinvested in
         the Holdings Stock Fund. The Plan Administrator shall determine the
         scope, manner and timing of the elections, dividend payments or
         distributions, and reinvestment in Holdings Stock described herein in
         any manner that is consistent with section 404(k) of the Code and other
         applicable provisions of the Code and ERISA."

                                      XIII.

Article VI of the Plan is hereby amended by redesignating Section 6.11 as
Section 6.11(1) and inserting the following new Subsection immediately following
Section 6.11(1):

         "(2) In accordance with sections 409(h)(4), (5) and (6) of the Code, if
         the Holdings Stock is or becomes not readily tradable on an established
         market, then any Member who is otherwise entitled to a total
         distribution from the Plan shall have the right (hereinafter referred
         to as the "Put Option") to require that his Holdings Stock be
         repurchased by the Company. The Trustee may elect to repurchase such
         Holdings Stock, in lieu of the Company. The Put Option shall only be
         exercisable during the sixty-day (60) period immediately following the
         date of distribution, and if the Put Option is not exercised within
         such sixty-day (60) period, it can be exercised for an additional sixty
         (60) days in the following Plan Year.

         The amount paid for Holdings Stock pursuant to the exercise of a Put
         Option as part of a lump sum distribution shall be paid in
         substantially equal periodic payments (not less frequently than
         annually) over a period beginning not later than thirty (30) days after
         the request for total

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         distribution and not exceeding five (5) years. There shall be adequate
         security provided and reasonable interest paid on an unpaid balance due
         under this paragraph.

         If the Company is required to repurchase Holdings Stock as part of an
         installment distribution, the amount to be paid for Holdings Stock will
         be paid not later than thirty (30) days after the exercise of the Put
         Option."

EXECUTED at Cleveland, Ohio, this 20th day of December, 2001.

Attest:                           THE LINCOLN ELECTRIC COMPANY

__________________________        By: /s/ H. Jay Elliott
                                      ------------------

                                  Title: Senior Vice President, Chief Financial
                                         Officer and Treasurer

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