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                                BRK BRANDS, INC.

                    1996 MANAGEMENT INCENTIVE BONUS PROGRAM


I.   PURPOSE
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     The BRK Brands, Inc., 1996 Management Incentive Bonus Program (called the
     "Program") is established to give employees of the Company a special
     individual incentive to further the profits and growth of the Company. This
     Program shall be effective only for the fiscal year beginning January 1,
     1996, and ending December 31, 1996. The Company may, at any time, amend,
     suspend, or terminate the Program.

II.  DEFINITIONS
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     2.1  "Company" means BRK Brands, Inc.

     2.2  "Bonus" means the sum of the Non-Discretionary Bonus and the
          Discretionary Bonus to a Participant under the Program each year.

     2.3  "Participant" means an employee selected to participate in the
          Program.


     2.4  "Level of Participation" means the maximum percentage level at which a
          Participant participates in the Program.

     2.5  "Earnings per Share" (EPS) means the consolidated net income of First
          Alert, Inc. for the fiscal year divided by the weighted average of the
          fully diluted common stock outstanding as determined in accordance
          with generally accepted accounting principles.

     2.6  "Percentage Weight" means the percentage of importance assigned to
          earnings per share for the determination of the Non-Discretionary
          Bonus and to personal performance for the determination of the
          Discretionary Bonus respectively. The sum of the Percentage Weights
          shall equal 100%.

     2.7  "Hire Date" means the date on which a Participant commences his/her
          employment with the Company.

     2.8  "Termination Date" means the date on which a Participant terminates
          his/her employment with the Company.


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III. ELIGIBILITY AND PARTICIPATION
     -----------------------------

     3.1  Separate programs have been established by the Board of Directors for
          the Chairman/CEO and the President/COO, therefore they are excluded
          from this program.

     3.2  Employees eligible for Bonuses under the Program will be limited to
          those employees of the Company who, in the judgment and discretion of
          the Company, are deemed to be in a position to have a major impact on
          the profits and growth of the Company. Notwithstanding an employee's
          salary grade, participation and maximum level of participation shall
          be determined at the sole discretion of the Company.

     3.3  Managers participating in the Bonus Program have access to and
          knowledge of confidential information regarding the Company's
          business. Participation in the Management Incentive Bonus Program is
          contingent upon signing the Company's February, 1996 "Confidential
          Information and Inventions Agreement". Failure to sign the Agreement
          will result in forfeiture of bonus Eligibility for the Program year.

     3.4  A Participant's Level of Participation shall not exceed the following
          unless otherwise determined by the Board of Directors:


                   Management                               Maximum Level
                      Group                               of Participation
                   ----------                             ----------------
          1 -  Vice President                                 30%
          2 -  Operating Unit General Manager                 25%
          3 -  Functional Area Department                     20%
               Director/Manager
          4 -  First-level Manager                            10%

          A Participant's Level of Participation times his/her base salary on
          June 1, 1996, represents the maximum Bonus ("Maximum Bonus") a
          Participant may receive in any year.

     3.5  Participants employed by January 1 of the Program year are eligible
          for full-year participation.


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     3.6  Participants employed after January 1 but prior to October 1 are
          eligible on the first day of the quarter following their Hire Date.
          Any earned Bonus will be calculated on a pro rata basis.

     3.7  Employees newly employed in or promoted to a position with bonus
          eligibility between October 1 and December 31 of the Program year are
          not eligible to participate in the Program until the following year.

IV.  ADMINISTRATION OF THE PROGRAM
     -----------------------------

     4.1  The Board of Directors will have full and final authority to
          prescribe, amend and rescind rules and regulations relating to the
          administration of the Program; to interpret the Program and the rules
          and regulations applicable thereto; and to make all other
          determinations deemed necessary or advisable for the administration of
          the Program. Such administrative action will be conclusive and binding
          on all parties at interest.

     4.2  The Company has selected Participants, determined the minimum, target,
          and maximum earnings per share results, the Percentage Weights and
          each Participant's Level of Participation, and will notify each
          Participant of the foregoing.

V.   BONUS DETERMINATION
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     5.1  NON-DISCRETIONARY BONUS
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          The percentage weight for the Non-discretionary Bonus shall be
          66 2/3%. The Non-discretionary Bonus shall be the product of the
          maximum level of participation, times the percentage weight, times
          earnings per share attainment percentage.

          EPS attainment is expressed as a percentage based on the audited EPS
          of First Alert, Inc.

          For fiscal year 1996, EPS attainment is:

               0% = $0.55 per share or less

               50% = $0.60 per share

               100% = $0.70 per share or greater.


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          If earnings per share attainment falls between the minimum and the
          maximum figures, the earnings per share attainment shall be computed
          on a straight-line basis between the minimum and the maximum earnings
          per share.

      5.2 DISCRETIONARY BONUS
          -------------------

           5.2.1. At the Company's discretion, each Participant may receive a
                  bonus ("Discretionary Bonus") based upon his/her individual
                  performance for the year.

           5.2.2. A Discretionary Bonus pool will be determined from which
                  individual Discretionary Bonuses will be paid. The
                  Discretionary Bonus pool will equal 53% of the aggregate
                  Nondiscretionary Bonuses paid with respect to the program
                  year less any Non-discretionary Bonuses paid to any Program
                  Participant whose employment with the Company terminated for
                  any reason during the program year.

                  The Discretionary Bonus pool will be allocated to
                  each Vice President on the basis of Program
                  Participants within his/her area of responsibility.
                  Each Vice President will recommend the Discretionary
                  Bonus, if any, to be paid to the Program Participants
                  in his/her area of responsibility, subject to review
                  of the President and approval of the Board of
                  Directors. The total of such Discretionary Bonus
                  recommendations will not exceed the allocated amount.

VI.   MINIMUM BONUS
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      If the minimum earnings per share figure is achieved, a total
      Non-discretionary Bonus of at least $500 will be awarded to each full-year
      Participant. Conversely, if the minimum EPS figure is not achieved, no
      Non-discretionary nor Discretionary Bonuses will be paid.

VII.  DISTRIBUTION OF BONUS
      ---------------------

      Bonuses shall be distributed to each Participant in a lump sum as soon as
      practicable after the audit of the Company's financial statements is
      completed.

VIII. TERMINATION OF EMPLOYMENT
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      A Participant who leaves the employ of the Company either by mutual
      consent or by the action of the Company, except for cause*, before
      distribution of the Bonus, shall be entitled to receive a pro rata
      Non-Discretionary Bonus only for his/her period of employment during
      the calendar year up to and including the Participant's Termination
      Date, and shall not be entitled to a Discretionary Bonus.

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      A Participant who voluntarily leaves the employ of the Company during
      the Program year shall forfeit any right to both Non-Discretionary and
      Discretionary Bonuses.

      A Participant who voluntarily leaves the employ of the Company after
      the Program year but before the distribution of the Bonus shall forfeit
      any right to any Discretionary Bonus.

      *Termination for cause includes but is not limited to failure of the
      Participant to perform his/her duties faithfully, diligently, and
      competently for reasons other than serious physical disability or other
      incapacity; theft of Company property or property of other employees;
      other criminal conduct; deliberate destruction of or damage to Company
      property; excessive absenteeism or tardiness; fighting during working
      hours or on Company property; falsification of records; refusal to
      follow directions of supervision; bringing firearms or other dangerous
      weapons, alcoholic beverages, drugs or narcotics onto Company premises;
      reporting to work under the influence of alcohol or drugs; drinking
      alcoholic beverages during working hours or on Company premises;
      possessing, selling, or offering for sale drugs or narcotics on Company
      premises; repeated or willful violation of Company rules.

IX.   AMENDMENT, SUSPENSION, OR TERMINATION OF THE PROGRAM
      ----------------------------------------------------

      9.1 The Company may, at any time, amend, suspend, or terminate the
          Program.

      9.2 An employee selected to be a Participant in any year may be removed
          as a Participant during that year if he/she is demoted to a position
          that, in the opinion of the Board of Directors, does not qualify for
          participation in the Program.

X.   FUNDING OF PROGRAM
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     The Bonuses to be granted under the Program constitute general claims
     against the Company. Such Bonuses will not be funded through a trust or
     special segregated assets of the Company.

XI.  NON-ASSIGNABILITY
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     A Participant's Bonus under the Program shall not (otherwise than by will
     or the laws of descent and distribution) be subject in any manner to
     anticipation, alienation, sale, transfer, assignment, pledge, encumbrance,
     or charge, and any attempt to so anticipate, alienate, sell, transfer,
     assign, pledge, encumber, or charge the same shall be null and void; nor
     shall any such Bonus be liable for, or subject to, the debts, contracts,
     liabilities or torts of the Participant (or his/her beneficiary) entitled
     to such Bonus.


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XII.  RIGHTS TO CONTINUED EMPLOYMENT
      ------------------------------

      The Program shall not in any way grant any rights to any Participant to
      his/her continued employment by the Company and the Company shall maintain
      any rights it might otherwise have to terminate the employment of any
      Participant.

XIII. EFFECTIVE DATE
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      This Program shall be effective only for the fiscal year beginning January
      1, 1996, and ending December 31, 1996.

XIV.  EFFECT ON BENEFIT PLANS
      -----------------------

      10.1 The payment of Bonuses to a Participant actively employed at the time
           of payment under the terms of the Program will be considered
           compensation for the purpose of determining benefits available under
           the Company's Pension Program, Retirement Savings Program, or any
           other employee benefit Program or program.

     10.2  Payments made after a Participant's employment termination date or
           retirement date will not be considered compensation under the Pension
           Program, Retirement Savings Program, or any other employee benefit
           plan or program.

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