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                                                                   Exhibit 10.10

                                   NATIONWIDE
                      OFFICE OF INVESTMENTS INCENTIVE PLAN



In order to enable Office of Investments to attract, motivate and retain the
human talent necessary to achieve its business objectives, Nationwide hereby
adopts the Office of Investments Incentive Plan (the "Plan") upon the following
terms and conditions:

1.       DEFINITIONS.  The capitalized terms used herein shall have the
         following meanings:

         (a)   "Award Year" shall mean the calendar/fiscal year for which the
               Incentive Award is paid.

         (b)   "Participant" shall mean each member of the staff of the Office
               of Investments whose position is identified for participation in
               and who has been notified of her/his eligibility for
               participation in the Plan for the Award Year.

         (c)   "Incentive Award" shall mean the amount payable to an individual
               Participant in an Award Year, based on the achievement and
               surpassing of the performance goals pursuant to Section 4 hereof.

         (d)   "Business Unit" shall mean the Office of Investments.

         (e)   "Business Unit Award Fund" shall mean the funds available to be
               allocated to Participants within Business Unit based on Business
               Unit's performance during the Award Year.

         (f)   "Business Unit Chief Officer" shall mean the most senior
               Nationwide officer whose sole responsibility is the operations of
               the Business Unit.

         (g)   "Total Value Added" shall mean the total risk adjusted spread on
               a net present value basis for all investments, adjusted for
               expenses and credit experience in each period. The reported Value
               Added is a blend of the current year and the preceding years when
               computed, such that the current year has a weighting of
               approximately half the overall performance with the prior years
               comprising the other half.

         (h)   "Nationwide" shall mean Farmland Mutual Insurance Company,
               Nationwide Financial Services, Inc., Nationwide Mutual Insurance
               Company, Nationwide Mutual Fire Insurance Company, Scottsdale
               Insurance Company, and all subsidiaries of any of such companies.

         (i)   "Plan Administrator" shall mean the individual(s) formally
               designated by the Business Unit Chief Officer to be responsible
               for the administration and implementation of the Plan.


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         All titles used herein and not otherwise defined hereby shall have the
         same meaning given to them in the Nationwide organization charts and in
         its normal course of business.

2.       EFFECTIVE DATE. The Plan shall become effective as of January 1, 2001,
         and shall continue in effect until December 31, 2001, unless terminated
         as set forth herein. The Plan shall supersede any and all prior
         Business Unit incentive compensation programs except as detailed
         herein. The Plan must be annually reviewed and approved for
         continuation.

3.       ABSOLUTE DISCRETION. The Chairman and Chief Executive Officer of
         Nationwide or the Business Unit Chief Officer shall have sole and
         absolute discretion over all aspects of the Plan, including but not
         limited to the final determination of Incentive Awards and amounts.
         Determinations of such individuals shall be conclusive and binding on
         all parties.

4.       DETERMINATION OF INCENTIVE AWARDS. Incentive Awards for the Award Year
         are determined in the following manner:

         (a)   The Business Unit Award Fund shall be equal to the amount
               determined based on the Office of Investments performance
               scorecard set forth in per attachments I - II.

         (b)   Incentive Awards are based primarily on, but not limited to; an
               assessment of the Participant's achievement of assigned
               performance objectives, and the Participant's compliance with
               applicable laws, statutes, regulations, and Nationwide and
               Business Unit policies, practices, and procedures. The amount of
               each Incentive Award shall be approved by the Business Unit Chief
               Officer in his or her sole discretion. The total of all Incentive
               Awards shall not exceed the Business Unit Award Fund.

         (c) Not withstanding the foregoing, Participants on a written final
             warning stage of a performance plan at the time of the bonus payout
             will not receive a payout.

5.       PAYMENT OF INDIVIDUAL INCENTIVE AWARDS.  Incentive Awards, if awarded,
         are due and payable not later than March 15 of the calendar year
         following the Award Year.

6.       FORFEITURE.  Any Participant whose employment with Nationwide is
         terminated, whether voluntarily or otherwise, prior to the end of the
         Award Year, shall forfeit any and all rights to an Incentive Award;
         except:

         a)    Where the Participant has terminated active employment with
               Nationwide during the Award Year as a result of the Participant's
               death,

         b)    Where the Participant has terminated active employment with
               Nationwide due to retirement during an Award Year, or

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         c)    Where the Participant has involuntarily terminated active
               employment with Nationwide and is entitled to benefits under the
               Severance Pay Plan maintained by his or her employer, or would
               have been entitled to such benefits in the absence of an offer of
               Suitable Replacement Employment as defined in such Severance Pay
               Plan.

         In the event of a termination of employment described in paragraphs a)
         through c) above, the Participant shall receive a prorata portion of
         the Incentive Award that he or she would have received if employment
         had continued through the end of the Award Year, based on the
         percentage of the Award Year represented by the period of service
         completed prior to the termination of employment.

         A Participant shall also forfeit a portion or all of his or her
         Incentive Award in the event he or she fails to provide services to
         Nationwide for any portion of an Award Year as a result of a paid or
         unpaid leave of absence or disability of more than one month. The
         Participant shall receive a prorata portion of the Incentive Award that
         he or she would have received if provided services throughout the Award
         Year, based on the percentage of the Award Year for which services were
         actually performed for Nationwide by the Participant.

7.       REVIEW PROCEDURES. The Plan Administrator shall prepare all
         calculations made under the Plan. The Finance unit providing services
         to the Business Unit shall review a representative sample of the
         calculations made under the Plan and other information incidental
         thereto, and reconcile calculations and other information with Business
         Unit performance reports. Reviews will be conducted on an annual basis.
         Review findings will be discussed with the Plan Administrator and
         communicated by Business Unit Finance to the Business Unit Chief
         Officer.

8.       AMENDMENTS; TERMINATIONS. Chairman and Chief Executive Officer of
         Nationwide or Business Unit Chief Officer may periodically review,
         modify and/or terminate the Plan at any time.

9.       EMPLOYMENT. Nothing in the Plan shall interfere with or limit in any
         way the right of the Business Unit or Nationwide to terminate any
         Participant's employment at any time, nor confer upon any Participant
         any right to continue in the employ of the Business Unit or Nationwide.

10.      OTHER PLAN PARTICIPATION. Participants in the Plan are ineligible to
         simultaneously participate in other Nationwide short-term variable
         reward plans. Participants are not eligible to participate in the
         Performance Incentive Plan (PIP). Eligibility for future short-term
         variable reward plans, if any, will be evaluated by the Business Unit
         Chief Officer.


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11.      TRANSFER IN OR NEW HIRE. In the event an employee becomes a Participant
         after the beginning of the Award Year, the Participant will be eligible
         for a pro-rata Incentive Award based on the effective date of his or
         her employment and pursuant to Section 4 hereof.

12.      TRANSFER TO A NON-PARTICIPATING POSITION. In the event a Plan
         Participant transfers to a non-participating position within
         Nationwide, the Business Unit Chief Officer has the discretion to pay
         or not pay an Incentive Award. Any such award, if paid, shall be based
         on the portion of the Award Year during which the Participant held an
         eligible position

13.      NONTRANSFERABILITY. No right or interest of any Participant in the Plan
         shall be assignable or transferable, or subject to any lien, directly,
         by operation of law or otherwise, including, but not limited to,
         execution, levy, garnishment, attachment, pledge, and bankruptcy

14.      BENEFICIARY DESIGNATION. Each Participant under the Plan may, from time
         to time, name any beneficiary or beneficiaries (who may be named
         contingently or successively) to whom any benefit under the Plan is to
         be paid in case of his or her death before he or she receives any or
         all of such benefit. Each designation will revoke all prior
         designations by the same Participant, shall be in a form prescribed by
         the Plan Administrator, and will be effective only when filed by the
         Participant in writing with the Plan Administrator during his or her
         lifetime. In the absence of any such designation, benefits remaining
         unpaid at the Participant's death shall be paid to the Participant's
         estate.

15.      GOVERNING LAW. The Plan shall be governed by and construed in
         accordance with the laws of the state of Ohio or other states as deemed
         applicable or appropriate.

16.      WITHHOLDING TAXES. The Company shall have the right to deduct from all
         payments under the Plan any federal, state, or local taxes required by
         law to be withheld with respect to such payments.

17.      GENDER AND NUMBER. Except where otherwise indicated by the context, any
         masculine term used herein also shall include the feminine; the plural
         shall include the singular, and the singular shall include the plural.

18.      SEVERABILITY. In the event any provision of the Plan shall be held
         illegal or invalid for any reason, the illegality or invalidity shall
         not affect the remaining parts of the Plan, and the Plan shall be
         construed and enforced as if the illegal or invalid provision had not
         been included.

19.      INTENT. The Plan is intended solely for the purpose of enabling
         Business Unit to achieve its business objectives and increase
         productivity by rewarding exceptional performance by Participants. The
         Plan shall not affect or impair any of the rules, policies or
         procedures of the Business Unit or Nationwide otherwise applicable to
         Participants.

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REVIEWED BY:

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Mark S. Bergstedt                                                    (Date)
Vice President--Human Resources
Nationwide Financial Services

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Robert A. Oakley                                                     (Date)
EVP--Chief Financial Officer and Treasurer
Nationwide

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Timothy K. Werner                                                    (Date)
Officer--Human Resources
Nationwide Performance and Rewards

APPROVED BY:

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Robert J. Woodward, Jr.                                              (Date)
Executive Vice President--Chief Investment Officer
Nationwide

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Donna A. James                                                       (Date)
Executive Vice President--Chief Administrative Officer
Nationwide

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William G. Jurgensen                                                 (Date)
Chief Executive Officer
Nationwide

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