SECOND AMENDMENT
                              TO THE BLACK & DECKER
                      SUPPLEMENTAL RETIREMENT SAVINGS PLAN
                      ------------------------------------   

     Pursuant to the powers of amendment reserved under Section 9.1 of The Black

& Decker Supplemental  Retirement Savings Plan (the "Plan"),  The Black & Decker

Corporation (the "Company"),  hereby amends the Plan as follows, effective as of

January 1, 1998.

                                  FIRST CHANGE
                                  ------------ 

     Section  3.2 of the Plan is amended by the  addition of the  following  new

paragraph as the penultimate paragraph of that Section:

     In  addition,   in  accordance   with  rules  and  subject  to  limitations
     established by the Committee,  an Eligible  Employee may elect to defer the
     receipt of all or any portion of other incentive compensation designated by
     the Committee that is payable to the Eligible Employee by an Employer. Such
     election  shall be made on such  form or forms  as  determined  by the Plan
     Manager and shall be made prior to the time such incentive compensation has
     been earned by the Eligible Employee and the Eligible Employee shall become
     a Participant upon making such election.  Incentive  compensation deferrals
     shall be deductible from the incentive  compensation  otherwise  payable to
     the  deferring  Participant,  and shall be  credited  to the Account of the
     deferring Participant.

                                  SECOND CHANGE
                                  -------------

     The final  paragraph of Section 3.2 of the Plan is amended by inserting the

phrase "and other incentive compensation deferrals" at the end of subsection (a)

thereof.

                                  THIRD CHANGE
                                  ------------ 

     Article 3 of the Plan is amended by the addition of the  following as a new

Section 3.3 thereunder:
        
          3.3.  DEFERRALS UNDER OTHER PLANS OR ARRANGEMENTS.  In accordance with
     rules and subject to  limitations  established  by the  Committee,  amounts
     credited  for the benefit of an  Eligible  Employee  under  other  deferred
     compensation  plans or  arrangements  of an Employer as  designated  by the
     Committee may be
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     transferred to this Plan. Prior to any such transfer, the Eligible Employee
     must complete  such form or forms as  determined by the Plan Manager.  Upon
     being  transferred  to this Plan,  such  amounts  shall be  credited to the
     Account of such  Eligible  Employee as a Participant  under this Plan,  and
     shall be administered in accordance with the provisions of this Plan.

     The Plan,  as amended  by the  foregoing  change,  is hereby  ratified  and

confirmed in all respects.

     IN WITNESS WHEREOF, the Company has caused this Amendment to be executed by

its duly authorized officers on this 16th day of July, 1998.

WITNESS/ATTEST:                             THE BLACK & DECKER CORPORATION

/s/LOWELL R. BOWEN                          By: /s/LEN STROM
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