AMENDMENT NO. 4

                           Dated as of January 6, 2000

                                       to

                              TRANSACTION AGREEMENT

                            Dated as of July 12, 1998

                                 By and Between

                         THE BLACK & DECKER CORPORATION

                                       and

                                BUCHER HOLDING AG




<PAGE>

                    AMENDMENT NO. 4 TO TRANSACTION AGREEMENT

          This Amendment No. 4 to Transaction  Agreement  ("Amendment No. 4") is
made as of the 6th day of  January,  2000,  by and  between  The  Black & Decker
Corporation, a Maryland corporation ("Black & Decker"), and Bucher Holding AG, a
Swiss corporation ("Buyer").

                              W I T N E S S E T H:
                               - - - - - - - - - -

          WHEREAS,  Black & Decker,  through  certain of its direct and indirect
Subsidiaries, was engaged in the Glass Machinery Business;

          WHEREAS, Black & Decker and Buyer entered into a Transaction Agreement
dated as of July 12,  1998 (the  "Agreement")  pursuant  to which Black & Decker
agreed to sell and Buyer agreed to purchase the Glass  Machinery  Business  upon
the terms and subject to the conditions set forth therein;

          WHEREAS,  Black & Decker and Buyer  entered into an Amendment No. 1 to
Transaction Agreement dated as of September 21, 1998 amending the Agreement (the
"First Amendment");

          WHEREAS,  Black & Decker and Buyer  entered into an Amendment No. 2 to
Transaction  Agreement dated as of November 20, 1999 amending the Agreement (the
"Second Amendment");

          WHEREAS,  Black & Decker and Buyer  entered into an Amendment No. 3 to
Transaction Agreement dated as of May 4, 1999 amending the Agreement (the "Third
Amendment");

          WHEREAS, Black & Decker and Buyer desire to amend certain terms of the
Agreement in accordance with the terms of this Amendment No. 4;

          NOW,   THEREFORE,   in  consideration  of  the  mutual  covenants  and
agreements of the parties contained herein, the parties agree as follows:

          Section 1. DEFINITIONS.  Capitalized terms used but not defined herein
have the meanings given to them in the Agreement.

          Section 2. AMENDMENTS.  The Agreement, the First Amendment, the Second
Amendment and the Third  Amendment are hereby  amended by (i) deleting the third
sentence of subsection (d) of Section D.09, (ii) adding the words "and after" to
the first sentence of subsection (e) of Section D.09 after the words "prior to",
and (iii) adding the  following new  subsection  (f)  immediately  at the end of
Section D.09:


               (f) As of the Closing Date,  the hourly  employees of the Windsor
Facility  of  the  Emhart  Glass  Machinery  Business  were  represented  by the
International Union of United Automobile,  Aerospace and Agricultural  Implement
Workers of America,  Amalgamated  Local Union 376 (the "UAW") and their  pension
benefits were provided under the Hourly  Employees  Retirement  Plan of Hartford
Division,  Emhart Industries,  Inc. ("Seller's U.S. Hourly Pension Plan"). Since
the  Closing,  the  Buyer has  decided  to close the  Windsor  Facility  and the
employment  of the US  Transferred  Employees  of the Windsor  Facility  who are
represented by the UAW (the "Transferred  Union Employees") has been terminated.
In connection with the  termination of the employment of the  Transferred  Union
Employees,  the Buyer agreed to provide certain enhanced pension benefits to the
Transferred  Union  Employees  as set  forth in a  TERMINATION  (PLANT  CLOSING)
AGREEMENT, dated June 30,1999, (the "Enhanced Pension Benefits"). Black & Decker
shall cause the Seller's U.S.  Hourly  Pension Plan to be amended to provide for
the continuing participation of the Transferred Union Employees in such plan and
for the recognition of benefit accruals with respect to such  Transferred  Union
Employees  for  service  after the  Closing  Date and for the  Enhanced  Pension
Benefits and,  pending  completion of the asset  transfers  contemplated by this
Section D.09,  any benefits that are payable to US Transferred  Employees  under
the Seller's U.S. Hourly Pension Plan as so amended shall be paid or continue to
be paid out of the  Seller's  U.S.  Hourly  Pension  Plan and the  amount of the
assets to be  transferred  pursuant to  subsection  (d) of Section D.09 shall be
adjusted,  as  provided  in that  subsection,  to  reflect  all of such  benefit
payments in full.

          IN WITNESS WHEREOF,  the parties hereto caused this Amendment No. 4 to
be duly  executed by their  respective  authorized  officers on the day and year
first above written.


                                  THE BLACK & DECKER CORPORATION


                                  By: /s/CHARLES E. FENTON
                                  Name: Charles E. Fenton
                                  Title: Senior Vice President


                                  BUCHER HOLDING AG


                                  By: /s/RUDOLPH HAUSER
                                  Name:  Rudolph Hauser
                                  Title: Chief Executive Officer