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                                                                Exhibit (10)(o)

                CBS BONUS SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
                      As Amended Through November 15, 1995

1.       PURPOSE The purpose of this Supplemental Executive Retirement Plan
         ("the Plan") (formerly the CBS Supplemental Executive Retirement Plan,
         SERP #1) is to provide to certain key employees of CBS Inc. ("CBS") a
         benefit supplemental to those retirement or termination benefits which
         they are entitled to receive under the CBS Pension Plan and to benefit
         CBS by making it more attractive to such employees to remain with CBS
         and by deterring such employees from engaging, after termination of
         employment, in activities competitive to those of CBS.

2.       ELIGIBILITY The persons eligible to participate in the Plan
         ("Participants") are those employees of CBS and its subsidiaries who
         are Participants in the CBS Pension Plan and whose participation in
         the Plan has been expressly approved by the Deferred Additional
         Compensation Plan Subcommittee of the Retirement Plans Committee of
         the Board of Directors of CBS ("the Committee").

3.       COMPUTATION OF BENEFIT

                  A. The retirement or termination benefit payable to a
         Participant under the Plan shall be equal to the accrual percentage
         otherwise provided in Section 3.02(b) of the CBS Pension Plan (or any
         successor provision), which, as of January 1, 1995 is 1.7 percent,
         multiplied by the Eligible Amount, as defined in Subparagraph B of
         this Section 3, and multiplied by the number of years of the
         Participant's continuous employment period, up to a maximum of 35
         years.

                  B. The Eligible Amount shall be:

                           (1) in the case of a Participant who has been
         designated by the CBS Board of Directors, 100 percent of such
         Participant's cash awards under an annual CBS Plan for additional
         compensation (currently the Executive Compensation Incentive Plan),
         and

                           (2) in the case of all other Participants, 50
         percent of such Participant's cash awards under such an additional
         compensation plan.

                  C. In the case of any benefits payable to a Participant under
         this Plan, any amount payable other than at normal retirement age (as
         determined under the CBS Pension Plan) shall be reduced in accordance
         with the provisions utilized under the CBS Pension Plan.

4.       PAYMENT OF BENEFIT Any retirement or termination benefit under the
         Plan shall be paid to the Participant, and if applicable, the
         Participant's designated beneficiary, at the same time and in the same
         form and manner as the benefit under the CBS Pension Plan, except:

                  A. No Participant shall be entitled to receive a lump sum
         payment of a Plan benefit unless the monthly life annuity payments
         would be $50 or less, in which case the benefit shall be paid as a
         single sum cash payment. If the Participant has elected the lump-sum
         option under the CBS Pension Plan, the Participant must elect an
         alternative payment option under the Plan. A Participant may change
         this option at any time prior to retirement. If no option is elected,
         the Qualified Joint and Survivor Annuity option under the CBS Pension
         Plan shall apply with respect to married Participants, and the Single
         Life Annuity option under the CBS Pension Plan shall apply with
         respect to unmarried Participants.


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                  B. Any active employee who has attained age 70-1/2 prior to
         1995, and has not begun to receive distributions under the Plan, shall
         begin receiving distributions by April 1, 1996, and must elect a
         payment option prior to January 1, 1996, in accordance with procedures
         established by the Committee.

                  C. No benefit shall be payable from the Plan on account
         of the death of a Participant prior to his or her retirement or
         termination date.

                  D. If a Participant names as his beneficiary a trust,
         payments may be made to the trust/beneficiary solely in installment
         payments for one of the following periods: (i) 10 years; (ii) 15
         years; or (iii) if the trust duration is expected to be less than 10
         years, the duration of the trust. For the purpose of determining the
         amount of the annual installment payments to be made to the
         trust/beneficiary, any amounts due under the Plan shall first be
         determined as a lump sum value as of the participant's date of death,
         using the actuarial factors under the CBS Pension Plan. Such amount
         then shall be converted to an actuarially equivalent installment
         amount at an assumed interest rate equal to the rate stated in
         Appendix A of the CBS Pension Plan.

5.       FORFEITURE OF BENEFIT  Any retirement or termination benefit under the
         Plan shall be paid to

                  A. Any Participant who terminates employment with CBS
         prior to attaining age 55 with ten or more years of service, shall
         forfeit any benefit accrued under the Plan.

                  B. If, without the written consent of the Committee, any
         Participant, at any time during the period following the termination
         of his employment, engages in the operation or management of a
         business, whether as owner, partner, officer, employee, or otherwise,
         having a net worth in excess of $5,000,000, which at such time is in
         competition with its subsidiaries, any and all amounts which otherwise
         thereafter would be due the Participant under the Plan shall be
         forfeited.

         The determination as to whether a Participant is engaged in the
         operation or management of business having a net worth in excess of
         $5,000,000 and which is in competition with CBS or any of its
         subsidiaries shall be made by the Committee in its absolute
         discretion, and the decision of the Committee with respect thereto,
         including its determination of the time at which the participation in
         such competitive business commenced, shall be conclusive. In
         determining whether or not to give its consent under this section 6(B)
         the Committee shall give consideration to the circumstances under
         which the employment of the Participant terminated and, if such
         termination resulted primarily from circumstances not within the
         control of the Participant, the Committee shall grant such consent
         unless the Committee shall find that there are compelling reasons for
         not doing so.

         No Participant shall be required to repay any benefits paid to him
         prior to the date on which the Participant shall have received written
         notice that the Committee shall have determined that the Participant
         has engaged in the operation or management of a business having a net
         worth in excess of $5,000,000 and which is in competition with CBS or
         any of its subsidiaries.

6.       NONFORFEITURE OF BENEFIT The amount of the benefit accrued under the
         Plan by any Participant immediately before any (i) withdrawal of
         approval as a Participant by the Committee granted under Section 2
         hereof, (ii) withdrawal of entitlement to 100 percent of a
         Participant's cash awards under an annual CBS plan for additional
         compensation granted under section 3(B)(1) hereof or (iii) termination
         or amendment pursuant to Section 10 hereof shall not be reduced by
         reason of any such event.


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7.       NONASSIGNABILITY OF BENEFITS Except as otherwise required by law,
         neither any benefit payable hereunder nor the right to receive any
         future benefit under this Plan may be anticipated, alienated, sold,
         transferred, assigned, pledged, encumbered, or subjected to any charge
         or legal process, and if any attempt is made to do so, or a person
         eligible for any benefits under this Plan becomes bankrupt, the
         interest under this Plan of the person affected may be terminated by
         the Committee which, in its sole discretion, may cause the same to be
         held or applied for the benefit of one or more of the dependents of
         such person or make any other disposition of such benefits that it
         deems appropriate.

8.       FUNDING The Plan shall be maintained as an unfunded plan which is not
         intended to meet the qualification requirements of Section 401 of the
         Internal Revenue Code. Establishment of the Plan will not create, in
         favor of any Participant, any right or lien in or against any of the
         assets of CBS. Payments under the Plan shall be made in cash from the
         general funds of CBS and no special or separate fund shall be
         established and no segregation of assets shall be made to assure the
         payment of benefits hereunder. Nothing in this Plan, and no action
         taken pursuant to its provisions, shall create or be construed to
         create a trust of any kind, or a fiduciary relationship, between CBS
         and any Participant or any other person, and CBS's promise to make
         payments hereunder shall at all times remain unfunded as to any
         Participant.

9.       TERMINATION; AMENDMENT CBS may, at any time, by resolution of its
         Board of Directors, terminate or amend the Plan in such respects as it
         shall deem advisable, provided, however, that except to the extent
         required to comply with any changes in applicable law, this Plan may
         not be suspended, amended, otherwise modified, or terminated without
         the consent of each affected Participant during the following periods
         of time: (i) a period of two years after the "Effective Time," as such
         term is defined under the Agreement and Plan of Merger among
         Westinghouse Electric Corporation, Group W Acquisition Corp. and CBS
         Inc., (ii) a period of five (5) years after the Effective Time for all
         Participants who have attained the age of fifty and who have not
         attained age fifty-five at the Effective Time, and (iii) at any time
         following the Effective Time for all Participants who have attained
         age fifty-five at the Effective Time.

10.      OPERATION AND ADMINISTRATION The Plan shall be administered by the
         Committee. The Committee shall have the authority, in its absolute
         discretion, to exclude from the coverage of the Plan employees who
         would not otherwise be eligible to be Participants, and to include in
         the coverage of the Plan employees who would not otherwise be eligible
         to be Participants. The Committee's decision in all matters involving
         the interpretation and application of the Plan shall be final and
         binding. The Committee shall establish such procedures and
         requirements as it shall deem necessary and appropriate to administer
         the Plan.

11.      APPLICABLE LAW All questions pertaining to the construction, validity,
         and effect of this Plan shall be determined in accordance with the
         laws of the State of New York, to the extent not pre-empted by Federal
         law.

12.      LIMITATION OF RIGHTS This Plan is a voluntary undertaking on the part
         of CBS. Neither the establishment of the Plan nor the payment of any
         benefits hereunder, nor any action of CBS, the Committee, or its
         designee shall be held or construed to be a contract of employment
         between CBS and any Participant, or to confer upon any person any
         legal right to be continued in the employ of CBS. CBS expressly
         reserves the right to discharge, discipline, or otherwise terminate
         the employment of any Participant at any time. Participation in this
         Plan gives no right or claim to any benefits beyond those which are
         expressly provided herein and all rights and claims hereunder are
         limited as set forth in this Plan.

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13.      SEVERABILITY In the event any provision of this Plan shall be held
         illegal or invalid, or would serve to invalidate the Plan, that
         provision shall be deemed to be null and void, and the Plan shall be
         construed as if it did not contain that provision.

14.      HEADINGS, GENDER AND NUMBER The headings to the Articles and Sections
         of this Plan are inserted for reference only, and are not to be taken
         as limiting or extending the provisions hereof. Unless the context
         clearly indicates to the contrary, in interpreting this Plan, the
         masculine shall include the feminine, and the singular shall include
         the plural.

15.      INCAPACITY If the Committee or its designee shall determine that a
         Participant, terminated Participant, or any other person entitled to a
         benefit under this Plan (the "Recipient") is unable to care for his
         affairs because of illness, accident, or mental or physical
         incapacity, or because the Recipient is a minor, the Committee or its
         designee may direct that any benefit payment due the Recipient be paid
         to his duly appointed legal representative; or if no such
         representative is appointed, to the Recipient's spouse, child, parent,
         or other blood relative, or to a person with whom the Recipient
         resides or who has incurred expense on behalf of the Recipient. Any
         such payment so made shall be a complete discharge of the liabilities
         of the Plan with respect to the Recipient.

16.      BINDING EFFECT AND RELEASE All persons accepting benefits under this
         Plan shall be deemed to have consented to the terms of this Plan. Any
         final payment or distribution to any person entitled to benefits under
         the Plan shall be in full satisfaction of all claims against the Plan,
         the Committee or its designee and CBS arising by virtue of this Plan.


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