EXHIBIT 10.2





                               SUBCONTRACT FSN0292






                                      CAD-2

                   SUBCONTRACT AGREEMENT TERMS AND CONDITIONS




                                     BETWEEN




                                TOMAHAWK II, INC.
                               9591 WAPLES STREET
                           SAN DIEGO, CALIFORNIA 92121



                                       AND




                             INTERGRAPH CORPORATION
                         HUNTSVILLE, ALABAMA 35894-0009



                                TABLE OF CONTENTS



SECTION        TITLE                                                  PAGE
- -------        -----                                                  ----
                                                                
   A           Contract Form ...........................................3

   B           Supplies/Services/Costs .................................5

   C           Statement of Work .......................................6

   D           Packaging and Marking ...................................6

   E           Inspection and Acceptance ...............................7

   F           Deliveries or Performance ...............................8

   G           Contract Administration Data ............................8

   H           Special Contract Requirements ...........................9

   I           Contract Clauses .......................................17

   J           List of Attachments ....................................19


                                       2


                                  THE SCHEDULE


SECTION A - CONTRACT FORM

This Contract is entered into between INTERGRAPH CORPORATION, Huntsville,
Alabama, and TOMAHAWK II, INC. San Diego, California, hereinafter referred to
as "Subcontractor."

For the purposes of this Subcontract, the following terms are defined as
follows:

1.   "Contract" means this Subcontract.

2.   "Prime Contract" means the contract between Intergraph Corporation and the
     U.S. Government which is supported by this Subcontract.

3.   "Subcontractor" and "Seller" means Tomahawk II, Inc.

4.   "Prime Contractor" and "Buyer" means Intergraph Corporation.

5.   "Contracting Officer" means Intergraph Corporation, and its duly authorized
     representatives, except as applicable in the Section I contract clauses
     when referring to audit and examination of records functions where it means
     the duly authorized representative of the U.S. Government.

6.   "Government" means Intergraph Corporation, and its duly authorized
     representatives, except as applicable in the Section I contract clauses
     when referring to audit and examination of records function, where it means
     the duly authorized representative of the U.S. Government.

7.   "Audit Authority" means the cognizant branch of the Defense Contract Audit
     Agency.

8.   "FAR" means the Federal Acquisition Regulation.

The parties hereto agree that the Subcontractor, for the specified
consideration, shall perform all services and deliver all supplies as set
forth herein. This Contract document constitutes the entire agreement between
the parties. This Contract may only be amended by execution of a written
bilateral modification, or in accordance with the "Changes" clause of this
Contract.

                                       3


In witness whereof, the parties hereto have executed this Contract as of the
date so indicated.


TOMAHAWK II, INC.                           INTERGRAPH CORPORATION


By:  /s/ Michael H. Lorber                  By:
    --------------------------------            --------------------------------
Name:   Michael H. Lorber                   Name:   Rod W Thompson

Title:  Vice. Pres. - Finance & CFO         Title:  Senior Manager

Date:   3/12/97                             Date:

                                       4


SECTION B - SUPPLIES/SERVICES/COSTS

B-1.  TYPE OF CONTRACT

      This is a Time-and-Materials type Contract as identified at Federal
      Acquisition Regulation (FAR) 16.601. In accordance with Clause H-14,
      this Contract may be a Firm-Fixed Price Requirements Contract as
      identified at Federal Acquisition Regulation (FAR) 16.202.

B-2.  CONSIDERATION

(a)   The Subcontractor shall be reimbursed for satisfactory performance of
      assigned tasks in accordance with each Purchase Order's tasking and the
      direct labor category rate schedule (ATTACHMENT A):

      (1)    DIRECT LABOR

             The labor category hourly rates are set out in ATTACHMENT A,
             "Direct Labor Schedule," dated February 5, 1997.

             The hourly rate specified is inclusive of direct hourly wages,
             overhead, general and administrative expense, and profit, with the
             exception of the NAVSEA "On-Site" rate which is also inclusive of
             all travel expenses except for airline tickets.

             Fractional parts of an hour shall be payable on a prorated basis.

             Personnel qualifications for each of the above listed labor
             categories are contained in ATTACHMENT B, Statement of Work, dated
             February 5, 1997.

             The hourly rate is applicable for both straight time (40 hour week)
             and any required overtime.

     (2)     TRAVEL AND PER DIEM

             All travel must be authorized in advance by the Intergraph
             Technical Representative (ITR). Except for NAVSEA "On-Site"
             travel, which is set out separately below, Intergraph will
             reimburse the Subcontractor for actual travel expenses in
             accordance with Department of Defense Civilian Personnel Joint
             Travel Regulations (JTR). Auto rental will be reimbursed at
             actual cost. The travel reimbursable herein includes only that
             travel which is authorized in writing by Intergraph. Travel at
             U.S. Military Installations, where Government transportation is
             available to and from work, will not be reimbursed hereunder.
             Travel costs incurred in the replacement of personnel will not
             be reimbursed by Intergraph when such replacement is
             accomplished at the Subcontractor's or employee's convenience.

                                       5



             Supporting documentation sufficient to verify amounts invoiced for
             travel, such as copies of travel receipts and employee travel
             reimbursement forms, shall be submitted with invoices containing
             travel charges.

             For NAVSEA "On-Site" travel, only airline ticket expense will be
             reimbursed.

             Relocation costs and travel costs incident to relocation are not
             allowable and will not be reimbursed hereunder.

             With the exception of NAVSEA "On-Site", the Subcontractor will be
             reimbursed for the expense of meals, lodging, and transportation
             between places of lodging or business and places where meals are
             taken and any other miscellaneous travel and living expenses
             incurred in the performance of this contract. Per diem rate shall
             be payable only when the Subcontractor employee is in an authorized
             travel status. The per diem shall be established in accordance with
             the Department of Defense Civilian Personnel Joint Travel
             Regulations (JTR).


SECTION C - STATEMENT OF WORK

Subcontractor performance of this Contract shall be in accordance with
ATTACHMENT B, Statement of Work, dated February 5, 1997, and with individual
task statements of work issued with each Purchase Order against this
Subcontract.


SECTION D - PACKAGING AND MARKING

D-1.  STANDARD PACKING

      Except as otherwise specified in the Purchase Order, the packaging and
      packing of all items shall comply with ASTM-D-3951-88, "Standard Practice
      for Commercial Packaging."

      In addition, software that is distributed by a non-rigid physical media
      (e.g., a floppy disk) shall be packaged in a rigid package designed for
      shipping or mailing. Flexible envelopes shall not be used.

D-2.  CONTAINER MARKING

      Container markings shall comply with MIL-STD-129K, "Marking for Shipment
      and Storage." In addition, the Subcontractor shall mark each container
      with "Computer Equipment-Not for Outside Storage."

                                      6



D-3.  PROHIBITED PACKING MATERIALS

      The use of asbestos, excelsior, newspaper, or shredded paper (all types
      including waxed paper, computer paper, and similar hygroscopic or
      non-neutral material) is prohibited.

D-4.  UNPACKING INSTRUCTIONS

      Unpacking instructions shall accompany each shipment of complex or
      delicate equipment. Shipping containers shall be marked: CAUTION--THIS
      EQUIPMENT MAY BE SERIOUSLY DAMAGED UNLESS UNPACKING INSTRUCTIONS ARE
      CAREFULLY FOLLOWED. UNPACKING INSTRUCTIONS ARE LOCATED (state where
      located). The unpacking instructions shall be located such that no
      unpacking is required by the Government to locate the instructions.


SECTION E - INSPECTION AND ACCEPTANCE

E-1.  CLAUSE INCORPORATED BY REFERENCE

      This Contract incorporates the following FAR clauses by reference, with
      the same force and effect as if they were given in full text.



                        
      52.246-2             Inspection of Supplies-Fixed Price (JUL 1985)
      52.246-4             Inspection of Services-Fixed Price (FEB 1992)
      52.246-6             Inspection - Time-and-Material and Labor-Hour (JAN 1986)
      52.246-16            Responsibility for Supplies (APR 1984)
      252.246-7000         Material Inspection and Receiving Report (DEC 1969)
      252.246-7001         Warranty of Data (NOV 1974)
      252.270-7002         Contractor Representation (APR 1984)



E-2.   INSPECTION/ACCEPTANCE AUTHORITY

      Responsibility for inspecting, approving and accepting equipment,
      software, and/or services rendered by the Subcontractor in the performance
      of this contract shall rest with Intergraph's Technical Representative
      (ITR). The ITR will be specified on each individual Purchase Order.

      Technical support services will be inspected for conformance with the
      Requirements contained in each Purchase Order and the Statement of Work,
      prior to acceptance.

      Resumes of support personnel will be reviewed by the Government as
      required and overall performance of tasking will also be reviewed.


                                      7



SECTION F - DELIVERIES OR PERFORMANCE

F-1. CLAUSES INCORPORATED BY REFERENCE

      This Contract incorporates the following FAR clauses by reference, with
      the same force and effect as if they were set out in full text.



                       
      52.212-13           Stop Work Order (AUG 1989)
      52.212-15           Government Delay of Work (APR 1984)
      52.247-34           F.O.B. Destination (APR 1984)
      52.247-35           F.O.B. Destination, Within Consignee's Premises (APR 1984)



F-2.  PLACE OF DELIVERY AND PERFORMANCE

      The place of performance and/or delivery for all services acquired
      hereunder will be specified in individual Purchase Orders issued under
      this Subcontract.

F-3.  PERIOD OF PERFORMANCE

      The period of performance for all services required hereunder shall be
      specified in individual Purchase Orders issued under this Subcontract.


SECTION G - CONTRACT ADMINISTRATION DATA

G-1. INVOICES

      An original and one copy of accurate and complete invoices, in accordance
      with the FAR 52.232-7, PAYMENTS UNDER TIME-AND-MATERIALS AND LABOR-HOUR
      CONTRACTS (APR 1984), may be submitted MONTHLY to the following address:

                   Intergraph Corporation
                   Huntsville, AL 35894-0009
                   Attn: Lisa Hall
                          Mail Stop IW1506

      In no case shall charges for more than one Purchase Order appear on the
      same invoice. AN AUTHORIZED REPRESENTATIVE OF THE SUBCONTRACTOR MUST SIGN
      AND CERTIFY ALL INVOICES TO ATTEST TO THEIR ACCURACY.

      Invoices shall contain Purchase Order Number and Work Authorization
      Number(s). Invoices shall also include total hours and dollars by Contract
      Line Item Number (CLIN) and labor category for the current invoice period
      and cumulative hours and dollars by CLIN and labor category from Purchase
      Order inception. Travel charges must be itemized on the invoice under the
      categories of "Travel - Air Fare"

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      and "Travel - Other". Supporting documentation sufficient to verify
      amounts invoiced for travel, such as copies of travel receipts and
      employee travel reimbursement forms, the approved weekly status reports
      (or other approved documentation) required under Clause H-1 of this
      Subcontract, and other substantiation approved by Intergraph, shall be
      submitted with invoices for reimbursement.

      Work shall be invoiced on a MONTHLY basis. The format of the invoice must
      be approved by Intergraph. All work must be invoiced and the invoice
      received by Intergraph not later than two weeks after the last day of the
      period being invoiced. SUBMITTAL OF ACCURATE AND TIMELY INVOICES, WITH
      PROPER SUBSTANTIATION, IS CONSIDERED A MATERIAL PART OF THIS CONTRACT.
      FAILURE TO COMPLY WITH THIS REQUIREMENT MAY RESULT IN TERMINATION OF THIS
      SUBCONTRACT.

      Invoices will be paid within thirty (30) days after receipt from the
      Subcontractor of a correct, formal invoice with appropriate documentation
      and Intergraph Technical Representative's approval and acceptance.


SECTION H - SPECIAL CONTRACT REQUIREMENTS

H-1.   STATUS REPORTS

      A separate status report shall be prepared for each Purchase Order issued
      under this Subcontract. Information to be included in the status reports
      shall include the Purchase Order Number and the Work Authorization
      Number(s). Also included shall be the period of performance, the name of
      the Intergraph Technical Representative, the CLIN, the employee's name,
      the employee's labor category, the number of hours worked, the specific
      location where work was performed, the labor rate, and the total charges
      against Purchase Order for the report period. Travel shall also be shown
      on the report separated as "Travel - Airfare" and "Travel - Other", and
      summing to "Travel - Subtotal". In addition, a summary shall detail the
      cumulative activity by CLIN and travel charges for the Purchase Order.
      Variations from this format shall have the approval of the Intergraph
      Technical Representative. FAILURE TO SUBMIT THESE REPORTS WILL RESULT IN
      DELAYED PAYMENT OF INVOICES. (A sample format is shown in ATTACHMENT C.)

      Status reports of all work performed shall be submitted weekly by the
      Tuesday following the period covered by the report to the appropriate
      Intergraph Technical Representative (ITR). The ITR will verify the
      information reported. If approved, the ITR will sign and date the status
      report and return it to the Subcontractor. The Subcontractor shall submit
      with each invoice the signed status reports corresponding to the
      applicable work period(s).

                                      9



      Other documentation, such as weekly employee time sheets, may be accepted
      in lieu of the status reports, if approved by the ITR. If the ITR accepts
      time sheets in lieu of the weekly status reports, the time sheets shall be
      signed by the ITR. The Subcontractor shall submit as supporting
      documentation with each invoice the signed time sheets corresponding to
      the applicable work period(s).

H-2.  NOTIFICATION OF EXPENDITURE OF HOURS

      Subcontractor shall notify the Intergraph Subcontract Administrator in
      writing when eighty-five percent (85%) of the hours for any CLIN for a
      given Purchase Order are anticipated to be expended within the ensuing
      thirty (30) day period.

H-3.  NON-PUBLICITY

      It is a specific condition of this Agreement that the Subcontractor shall
      not use or allow to be used any aspect of this Subcontract for publicity
      or advertisement purposes.

H-4.   OVERTIME

      The Subcontractor shall not invoice any amount for overtime worked, unless
      such overtime has the express prior written approval of the cognizant
      Intergraph Technical Representative (ITR). Any overtime worked shall be
      unallowable unless approved in advance by the cognizant ITR, and unless
      shown as a separate category of cost (with associated hours worked) on the
      Subcontractor's invoice. No premium shall be payable for overtime worked.
      Approved overtime shall only be compensated at the appropriate straight
      time labor rate.

H-5.  CERTIFICATION OF SUBCONTRACTOR EMPLOYEES

      Prior to performance under this Subcontract, Subcontractor shall supply to
      the Intergraph Subcontract Administrator the credentials (in the resume
      format specified by the Intergraph Subcontract Administrator) for the
      Subcontractor's employee(s) anticipated to be utilized in the performance
      of this Subcontract. Upon verification that the proposed employee's
      credentials meet the minimum requirements as stated in ATTACHMENT B,
      Statement of Work, for the labor category for which he/she is proposed,
      Intergraph will incorporate a listing of those approved employee(s) into
      this Subcontract (ATTACHMENT D). Subcontractor shall not propose or allow
      unapproved employees to perform work under this Agreement without the
      prior written approval of the Intergraph Subcontract Administrator.
      Intergraph reserves the right to accept or reject the proposed individuals
      and shall have the right to request a no cost change of the
      Subcontractor's personnel under this Contract, should such personnel be
      found not to meet the requirements as stated in the ATTACHMENT B,
      Statement of Work, to this Contract.

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H-6.  SUBSTITUTION OF PERSONNEL

      The Subcontractor shall provide the appropriate personnel as specified in
      individual Purchase Orders. Prior to diverting any of the specified
      individuals to other programs, the Subcontractor shall provide notice of
      at least thirty (30) calendar days to the Intergraph Subcontract
      Administrator and shall submit written justification (including proposed
      substitutes) in sufficient detail to permit evaluation of the impact on
      the program. Intergraph reserves the right to accept or reject individuals
      proposed as replacements.

H-7.  FUNDING

      This Subcontract will be incrementally funded by CLIN, by specific
      Purchase Orders. Intergraph shall not be obligated to pay the
      Subcontractor any amount in excess of the funded Purchase Order, unless
      and until Intergraph has notified the Subcontractor in writing that the
      allotted amount of incremental funding has been increased. The
      Subcontractor shall not be obligated to continue performance if to do so
      would exceed the currently allotted funded Purchase Order.

H-8.  INTERGRAPH'S TECHNICAL REPRESENTATIVE (ITR)

      The Intergraph Technical Representative (ITR) provides technical direction
      and discussion as necessary with respect to the specifications or
      Statement of Work, issues task orders when so authorized, and monitors the
      progress and quality of Subcontractor performance. The ITR IS NOT a
      Subcontract Administrator and DOES NOT have the authority to take any
      action, either directly or indirectly, that would change the pricing,
      quantity, quality, place of performance, delivery schedule, or any other
      terms and conditions of the basic contract, or to direct the
      accomplishment of effort which goes beyond the scope of the basic
      contractual Statement of Work.

      When, in the opinion of the Subcontractor, the ITR requests effort outside
      the existing scope of the Subcontract, the Subcontractor shall promptly
      notify the Intergraph Subcontract Administrator in writing. No action
      shall be taken by the Subcontractor under such direction until the
      Intergraph Subcontract Administrator has issued a contractual change or
      otherwise resolved the issue.

      The name of the ITR will be specified in individual Purchase Order(s)
      issued against this Subcontract.

H-9.  SECURITY CLEARANCES

      If required, Subcontractor facility and personnel clearance requirements
      for the performance of this Contract will be specified with each Purchase
      Order on a DD Form 254. Subcontractor personnel shall obtain from the
      Defense Investigative


                                          11


      Service (DIS), at a minimum, an interim CONFIDENTIAL clearance subject to
      final clearance approval within 40 days of the clearance request. There
      may be instances where a higher clearance level is required (i.e., SECRET
      and/or TOP SECRET). Unless security clearance levels are specified on an
      individual Purchase Order this requirement does not apply.

      Personnel substituted under the Subcontract shall conform to the above
      requirements as applicable and have a minimum, interim facility and
      personnel security clearances before commencing services under the
      Purchase Order.

H-10. PRIORITY RATING

      This Contract is a rated order under DPAS (15 CFR 350). The rating for
      NAVAIR and NAVFAC is A-7. The rating for NAVSEA is A-3. The applicable
      DPAS rating will be specified in each individual purchase order issued
      under this subcontract.

H-11. NON-DISCLOSURE AGREEMENT

      During the performance of work under individual Purchase Order(s) issued
      pursuant to this Contract, it may be necessary to share and/or exchange
      information and data which may be considered confidential, proprietary
      and/or competition sensitive. Further, during performance of work under
      this Contract, the parties recognize that the presence of Subcontractor
      personnel in Intergraph's and/or Customer's facilities may subject
      Subcontractor personnel to information and/or data that is considered by
      Intergraph and/or Customer to be confidential, proprietary and/or
      competition sensitive. Therefore, the Subcontractor agrees to the
      following:

      a.    Any  confidential, proprietary  and/or  competition  sensitive
            information exchanged by the parties and entitled to protection
            hereunder shall be identified by the furnishing party as
            confidential, proprietary and/or competition sensitive by (i)
            appropriate stamp or marking on the documents exchanged, or (ii)
            written notice of any disclosures made under assertion of
            confidentiality, sent to the receiving party no later than two
            (2) weeks after disclosure, with listings of all proprietary
            material and appropriately stamped or marked summaries of such
            other disclosures.

      b.    Verbal communications which are considered confidential,
            proprietary and/or competition sensitive may also be conducted as
            part of the normal discussion  activities.  Prior  to  these
            verbal communications, an announcement will be made that the
            conversation to follow is to be considered confidential,
            proprietary and/or competition sensitive, and at the conclusion
            of that part of the conversation that is considered confidential,
            proprietary and/or competition sensitive, an ending comment will
            be made so as to bracket the information which is considered to
            be confidential. Both



                                         12


      parties agree to hold such verbal information in confidence in accordance
      with this Agreement.

c.    The receiving party will hold such confidential, proprietary and/or
      competition sensitive information in confidence for a period of three
      (3) years from the date of receipt under this Agreement, and during
      such period will use such information only for evaluation purposes and
      will make such information available only to its employees having a
      "need to know" in order to carry out their functions in connection with
      the purpose of this Agreement. Unless authorized in writing by the
      party originally transmitting such confidential, proprietary and/or
      competition sensitive information hereunder, the receiving party will
      not otherwise use or disclose such confidential, proprietary and/or
      competition sensitive information during the above-mentioned three (3)
      year period.

      Information shall not be afforded the protection of this Agreement if, on
      the effective date hereof, such information has been or from the time
      thereafter such information is:

      (1)    lawfully developed by the receiving party independently of the
             information received from furnishing party;

      (2)    rightfully obtained without restriction by the receiving party from
             a third party;

      (3)    publicly available other than through the fault or negligence of
             the receiving party;

      (4)    released without restriction by the furnishing party to any third
             party,

d.    Should the receiving party be faced with legal action regarding
      disclosure of information under this Agreement, the receiving party
      shall forthwith notify the furnishing party, and, upon the request and
      at the expense of the latter, shall cooperate with the furnishing party
      in contesting such a disclosure. Except in connection with failure to
      discharge responsibilities set forth in the preceding sentence, neither
      party shall be liable in damages for any disclosures pursuant to
      judicial actions or for inadvertent disclosure where the proper degree
      of care has been exercised; provided, that upon discovery of such
      inadvertent disclosure, it shall have endeavored to prevent any further
      inadvertent disclosure and to correct the effects of any such
      inadvertent disclosure.

e.    All proprietary information furnished hereunder shall remain the property
      of the furnishing party and shall be returned to it or destroyed promptly
      at its request together with all copies made thereof by the receiving
      party hereunder. The parties shall employ the same standard of care it
      uses to

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             protect its own proprietary information, but in any event, no
             less than reasonable care.

      f.     No license under any patents or any other proprietary right is
             granted or conveyed by one party's transmitting proprietary
             information or other information to the other party hereunder, nor
             shall such a transmission constitute any representation, warranty,
             assurance, guaranty of inducement by the transmitting party to the
             other party with respect to infringement of patent or any other
             proprietary right of others.

      g.     The receiving party shall not disclose or deliver, directly or
             indirectly, any technical data or any product utilizing any such
             data to any person to whom such disclosure or delivery is
             prohibited by the U.S. Government, nor export, directly or
             indirectly, any technical data acquired pursuant to this Agreement
             or any product utilizing any such data to any country for which the
             U.S. Government or any agency thereof at the time of export
             requires an export license or other Government approval without
             first obtaining such license or approval.

      AS A MATERIAL PART OF THIS CONTRACT, THE SUBCONTRACTOR AGREES TO MAKE
      KNOWN THE PROVISIONS OF THIS CLAUSE TO EACH OF THE PERSONNEL THE
      SUBCONTRACTOR ASSIGNS TO PERFORM WORK UNDER THIS CONTRACT AND HAVE THE
      PERSONNEL SIGN A STATEMENT AGREEING TO ABIDE BY THE PROVISIONS CONTAINED
      IN THIS CLAUSE.

H-12. INCORPORATION OF SECTION K - "REPRESENTATIONS, CERTIFICATIONS, AND OTHER
      STATEMENTS OF OFFERORS"

      "Section K - Representations, Certifications, and Other Statements of
      Offers", executed by Tomahawk II, Inc., February 19, 1997, is incorporated
      herein by reference and made a part of this contract.

H-13. INSURANCE - WORK ON A GOVERNMENT INSTALLATION

(a)   In accordance with FAR 28.307-2, the Subcontractor shall at its own
      expense, procure and maintain during the entire performance period of this
      Subcontract, insurance of at least the kinds and minimum amounts set forth
      below:


                                                                  
      Worker's Compensation and Employer's Liability Insurance       $100,000
      General Liability Insurance For Bodily Injury Liability -
             Minimum Per Occurrence                                  $500,000
      Automobile Liability Insurance
             Minimum Per Person                                      $200,000
             Minimum Per Occurrence for Bodily Injury                $500,000
             Minimum Per Occurrence for Property Damage              $ 20,000



                                     14



(b)   Prior to the commencement of work hereunder, the Subcontractor shall
      furnish to the Subcontract Administrator a certificate or written
      statement of the above required insurance., The policies evidencing
      required insurance shall contain an endorsement to the effect that
      cancellation or any material change in the policies adversely affecting
      the interest of Intergraph Corporation in such insurance shall not be
      effective for such period as may be prescribed by the laws of the State in
      which this Subcontract is to be performed and in no event less than thirty
      (30) days after written notice thereof to the Subcontract Administrator.

(c)   The Subcontractor shall insert the substance of this clause, including
      this paragraph (c), in all lower tier subcontracts hereunder. The
      Subcontractor shall furnish (or ensure that there has been furnished to
      the Subcontract Administrator a current Certificate of Insurance, meeting
      the requirements of (b) above, for each such lower tier subcontractor, at
      least five (5) days prior to entry of each lower tier subcontractor's
      personnel on the Government Installation.

H-14. FIRM-FIXED PRICE-REQUIREMENTS SUPPORT SERVICES

(a)   STATEMENT OF WORK (SOW)

      Upon the Customer determining and defining project requirements, the
      Customer and the Intergraph Technical Representative (ITR) will then
      develop a Statement of Work (SOW) and forward it to the Intergraph
      Subcontract Administrator for certification approvals. The SOW will
      describe the technical requirement, description of work, acceptance
      criteria, benchmarks, labor categories required, and will provide an
      estimated number of staff-hours per labor category, an estimate of
      computer time required to perform the effort for the request, and a
      performance schedule. The SOW shall also include a price percentage
      breakdown by deliverable of the total purchase order price (e.g.,
      item/deliverable #1 = 70%, item/deliverable #2 = 30% of the total purchase
      order price). The Intergraph Subcontract Administrator will forward the
      SOW to the Subcontractor omitting any reference to staff-hours or labor
      categories. This request shall provide a detailed analysis of tasks and
      subtasks to be performed, sufficient to permit the Subcontractor to
      develop a technical proposal to estimate, by the task and subtask, the
      type of labor categories anticipated to fulfill the requirements, the
      number of staff-hours per labor category, a task completion date and total
      proposed price.

(b)   ORDERING PROCESS

      A SOW will be issued to the Subcontractor for review and preparation of a
      proposal. The Intergraph Subcontract Administrator and the Subcontractor
      will then negotiate a finalized firm-fixed price completion purchase
      order, which requires the Subcontractor to complete and deliver the
      specified end product at the established price. Finalized purchase orders
      will identify labor categories and the

                                          15



      hours negotiated for each purchase order. The process and special terms
      and conditions are as follows:

      (i)    The Subcontractor shall pick up the SOW from the Intergraph
             Subcontract Administrator within ten (10) working days of
             notification. The SOW will specify the time within which the
             Subcontractor's responding proposal is due. The proposal will
             include the number of staff-hours by skill category, task and
             subtask, computer time, other resources required, beginning date,
             milestone dates, completion date, proposed purchase order total
             price, pricing arrangement and a technical approach to indicate the
             Subcontractor's understanding of the requirement. The labor rates
             utilized by the Subcontractor in preparing the proposal will be
             those set forth in this Subcontract, which shall include all direct
             labor, facilities, incidental supplies, supervision, indirect
             charges, profit and local travel. The Subcontractor is responsible
             for certifying that resumes of the proposed personnel have been
             verified, and are true and accurate presentations of experience and
             performance. Resumes shall indicate the skill level under the
             Subcontract within which the individual is included, and shall be
             in the detail and format required by Intergraph.

      (ii)   Negotiations will take place at a time and place arranged by the
             Intergraph Subcontract Administrator. Following negotiations, a
             finalized firm-fixed price completion purchase order will be
             executed by the Subcontractor and the Intergraph Subcontract
             Administrator. No work will be performed and no payment will be
             allowed for any work performed except as authorized by a purchase
             order signed by the Intergraph Subcontract Administrator. The
             purchase order shall be the authority for the Subcontractor to
             proceed based upon the agreed terms and conditions of the purchase
             order. The Subcontractor shall acknowledge receipt of each purchase
             order issued under this Subcontract by signing and returning one
             (1) copy to the Intergraph Subcontract Administrator within ten
             (10) calendar days.

H-15.        ADMINISTRATION

             For the duration of this subcontract, the parties mutually agree to
             the following terms and conditions:

             -    For each proposal with a dollar value greater than $500,000
                  that is submitted to the Government for work to be performed
                  under this subcontract, it is mutually agreed that Intergraph
                  shall include a minimum of five (5) hours per month for
                  administration. The exact number of hours to be included in
                  each proposal greater than $500,000 shall be mutually
                  determined by Tomahawk II and Intergraph.



                                         16


             -    The applicable labor rate to be paid Tomahawk II per hour, as
                  set out in Attachment A, shall be based on the cumulative
                  value of Government Delivery Orders from NAVAIR, NAVFAC and
                  NAVSEA to Intergraph for support services (labor and travel)
                  resulting from Tomahawk II's efforts. Software, hardware and
                  training amounts contained in Delivery Orders are not to be
                  included in the cumulative total.

             -    The initial period of performance shall run from February 13,
                  1997 through October 3, 1997. Subsequent time periods are
                  specified in Attachment A.

             -    The hourly rate sliding scale is based on a percentage of the
                  CAD-2 prime billable rates for each specific contract. The
                  initial rates are 84% of the applicable prime rate for
                  cumulative delivery order value of $0 to $750,000; 87% of the
                  applicable prime rate for cumulative delivery order value of
                  $750,001 to $1,500,000; and 92% of the applicable prime rate
                  for cumulative delivery order value of greater than
                  $1,500,000. The cumulative delivery order value will be reset
                  to zero dollars ($0) at the beginning each subsequent time
                  period. Each applicable date is denoted in Attachment A.


SECTION I - CONTRACT CLAUSES

This Contract incorporates the following FAR clauses by reference, with the same
force and effect as if they were given in full text.



       Clause Number                   Clause Title And Date
       -------------                   ---------------------
                            
       52.202-1                Definitions (Sep 1991)
       52.203-1                Officials Not To Benefit (Apr 1984)
       52.203-3                Gratuities (Apr 1984)
       52.203-5                Covenant Against Contingent Fees (Apr 1984)
       52.203-6                Restrictions On Subcontractors Sales To The Government (Jul 1985)
       52.203-7                Anti-Kickback Procedures (Oct 1988)
       52.203-9                Requirement For Certificate Of Procurement Integrity - Modification (Sep 1990)
       52.203-10               Price Or Fee Adjustment For Illegal Or Improper Activity (Sep 1990)
       52.203-11               Certification And Disclosure Regarding Payments To Influence Certain Federal
                               Transactions (Jan 1990)
       52.203-12               Limitation On Payments To Influence Certain Federal Transactions (Jan 1990)
       52.204-2                Security Requirements (Apr 1984)
       52.208-1                Required Sources For Jewel Bearings And Related Items (Apr 1984)
       52.209-6                Protecting The Government's Interest When Subcontracting With Contractors
                               Debarred, Suspended, Or Proposed For Debarment (Jun 1991)
       52.210-5                New Material (Apr 1984)
       52.212-8                Defense Priority And Allocation Requirements (Sep 1990)
       52.212-13               Stop-Work Order (Aug 1989)
       52.215-1                Examination Of Records By Comptroller General (Feb 1993)
       52.215-2                Audit - Negotiation (Feb 1993)
       52.215-23               Price Reduction For Defective Cost Or Pricing Data-Modifications (Dec 1991)


                                               17


       52.215-25               Subcontractor Cost Or Pricing Data Modifications (Dec 1991)
       52.215-26               Integrity Of Unit Prices (Apr 1991)
       52.215-33               Order Of Precedence (Jan 1986)
       52.216-21        '      Requirements (Apr 1984)
       52.219-8                Utilization Of Small Business Concerns And Small Disadvantaged Business
                               Concerns (Feb 1990)
       52.219-9                Small Business And Small Disadvantaged Business Subcontracting Plan (Jan 1991)
       52.219-13               Utilization Of Women-Owned Small Businesses (Aug 1986)
       52.219-16               Liquidated Damages-Small Business Subcontracting Plan (Aug 1989)
       52.220-1                Preference For Labor Surplus Area Concerns (Apr 1984)
       52.220-3                Utilization Of Labor Surplus Area Concerns (Apr 1984)
       52.220-4                Labor Surplus Area Subcontracting Program (Apr 1984)
       52.222-1                Notice To The Government Of Labor Disputes (Apr 1984)
       52.222-3                Convict Labor (Apr 1984)
       52.222-20               Walsh-Healey Public Contracts Act (Apr 1984)
       52.222-26               Equal Opportunity (Apr 1984)
       52.222-28               Equal Opportunity Preaward Clearance Of Subcontracts (Apr 1984)
       52.222-29               Notification Of Visa Denial (Apr 1984)
       52.222-35               Affirmative Action For Special Disabled And Vietnam Era Veterans (Apr 1984)
       52.222-36               Affirmative Action For Handicapped Workers  (Apr 1984)
       52.222-37               Employment Reports On Special Disabled Veterans And Veterans Of The Vietnam
                               Era (Jan 1988)
       52.223-2                Clean Air And Water (Apr 1984)
       52.223-6                Drug-Free Workplace (Jul 1990)
       52.224-2                Privacy Act (Apr 1984)
       52.225-10               Duty Free Entry (Apr 1984)
       52.225-11               Restrictions On Certain Foreign Purchases (May 1992)
       52.225-13               Restrictions On Contracting With Sanctioned Persons (May 1989
       52.227-2                Notice And Assistance Regarding Patent And Copyright Infringement (Apr 1984)
       52.227-3                Patent Indemnity (Apr 1984)
       52.228-5                Insurance-Work On A Government Installation (Sep 1989)
       52.229-3                Federal, State, And Local Taxes (Jan 1991)
       52.230-3                Cost Accounting Standards (Sep 1987)
       52.230-4                Administration Of Cost Accounting Standards (Sep 1987)
       52.230-5                Disclosure And Consistency Of Cost Accounting Practices (Sep 1987)
       52.230-6                Consistency In Cost Accounting Practices (Sep 1987)
       52.232-1                Payments (Apr 1984)
       52.232-7                Payments Under Time-And-Materials And Labor Hour Contracts (Apr 1984)
       52.232-11               Extras (Apr 1984)
       52.232-17               Interest (Jan 1991)
       52.232-23               Assignment Of Claims (Jan 1986)
       52.233-1                Disputes (Dec 1991)
       52.237-2                Protection Of Government Building, Equipment, And Vegetation (Apr 1984)
       52.237-3                Continuity Of Services (Jan 1991)
       52.242-13               Bankruptcy (Apr 1991)
       52.243-1                Changes - Fixed Price (Aug 1987)
       52.243-1                Changes - Fixed Price (Alternate li) (Apr 1984)
       52.243-3                Changes - Time-And-Materials Or Labor-Hours (Aug 1987)
       52.243-6                Change Order Accounting (Apr 1984)
       52.244-1                Subcontracts (Fixed Price Contracts) (Apr 1991)
       52.244-3                Subcontracts (Time-And-Materials And Labor-Hour Contracts) (Apr 1985)
       52.246-6                Inspection -Time-And-Material And Labor-Hour (Jan 1986)
       52.247-63               Preference For U.S.- Flag Air Carriers (Apr 1984)
       52.249-2                Termination For Convenience Of The Government (Fixed Price) (Apr 1984)
       52.249-8                Default (Fixed Price Supply And Service) (Apr 1984)
       52.249-14               Excusable Delays (Apr 1984)
       252.203-7000            Statutory Prohibition On Compensation To Former Department Of Defense
                               Employees (Dec 1991)
       252.203-7001            Special Prohibition On Employment (Apr 1993)
       252.203-7002            Display Of DOD Hotline Poster (Dec 1991)
       252.204-7000            Disclosure Of Information (Dec 1991)


                                              18


       252.215-7000            Pricing Adjustment (Dec 1991)
       252.219-7003            Small Business And Small Disadvantaged Business Subcontracting Plan
                               (DOD Contracts) (Apr 1993)
       252.223-7500            Drug-Free Work Force (Dec 1991)
       252.225-7001            Buy American Act And Balance Of Payments Program (Dec 1991)
       252.225-7002            Qualifying Country Sources As Subcontractors (Dec 1991)
       252.225-7007            Trade Agreements Act (Dec 1991)
       252.227-7013            Rights In Technical Data And Computer Software (Oct 1988)
       252.227-7018            Restrictive Markings On Technical Data (Oct 1988)
       252.227-7019            Identification Of Restricted Rights Computer Software (Apr 1988)
       252.227-7026            Deferred Delivery Of Technical Data Or Computer Software (Apr 1988)
       252.227-7027            Deferred Ordering Of Technical Data Or Computer Software (Apr 1988)
       252.227-7028            Requirement For Technical Data Representation (Oct 1988)
       252.227-7029            Identification Of Technical Data (Apr 1988)
       252.227-7030            Technical Data - Withholding Of Payment (Oct 1988)
       252.227-7031            Data Requirements (Oct 1988)
       252.227-7036            Certification Of Technical Data Conformity (May 1987)
       252.227-7037            Validation Of Restrictive Markings On Technical Data (Apr 1988)
       252.233-7000            Certification Of Requests For Adjustment Or Relief Exceeding $100,000 (Apr 1993)
       252.243-7001            Pricing Of Adjustments (Dec 1991)
       252.270-7000            Recovery Of Non-Recurring Costs And Royalty Fees On Commercial Sales (Dec 1991)
       252.270-7001            Warranty Exclusion And Limitation Of Damages (Feb 1983)
       252.270-7008            Rights In Privacy Safeguards (Apr 1984)
       252.271-7001            Recovery Of Non-Recurring Costs On Commercial Sales Of Defense Products And
                               Technology And Of Royalty Fees For Use Of DOD Technical Data (Feb 1989)



SECTION J - LIST OF ATTACHMENTS

The following attachments constitute a part of this Contract:



                    
        ATTACHMENT A - Direct Labor Schedule, dated February 5, 1997
        ATTACHMENT B - Statement of Work, dated February 5, 1997
        ATTACHMENT C - Status Report Format (Section H, Clause H-l)
        ATTACHMENT D - List of Approved Employees, dated February 5, 1997



                                       19


                                  Page 1 of 9


                                  ATTACHMENT A

                             DIRECT LABOR SCHEDULE
                                SECTION B-2(a)(1)


                                FEBRUARY 5, 1997





                                                                                                          
                                                                                  CY*                         $750         OVER
NAVAIR                                CATEGORY                                 97 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $  97.00      $  81.48       $  84.39     $  89.24
29AB01        Senior Computer Engineer (SCE)                                   $  75.00      $  63.00       $  65.25     $  69.00
29AC01        Computer Technician (CT)                                         $  36.00      $  30.24       $  31.32     $  33.12
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  61.00      $  51.24       $  53.07     $  56.12
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  75.00      $  63.00       $  65.25     $  69.00


                                                                                  CY*                         $750K         OVER
NAVFAC                                CATEGORY                                 97 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA        Senior Computer Scientist (SCS)                                  $  92.00      $  77.28       $  80.04     $  84.64
0033AB        Computer Scientist (CS)                                          $  66.00      $  55.44       $  57.42     $  60.72
0033AJ        Associate Computer Scientist (ACS)                               $  51.00      $  42.84       $  44.37     $  46.92
0033AC        Computer Science Technician (CST)                                $  35.00      $  29.40       $  30.45     $  32.20
0033AD        Senior Engineer (SE)                                             $  71.00      $  59.64       $  61.77     $  65.32
3033AE        Engineer (E)                                                     $  55.00      $  46.20       $  47.85     $  50.60
0033AF        Engineering Technician (ET)                                      $  35.00      $  29.40       $  30.45     $  32.20
0033AG        Senior Clerical Assistant (SCA)                                  $  31.00      $  26.04       $  26.97     $  28.52
0033AH        Clerical Assistant (CA)                                          $  24.00      $  20.16       $  20.88     $  22.08


                                                                                  CY*                        $750K          OVER
NAVSEA                                CATEGORY                                 97 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA        Computer Engineer, Level 1 (CE1)                                 $  53.40      $  44.86       $  46.46     $  49.13
SS08AB        Computer Engineer, Level 2 (CE2)                                 $  64.39      $  54.09       $  56.02     $  59.24
SS08AC        Computer Engineer, Level 3 (CE3)                                 $  77.75      $  65.31       $  67.64     $  71.53
SS08AD        Computer Engineer, Level 4 (CE4)                                 $ 100.86      $  84.72       $  87.75     $  92.79
SS08AE        Computer Technician, Level 1 (CT1)                               $  31.91      $  26.80       $  27.76     $  29.36
SS08AF        Computer Technician, Level 2 (CT2)                               $  38.49      $  32.33       $  33.49     $  35.41
SS08AG        Computer Technician, Level 3 (CT3)                               $  49.23      $  41.35       $  42.83     $  45.29
SS08AH        Computer Technician, Level 4 (CT4)                               $  53.40      $  44.86       $  46.46     $  49.13

ON-SITE

SS08AJ        Computer Engineer, Level 1 (CE1)                                 $  82.92      $  69.65       $  72.14     $  76.29
SS08AK        Computer Engineer, Level 2 (CE2)                                 $  93.91      $  78.88       $  81.70     $  86.40
SS08AL        Computer Engineer, Level 3 (CE3)                                 $ 107.27      $  90.11       $  93.32     $  98.69
SS08AM        Computer Engineer, Level 4 (CE4)                                 $ 130.38      $ 109.52       $ 113.43     $ 119.95
SS08AN        Computer Technician, Level 1 (CT1)                               $  61.43      $  51.60       $  53.44     $  56.52
SS08AP        Computer Technician, Level 2 (CT2)                               $  68.01      $  57.13       $  59.17     $  62.57
SS08AQ        Computer Technician, Level 3 (CT3)                               $  78.75      $  66.15       $  68.51     $  72.45
SS08AR        Computer Technician, Level 4 (CT4)                               $  82.92      $  69.65       $  72.14     $  76.29

CRYSTAL CITY

SS08AS        Computer Engineer, Level 1 (CE1)                                 $  58.47      $  49.11       $  50.87     $  53.79
SS08AT        Computer Engineer, Level 2 (CE2)                                 $  70.51      $  59.23       $  61.34     $  64.87
SS08AU        Computer Engineer, Level 3 (CE3)                                 $  85.14      $  71.52       $  74.07     $  78.33
SS08AV        Computer Engineer, Level 4 (CE4)                                 $ 110.44      $  92.77       $  96.08     $ 101.60
SS08AW        Computer Technician, Level 1 (CT1)                               $  34.94      $  29.35       $  30.40     $  32.14
SS08AX        Computer Technician, Level 2 (CT2)                               $  42.15      $  35.41       $  36.67     $  38.78
SS08AY        Computer Technician, Level 3 (CT3)                               $  53.91      $  45.28       $  46.90     $  49.60
SS08AZ        Computer Technician, Level 4 (CT4)                               $  58.47      $  49.11       $  50.87     $  53.79


*GFY1997  Rate is valid from February 13, 1997 through October 3, 1997.





                                                                                                          
                                                                                  CY*                        $750K         OVER
NAVAIR                                CATEGORY                                 98 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $ 105.00      $  88.20       $  91.35     $  96.60
29AB01        Computer Scientist/Engineer (CS/E)                               $  81.00      $  68.04       $  70.47     $  74.52
29AC01        Computer Technician (CT)                                         $  40.00      $  33.60       $  34.80     $  36.80
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  67.00      $  56.28       $  58.29     $  61.64
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  81.00      $  68.04       $  70.47     $  74.52


                                                                                  CY*                        $750K         OVER
NAVFAC                                CATEGORY                                 98 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $  98.00      $  82.32       $  85.26     $  90.16
0033AB         Computer Scientist (CS)                                         $  70.00      $  58.80       $  60.90     $  64.40
0033AJ         Associate Computer Scientist (ACS)                              $  53.00      $  44.52       $  46.11     $  48.76
0033AC         Computer Science Technician (CST)                               $  37.00      $  31.08       $  32.19     $  34.04
0033AD         Senior Engineer (SE)                                            $  76.00      $  63.84       $  66.12     $  69.92
0033AE         Engineer (E)                                                    $  59.00      $  49.56       $  51.33     $  54.28
0033AF         Engineering Technician (ET)                                     $  37.00      $  31.08       $  32.19     $  34.04
0033AG         Senior Clerical Assistant (SCA)                                 $  32.00      $  26.88       $  27.84     $  29.44
0033AH         Clerical Assistant (CA)                                         $  26.00      $  21.84       $  22.62     $  23.92


                                                                                  CY*                        $750K         OVER
NAVSEA                                CATEGORY                                 98 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA         Computer Engineer, Level 1 (CE1)                                $  57.67      $  48.44       $  50.17     $  53.06
SS08AB         Computer Engineer, Level 2 (CE2)                                $  69.54      $  58.41       $  60.50     $  63.98
SS08AC         Computer Engineer, Level 3 (CE3)                                $  83.96      $  70.53       $  73.05     $  77.24
SS08AD         Computer Engineer, Level 4 (CE4)                                $ 108.93      $  91.50       $  94.77     $ 100.22
SS08AE         Computer Technician, Level 1 (CT1)                              $  34.46      $  28.95       $  29.98     $  31.70
SS08AF         Computer Technician, Level 2 (CT2)                              $  41.57      $  34.92       $  36.17     $  38.24
SS08AG         Computer Technician, Level 3 (CT3)                              $  53.17      $  44.66       $  46.26     $  48.92
SSO8AH         Computer Technician, Level 4 (CT4)                              $  57.67      $  48.44       $  50.17     $  53.06

ON-SITE

SSO8AJ         Computer Engineer, Level 1 (CE1)                                $  88.88      $  74.66       $  77.33     $  81.77
SSO8AK         Computer Engineer, Level 2 (CE2)                                $ 100.75      $  84.63       $  87.65     $  92.69
SS08AL         Computer Engineer, Level 3 (CE3)                                $ 115.17      $  96.74       $ 100.20     $ 105.96
SS08AM         Computer Engineer, Level 4 (CE4)                                $ 140.14      $ 117.72       $ 121.92     $ 128.93
SS08AN         Computer Technician, Level 1 (CT1)                              $  65.67      $  55.16       $  57.13     $  60.42
SSO8AP         Computer Technician, Level 2 (CT2)                              $  72.78      $  61.14       $  63.32     $  66.96
SS08AQ         Computer Technician, Level 3 (CT3)                              $  84.38      $  70.88       $  73.41     $  77.63
SS08AR         Computer Technician, Level 4 (CT4)                              $  88.88      $  74.66       $  77.33     $  81.77

CRYSTAL CITY

SS08AS         Computer Engineer, Level 1 (CE1)                                $  63.15      $  53.05       $  54.94     $  58.10
SS08AT         Computer Engineer, Level 2 (CE2)                                $  76.15      $  63.97       $  66.25     $  70.06
SS08AU         Computer Engineer, Level 3 (CE3)                                $  91.94      $  77.23       $  79.99     $  84.58
SS08AV         Computer Engineer, Level 4 (CE4)                                $ 119.28      $ 100.20       $ 103.77     $ 109.74
SS08AW         Computer Technician, Level 1 (CT1)                              $  37.73      $  31.69       $  32.83     $  34.71
SSO8AX         Computer Technician, Level 2 (CT2)                              $  45.52      $  38.24       $  39.60     $  41.88
SS08AY         Computer Technician, Level 3 (CT3)                              $  58.22      $  48.90       $  50.65     $  53.56
SS08AZ         Computer Technician, Level 4 (CT4)                              $  63.15      $  53.05       $  54.94     $  58.10


*GFY 1998 Rates are valid from October 4, 1997 through October 2, 1998





                                                                                                          
                                                                                  CY*                        $750K         OVER
NAVAIR                                CATEGORY                                 99 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 113.00      $  94.92       $  98.31     $ 103.96
29AB01         Senior Computer Engineer (SCE)                                  $  87.00      $  73.08       $  75.69     $  80.04
29AC01         Computer Technician (CT)                                        $  43.00      $  36.12       $  37.41     $  39.56
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $  72.00      $  60.48       $  62.64     $  66.24
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $  87.00      $  73.08       $  75.69     $  80.04


                                                                                  CY*                        $750K         OVER
NAVFAC                                CATEGORY                                 99 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 104.00      $  87.36       $  90.48     $  95.68
0033AB         Computer Scientist (CS)                                         $  74.00      $  62.16       $  64.38     $  68.08
0033AJ         Associate Computer Scientist (ACS)                              $  55.00      $  46.20       $  47.85     $  50.60
0033AC         Computer Science Technician (CST)                               $  40.00      $  33.60       $  34.80     $  36.80
0033AD         Senior Engineer (SE)                                            $  80.00      $  67.20       $  69.60     $  73.60
0033AE         Engineer (E)                                                    $  62.00      $  52.08       $  53.94     $  57.04
0033AF         Engineering Technician (ET)                                     $  40.00      $  33.60       $  34.80     $  36.80
0033AG         Senior Clerical Assistant (SCA)                                 $  34.00      $  28.56       $  29.58     $  31.28
0033AH         Clerical Assistant (CA)                                         $  27.00      $  22.68       $  23.49     $  24.84


                                                                                  CY*                        $750K         OVER
NAVSEA                                CATEGORY                                 99 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA         Computer Engineer, Level 1 (CE1)                                $  62.28      $  52.32       $  54.18     $  57.30
SS08AB         Computer Engineer, Level 2 (CE2)                                $  75.10      $  63.08       $  65.34     $  69.09
SS08AC         Computer Engineer, Level 3 (CE3)                                $  90.69      $  76.18       $  78.90     $  83.43
SS08AD         Computer Engineer, Level 4 (CE4)                                $ 117.63      $  98.81       $ 102.34     $ 108.22
SS08AE         Computer Technician, Level 1 (CT1)                              $  37.22      $  31.26       $  32.38     $  34.24
SS08AF         Computer Technician, Level 2 (CT2)                              $  44.89      $  37.71       $  39.05     $  41.30
SS08AG         Computer Technician, Level 3 (CT3)                              $  57.43      $  48.24       $  49.96     $  52.84
SS08AH         Computer Technician, Level 4 (CT4)                              $  62.28      $  52.32       $  54.18     $  57.30

ON-SITE

SS08AJ         Computer Engineer, Level 1 (CE1)                                $  95.31      $  80.06       $  82.92     $  87.69
SS08AK         Computer Engineer, Level 2 (CE2)                                $ 108.13      $  90.83       $  94.07     $  99.48
SS08AL         Computer Engineer, Level 3 (CE3)                                $ 123.72      $ 103.92       $ 107.64     $ 113.82
SS08AM         Computer Engineer, Level 4 (CE4)                                $ 150.66      $ 126.55       $ 131.07     $ 138.61
SS08AN         Computer Technician, Level 1 (CT1)                              $  70.25      $  59.01       $  61.12     $  64.63
SS08AP         Computer Technician, Level 2 (CT2)                              $  77.92      $  65.45       $  67.79     $  71.69
SS08AQ         Computer Technician, Level 3 (CT3)                              $  90.46      $  75.99       $  78.70     $  83.22
SS08AR         Computer Technician, Level 4 (CT4)                              $  95.31      $  80.06       $  82.92     $  87.69

CRYSTAL CITY

SS08AS         Computer Engineer, Level 1 (CE1)                                $  68.20      $  57.29       $  59.33     $  62.74
SS08AT         Computer Engineer, Level 2 (CE2)                                $  82.23      $  69.07       $  71.54     $  75.65
SS08AU         Computer Engineer, Level 3 (CE3)                                $  99.31      $  83.42       $  86.40     $  91.37
SS08AV         Computer Engineer, Level 4 (CE4)                                $ 128.80      $ 108.19       $ 112.06     $ 118.50
SS08AW         Computer Technician, Level 1 (CT1)                              $  40.76      $  34.24       $  35.46     $  37.50
SS08AX         Computer Technician, Level 2 (CT2)                              $  49.15      $  41.29       $  42.76     $  45.22
SS08AY         Computer Technician, Level 3 (CT3)                              $  62.89      $  52.83       $  54.71     $  57.86
SS08AZ         Computer Technician, Level 4 (CT4)                              $  68.20      $  57.29       $  59.33     $  62.74


*GFY 1999 Rates valid from October 3, 1998 through October 1, 1999





                                                                                                          
                                                                                  CY*                        $750K         OVER
NAVAIR                                CATEGORY                                 00 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 122.00      $ 102.48       $ 106.14     $ 112.24
29AB01         Senior Computer Engineer (SCE)                                  $  94.00      $  78.96       $  81.78     $  86.48
29AC01         Computer Technician (CT)                                        $  46.00      $  38.64       $  40.02     $  42.32
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $  78.00      $  65.52       $  67.86     $  71.76
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $  94.00      $  78.96       $  81.78     $  86.48


                                                                                  CY*                        $750K         OVER
NAVFAC                                CATEGORY                                 00 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 110.00      $  92.40       $  95.70     $ 101.20
0033AB         Computer Scientist (CS)                                         $  78.00      $  65.52       $  67.86     $  71.76
0033AJ         Associate Computer Scientist (ACS)                              $  57.00      $  47.88       $  49.59     $  52.44
0033AC         Computer Science Technician (CST)                               $  42.00      $  35.28       $  36.54     $  38.64
0033AD         Senior Engineer (SE)                                            $  85.00      $  71.40       $  73.95     $  78.20
0033AE         Engineer (E)                                                    $  66.00      $  55.44       $  57.42     $  60.72
0033AF         Engineering Technician (ET)                                     $  42.00      $  35.28       $  36.54     $  38.64
3033AG         Senior Clerical Assistant (SCA)                                 $  36.00      $  30.24       $  31.32     $  33.12
3033AH         Clerical Assistant (CA)                                         $  29.00      $  24.36       $  25.23     $  26.68


                                                                                  CY*                        $750K         OVER
NAVSEA                                CATEGORY                                 00 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA         Computer Engineer, Level 1 (CE1)                                $  67.27      $  56.51       $  58.52     $  61.89
SS08AB         Computer Engineer, Level 2 (CE2)                                $  81.11      $  68.13       $  70.57     $  74.62
SS08AC         Computer Engineer, Level 3 (CE3)                                $  97.94      $  82.27       $  85.21     $  90.10
SS08AD         Computer Engineer, Level4 (CE4)                                 $ 127.04      $ 106.71       $ 110.52     $ 116.88
SS08AE         Computer Technician, Level 1 (CT1)                              $  40.18      $  33.75       $  34.96     $  36.97
SS08AF         Computer Technician, Level 2 (CT2)                              $  48.48      $  40.72       $  42.18     $  44.60
SS08AG         Computer Technician, Level 3 (CT3)                              $  62.03      $  52.11       $  53.97     $  57.07
SS08AH         Computer Technician, Level 4 (CT4)                              $  67.27      $  56.51       $  58.52     $  61.89

ON-SITE

SS08AJ         Computer Engineer, Level 1 (CE1)                                $ 102.24      $  85.88       $  88.95     $  94.06
SSO8AK         Computer Engineer, Level 2 (CE2)                                $ 116.08      $  97.51       $ 100.99     $ 106.79
SS08AL         Computer Engineer, Level 3 (CE3)                                $ 132.91      $ 111.64       $ 115.63     $ 122.28
SS08AM         Computer Engineer, Level 4 (CE4)                                $ 162.01      $ 136.09       $ 140.95     $ 149.05
SS08AN         Computer Technician, Level 1 (CT1)                              $  75.15      $  63.13       $  65.38     $  69.14
SS08AP         Computer Technician, Level 2 (CT2)                              $  83.45      $  70.10       $  72.60     $  76.77
SS08AQ         Computer Technician, Level 3 (CT3)                              $  97.00      $  81.48       $  84.39     $  89.24
SS08AR         Computer Technician, Level 4 (CT4)                              $ 102.24      $  85.88       $  88.95     $  94.06

CRYSTAL CITY

SS08AS         Computer Engineer, Level 1 (CE1)                                $  73.66      $  61.87       $  64.08     $  67.77
SS08AT         Computer Engineer, Level 2 (CE2)                                $  88.82      $  74.61       $  77.27     $  81.71
SSO8AU         Computer Engineer, Level 3 (CE3)                                $ 107.24      $  90.08       $  93.30     $  98.66
SS08AV         Computer Engineer, Level 4 (CE4)                                $ 139.11      $ 116.85       $ 121.03     $ 127.98
SSO8AW         Computer Technician, Level 1 (CT1)                              $  44.00      $  36.96       $  38.28     $  40.48
SS08AX         Computer Technician, Level 2 (CT2)                              $  53.09      $  44.60       $  46.19     $  48.84
SS08AY         Computer Technician, Level 3 (CT3)                              $  67.92      $  57.05       $  59.09     $  62.49
SS08AZ         Computer Technician, Level 4 (CT4)                              $  73.66      $  61.87       $  64.08     $  67.77


*GFY 2000 Rates valid from October 2, 1999 through September 29, 2000





                                                                                                          
                                                                                  CY*                        $750K         OVER
NAVAIR                                CATEGORY                                 01 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 132.00      $ 110.88       $ 114.84     $ 121.44
29AB01         Senior Computer Engineer (SCE)                                  $ 102.00      $  85.68       $  88.74     $  93.84
29AC01         Computer Technician (CT)                                        $  50.00      $  42.00       $  43.50     $  46.00
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $  84.00      $  70.56       $  73.08     $  77.28
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $ 102.00      $  85.68       $  88.74     $  93.84


                                                                                  CY*                        $750K         OVER
NAVFAC                                CATEGORY                                 01 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 117.00      $  98.28       $ 101.79     $ 107.64
0033AB         Computer Scientist (CS)                                         $  83.00      $  69.72       $  72.21     $  76.36
0033AJ         Associate Computer Scientist (ACS)                              $  60.00      $  50.40       $  52.20     $  55.20
0033AC         Computer Science Technician (CST)                               $  45.00      $  37.80       $  39.15     $  41.40
0033AD         Senior Engineer (SE)                                            $  90.00      $  75.60       $  78.30     $  82.80
0033AE         Engineer (E)                                                    $  70.00      $  58.80       $  60.90     $  64.40
0033AF         Engineering Technician (ET)                                     $  45.00      $  37.80       $  39.15     $  41.40
0033AG         Senior Clerical Assistant (SCA)                                 $  39.00      $  32.76       $  33.93     $  35.88
0033AH         ClericalAssistant (CA)                                          $  30.00      $  25.20       $  26.10     $  27.60


                                                                                  CY*                        $750K         OVER
NAVSEA                                CATEGORY                                 01 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA         Computer Engineer, Level 1 (CE1)                                $  72.65      $  61.03       $  63.21     $  66.84
SS08AB         Computer Engineer, Level 2 (CE2)                                $  87.60      $  73.58       $  76.21     $  80.59
SS08AC         Computer Engineer, Level 3 (CE3)                                $ 105.78      $  88.86       $  92.03     $  97.32
SS08AD         Computer Engineer, Level 4 (CE4)                                $ 137.22      $ 115.26       $ 119.38     $ 126.24
SS08AE         Computer Technician, Level 1 (CT1)                              $  43.41      $  36.46       $  37.77     $  39.94
SS08AF         Computer Technician, Level 2 (CT2)                              $  52.36      $  43.98       $  45.55     $  48.17
SS08AG         Computer Technician, Level 3 (CT3)                              $  66.99      $  56.27       $  58.28     $  61.63
SS08AH         Computer Technician, Level 4 (CT4)                              $  72.65      $  61.03       $  63.21     $  66.84

ON-SITE

SS08AJ         Computer Engineer, Level 1 (CE1)                                $ 109.70      $  92.15       $  95.44     $ 100.92
SS08AK         Computer Engineer, Level 2 (CE2)                                $ 124.65      $ 104.71       $ 108.45     $ 114.68
SS08AL         Computer Engineer, Level 3 (CE3)                                $ 142.83      $ 119.98       $ 124.26     $ 131.40
SS08AM         Computer Engineer, Level 4 (CE4)                                $ 174.27      $ 146.39       $ 151.61     $ 160.33
SS08AN         Computer Technician, Level 1 (CT1)                              $  80.46      $  67.59       $  70.00     $  74.02
SS08AP         Computer Technician, Level 2 (CT2)                              $  89.41      $  75.10       $  77.79     $  82.26
SS08AQ         Computer Technician, Level 3 (CT3)                              $ 104.04      $  87.39       $  90.51     $  95.72
SS08AR         Computer Technician, Level 4 (CT4)                              $ 109.70      $  92.15       $  95.44     $ 100.92

CRYSTAL CITY

SS08AS         Computer Engineer, Level 1 (CE1)                                $  79.55      $  66.82       $  69.21     $  73.19
SS08AT         Computer Engineer, Level 2 (CE2)                                $  95.92      $  80.57       $  83.45     $  88.25
SS08AU         Computer Engineer, Level 3 (CE3)                                $ 115.83      $  97.30       $ 100.77     $ 106.56
SS08AV         Computer Engineer, Level 4 (CE4)                                $ 150.26      $ 126.22       $ 130.73     $ 138.24
SS08AW         Computer Technician, Level 1 (CT1)                              $  47.53      $  39.93       $  41.35     $  43.73
SS08AX         Computer Technician, Level 2 (CT2)                              $  57.33      $  48.16       $  49.88     $  52.74
SS08AY         Computer Technician, Level 3 (CT3)                              $  73.35      $  61.61       $  63.81     $  67.48
SS08AZ         Computer Technician, Level 4 (CT4)                              $  79.55      $  66.82       $  69.21     $  73.19


*GFY 2001 Rates valid from September 30, 2000 through October 5, 2001



                                                                  Page 7 of 9


                                                                                                           
                                                                                  CY*                         $750K        OVER
NAVAIR                                CATEGORY                                 02 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 142.00      $ 119.28        $ 123.54     $ 130.64
29AB01         Senior Computer Engineer (SCE)                                  $ 109.00      $  91.56        $  94.83     $ 100.28
29AC01         Computer Technician (CT)                                        $  55.00      $  46.20        $  47.85     $  50.60
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $  91.00      $  76.44        $  79.17     $  83.72
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $ 109.00      $  91.56        $  94.83     $ 100.28


                                                                                  CY*                         $750K        OVER
NAVFAC                                CATEGORY                                 02 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 124.00      $ 104.16        $ 107.88     $ 114.08
0033AB         Computer Scientist (CS)                                         $  88.00      $  73.92        $  76.56     $  80.96
0033AJ         Associate Computer Scientist (ACS)                              $  62.00      $  52.08        $  53.94     $  57.04
0033AC         Computer Science Technician (CST)                               $  47.00      $  39.48        $  40.89     $  43.24
0033AD         Senior Engineer (SE)                                            $  96.00      $  80.64        $  83.52     $  88.32
0033AE         Engineer (E)                                                    $  74.00      $  62.16        $  64.38     $  68.08
0033AF         Engineering Technician (ET)                                     $  47.00      $  39.48        $  40.89     $  43.24
0033AG         Senior Clerical Assistant (SCA)                                 $  41.00      $  34.44        $  35.67     $  37.72
0033AH         Clerical Assistant (CA)                                         $  32.00      $  26.88        $  27.84     $  29.44


                                                                                  CY*                         $750K        OVER
NAVSEA                                CATEGORY                                 02 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA         Computer Engineer, Level 1 (CE1)                                $  78.44      $  65.89        $  68.24     $  72.16
SS08AB         Computer Engineer, Level 2 (CE2)                                $  94.60      $  79.46        $  82.30     $  87.03
SS08AC         Computer Engineer, Level 3 (CE3)                                $ 114.24      $  95.96        $  99.39     $ 105.10
SS08AD         Computer Engineer, Level 4 (CE4)                                $ 148.19      $ 124.48        $ 128.93     $ 136.33
SS08AE         Computer Technician, Level 1 (CT1)                              $  46.88      $  39.38        $  40.79     $  43.13
SS08AF         Computer Technician, Level 2 (CT2)                              $  56.55      $  47.50        $  49.20     $  52.03
SS08AG         Computer Technician, Level 3 (CT3)                              $  72.34      $  60.77        $  62.94     $  66.55
SS08AH         Computer Technician, Level 4 (CT4)                              $  78.44      $  65.89        $  68.24     $  72.16

ON-SITE

SS08AJ         Computer Engineer, Level 1 (CE1)                                $ 117.72      $  98.88        $ 102.42     $ 108.30
SS08AK         Computer Engineer, Level 2 (CE2)                                $ 133.88      $ 112.46        $ 116.48     $ 123.17
SS08AL         Computer Engineer, Level 3 (CE3)                                $ 153.52      $ 128.96        $ 133.56     $ 141.24
SS08AM         Computer Engineer, Level 4 (CE4)                                $ 187.47      $ 157.47        $ 163.10     $ 172.47
SS08AN         Computer Technician, Level 1 (CT1)                              $  86.16      $  72.37        $  74.96     $  79.27
SS08AP         Computer Technician, Level 2 (CT2)                              $  95.83      $  80.50        $  83.37     $  88.16
SS08AQ         Computer Technician, Level 3 (CT3)                              $ 111.62      $  93.76        $  97.11     $ 102.69
SS08AR         Computer Technician, Level 4 (CT4)                              $ 117.72      $  98.88        $ 102.42     $ 108.30

CRYSTAL CITY

SS08AS         Computer Engineer, Level 1 (CE1)                                $  85.89      $  72.15        $  74.72     $  79.02
SS08AT         Computer Engineer, Level 2 (CE2)                                $ 103.59      $  87.02        $  90.12     $  95.30
SS08AU         Computer Engineer, Level 3 (CE3)                                $ 125.09      $ 105.08        $ 108.83     $ 115.08
SS08AV         Computer Engineer, Level 4 (CE4)                                $ 162.27      $ 136.31        $ 141.17     $ 149.29
SS08AW         Computer Technician, Level 1 (CT1)                              $  51.33      $  43.12        $  44.66     $  47.22
SS08AX         Computer Technician, Level 2 (CT2)                              $  61.92      $  52.01        $  53.87     $  56.97
SS08AY         Computer Technician, Level 3 (CT3)                              $  79.21      $  66.54        $  68.91     $  72.87
SS08AZ         Computer Technician, Level 4 (CT4)                              $  58.89      $  49.47        $  51.23     $  54.18



*GFY 2002 Rates valid from October 5, 2001 through October 4, 2002



                                                                  Page 8 of 9


                                                                                                           
                                                                                  CY*                         $750K        OVER
NAVAIR                                CATEGORY                                 03 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 153.00      $ 128.52        $ 133.11     $ 140.76
29A301         Senior Computer Engineer (SCE)                                  $ 117.00      $  98.28        $ 101.79     $ 107.64
29AC01         Computer Technician (CT)                                        $  60.00      $  50.40        $  52.20     $  55.20
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $  98.00      $  82.32        $  85.26     $  90.16
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $ 117.00      $  98.28        $ 101.79     $ 107.64


                                                                                  CY*                         $750K        OVER
NAVFAC                                CATEGORY                                 03 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 131.00      $ 110.04        $ 113.97     $ 120.52
0033AB         Computer Scientist (CS)                                         $  93.00      $  78.12        $  80.91     $  85.56
0033AJ         Associate Computer Scientist (ACS)                              $  65.00      $  54.60        $  56.55     $  59.80
0033AC         Computer Science Technician (CST)                               $  50.00      $  42.00        $  43.50     $  46.00
0033AD         Senior Engineer (SE)                                            $ 101.00      $  84.84        $  87.87     $  92.92
0033AE         Engineer (E)                                                    $  78.00      $  65.52        $  67.86     $  71.76
0033AF         Engineering Technician (ET)                                     $  50.00      $  42.00        $  43.50     $  46.00
0033AG         Senior Clerical Assistant (SCA)                                 $  43.00      $  36.12        $  37.41     $  39.56
0033AH         Clerical Assistant (CA)                                         $  34.00      $  28.56        $  29.58     $  31.28

*GFY 2003 Rates valid from October 5, 2002 through October 3, 2003



                                                                                  CY*                         $750K        OVER
NAVAIR                                CATEGORY                                 04 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 162.00      $ 136.08        $ 140.94     $ 149.04
29AB01         Senior Computer Engineer (SCE)                                  $ 126.00      $ 105.84        $ 109.62     $ 115.92
29AC01         Computer Technician (CT)                                        $  64.00      $  53.76        $  55.68     $  58.88
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $ 105.00      $  88.20        $  91.35     $  96.60
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $ 126.00      $ 105.84        $ 109.62     $ 115.92


                                                                                  CY*                         $750K        OVER
NAVFAC                                CATEGORY                                 04 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 139.00      $ 116.76        $ 120.93     $ 127.88
0033AB         Computer Scientist (CS)                                         $  99.00      $  83.16        $  86.13     $  91.08
0033AJ         Associate Computer Scientist (ACS)                              $  67.00      $  56.28        $  58.29     $  61.64
0033AC         Computer Science Technician (CST)                               $  53.00      $  44.52        $  46.11     $  48.76
0033AD         Senior Engineer (SE)                                            $ 108.00      $  90.72        $  93.96     $  99.36
0033AE         Engineer (E)                                                    $  83.00      $  69.72        $  72.21     $  76.36
0033AF         Engineering Technician (ET)                                     $  53.00      $  44.52        $  46.11     $  48.76
0033AG         Senior Clerical Assistant (SCA)                                 $  46.00      $  38.64        $  40.02     $  42.32
0033AH         Clerical Assistant (CA)                                         $  36.00      $  30.24        $  31.32     $  33.12



*GFY 2004 Rates valid from October 4, 2003 through October 1, 2004



                                                                  Page 9 of 9


                                                                                                           
                                                                                  CY*                         $750K        OVER
NAVAIR                                CATEGORY                                 05 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 172.00      $ 144.48        $ 149.64     $ 158.24
29AB01         Senior Computer Engineer (SCE)                                  $ 133.00      $ 111.72        $ 115.71     $ 122.36
29AC01         Computer Technician (CT)                                        $  69.00      $  57.96        $  60.03     $  63.48
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $ 110.00      $  92.40        $  95.70     $ 101.20
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $ 133.00      $ 111.72        $ 115.71     $ 122.36


                                                                                  CY*                         $750K        OVER
NAVFAC                                CATEGORY                                 05 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA         Senior Computer Scientist (SCS)                                 $ 139.00      $ 116.76        $ 120.93     $ 127.88
0033AB         Computer Scientist (CS)                                         $  99.00      $  83.16        $  86.13     $  91.08
0033AJ         Associate Computer Scientist (ACS)                              $  70.00      $  58.80        $  60.90     $  64.40
0033AC         Computer Science Technician (CST)                               $  53.00      $  44.52        $  46.11     $  48.76
0033AD         Senior Engineer (SE)                                            $ 108.00      $  90.72        $  93.96     $  99.36
0033AE         Engineer (E)                                                    $  83.00      $  69.72        $  72.21     $  76.36
0033AF         Engineering Technician (ET)                                     $  53.00      $  44.52        $  46.11     $  48.76
0033AG         Senior Clerical Assistant (SCA)                                 $  46.00      $  38.64        $  40.02     $  42.32
0033AH         Clerical Assistant (CA)                                         $  36.00      $  30.24        $  31.32     $  33.12

*GFY2005 Rates valid from October 2, 2004 through September 30, 2005



                                                                                  CY*                         $750K        OVER
NAVAIR                                CATEGORY                                 06 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01         Senior Computer Scientist/Senior Engineer (SCS/SE)              $ 182.00      $ 152.88        $ 158.34     $ 167.44
29AB01         Senior Computer Engineer (SCE)                                  $ 143.00      $ 120.12        $ 124.41     $ 131.56
29AC01         Computer Technician (CT)                                        $  74.00      $  62.16        $  64.38     $  68.08
29AD01         Computer Specialist/Software Specialist, Level 1 (CS/SS-1)      $ 117.00      $  98.28        $ 101.79     $ 107.64
29AE01         Computer Specialist/Software Specialist, Level 2 (CS/SS-2)      $ 143.00      $ 120.12        $ 124.41     $ 131.56



*GFY 2006 Rates valid from October 1, 2005 through September 29, 2006



                                  ATTACHMENT B

                                STATEMENT OF WORK

                                February 5, 1997


             B-1: NAVAIR - STATEMENT OF WORK- OCTOBER 16, 1995

C14.2.       PERSONNEL QUALIFICATIONS

The Contractor shall employ, in the performance of the work specified herein,
only personnel who are fully qualified and competent to perform their assigned
work and who possess the minimum qualifications for each labor category shown
herein. The experience shall be compatible with the engineering discipline
associated with each task ordered. Given the requirement for a fully qualified
and competent work force as defined above, the Contractor shall provide the
necessary apprentice/trainee program which reflects the needs of the Government
for entry level positions.

C14.2.1.     SUPPORT PERSONNEL CATEGORIES

C14.2.1.1.   COMPUTER SCIENTIST / ENGINEER

C14.2.1.1.1. SENIOR COMPUTER SCIENTIST (SCS)/SENIOR ENGINEER (SE)

      a.    Academic:

            A Bachelor's degree in physics, mathematics, electrical or
            electronic engineering or computer sciences from an accredited
            college or university. Personnel without a bachelor's degree or with
            a degree in an unrelated field will have two (2) years' relevant
            professional experience for every year of academic deficiency. The
            same experience may not be counted toward an academic substitution
            and the experience requirements below.

      b.    Experience:

            A minimum of 3 years as a task team leader plus an additional 6
            years experience in system or software engineering, including
            responsibility for performing, without supervision, such tasks as
            system and software analysis, design studies (including trade-off
            studies), configuration and data management, quality assurance,
            planning, costing and specification definition for automated systems
            projects.


                                        1



C14.2.1.1.2. COMPUTER SCIENTIST (CS) / ENGINEER (E)

      a.    Academic:

            A Bachelor's degree in physics, mathematics, electrical or
            electronic engineering or computer sciences from an accredited
            college or university. Personnel without a bachelor's degree or with
            a degree in an unrelated field will have two (2) years' relevant
            professional experience for every year of academic deficiency. The
            same experience may not be counted toward an academic substitution
            and the experience requirements below.

      b.    Experience:

            A minimum of one year as a task team leader plus an additional six
            years experience in system or software engineering, including
            responsibility for performing, with minimum supervision, such tasks
            as system and software analysis, design studies (including trade off
            studies), configuration and data management, quality assurance,
            planning, costing and specification definition tasks for automated
            system projects.

C14.2.1.1.3. COMPUTER TECHNICIAN (CT)

      a.    Academic:

            A high school diploma.

      b.    Experience:

            A minimum of 3 years experience in system or software engineering,
            including performing such tasks as system programming, graphics
            programming, data base programming, applications programming,
            equipment testing, system operation, system and network installation
            and system monitoring.

C14.2.1.1.4. COMPUTER SPECIALIST (CS) / SOFTWARE SPECIALIST (SS)

      a.    Academic:

            A Bachelor's degree in computer science, mathematics, physics,
            engineering or a related discipline from an accredited college or
            university. Personnel without a bachelor's degree or with a degree
            in an unrelated field will have two (2) years' relevant professional
            experience for every year of academic deficiency. The same
            experience may not be counted toward an academic substitution and
            the experience requirements below.


                                  2



       b.    Experience:

             1.     Level 1: Three years of relevant professional experience in
                    the use of similar application software including at least
                    one year specific experience with the offered application
                    software package. Must exercise responsibility for technical
                    accuracy and be able to function with nominal supervision.

             2.     Level 2: Six years of relevant professional experience in
                    the use of similar application software including at least
                    one year specific experience with the offered applications
                    software package.

- -------------------------------------------------------------------------------

             B-2: NAVFAC - STATEMENT OF WORK - September 1996

For the purpose of this Statement of Work, the term contract shall mean
subcontractor or seller.

C13.2.       PERSONNEL QUALIFICATIONS

The Contractor shall provide, in the performance of the work specified in
individual Purchase Orders, only personnel who are fully qualified and competent
to perform their assigned work and who possess the minimum qualifications for
each labor category shown herein. The experience shall be compatible with the
engineering discipline associated with each task ordered.

C13.2.1.     COMPUTER SCIENTIST

C13.2.1.1.   SENIOR COMPUTER SCIENTIST (SCS)

      a.     Academic - A Bachelor's degree in physics, mathematics, electrical
             engineering or computer sciences from an accredited college or
             university.(1)

      b.     Experience - A minimum of 3 years as a task team leader plus an
             additional 5 years of experience in software engineering, including
             responsibility for performing, without supervision such tasks as
             system and network communications, hardware, and software analysis;
             design studies (including trade-off studies); performance analysis;
             configuration and data management; quality assurance; planning;
             costing; and specification definition for automated systems
             projects.

- -------------------

(1) The requirements for a Bachelor's degree in computer sciences for a Computer
Scientist as shown in Section C 13.2.1.2.a will be modified to allow for a
Bachelor's degree in the disciplines of either physics, mathematics, electrical
engineering or computer sciences.

                                      3



C13.2.1.2.   COMPUTER SCIENTIST (CS)

       a.    Academic - A Bachelor's degree in computer sciences from an
             accredited college or university.

       b.    Experience - A minimum of 4 years experience in system or software
             engineering, including responsibility for performing, with minimum
             supervision, such tasks as system and network communications,
             hardware, and software analysis; design studies (including
             trade-off studies); performance analysis; configuration and data
             management; quality assurance; planning; costing; and specification
             definition tasks for automated system projects.

C13.2.1.3.   ASSOCIATE COMPUTER SCIENTIST (ACS)

      a.     Academic - a Bachelor's degree in computer sciences, physics,
             mathematics or electrical engineering from an accredited college or
             university.

      b.     Experience - A minimum of six (6) months experience in system or
             software engineering. This is an entry level position for recent
             college graduates. Performs such tasks as various types of
             programming; database creation; and system/network operations. All
             efforts are performed under close supervision with detailed
             instructions as to required tasks and results expected.

C13.2.1.4.   COMPUTER SCIENCE TECHNICIAN (CST)

      a.     Academic - A high school diploma.

      b.     Experience - A minimum of 3 years experience in system or software
             engineering, including performing such tasks as system programming,
             graphics programming, data base programming, applications
             programming, equipment testing, system operation, system and
             network installation and system monitoring.

C13.2.2.     ENGINEERING

      The following three qualification levels apply to the disciplines of:
      architecture, cartography, civil engineering, electrical engineering,
      mechanical engineering, and structural engineering.(2)

- -------------------

(2) The requirement for Professional registration in the field commensurate with
the application discipline category is hereby deleted for the cartography
discipline under Section C13.2.2. Reference Intergraph letter AHW-FAC-003 dated
20 Nov 1993.

                                      4



C13.2.2.1.   SENIOR ENGINEER (SE)

      a.     Academic - A Bachelor's degree from an accredited college or
             university in the field commensurate with the application
             discipline category.

      b.     Registration - Professional registration in the field commensurate
             with the application discipline category.

      c.     Experience - A minimum of 3 years as a task team leader plus an
             additional 3 years of experience in application software
             engineering, including responsibility for performing, without
             supervision, such tasks as system and software analysis, design
             studies (including trade-off studies), configuration and data
             management, quality assurance, planning, costing, and specification
             definition for application software projects. A minimum of 6 years
             experience with common facilities projects.

C13.2.2.2.   ENGINEER (E)

      a.     Academic - A Bachelor's degree from an accredited college or
             university in the field commensurate with the application
             discipline category.

      b.     Registration - Professional or Engineer-in-Training registration in
             the field commensurate with the application discipline category.

      c.     Experience - A minimum of 2 years experience in application
             software engineering, including responsibility for performing,
             without supervision, such tasks as system and software analysis,
             design studies (including trade-off studies), configuration and
             data management, quality assurance, planning, costing, and
             specification definition for application software projects. A
             minimum of 2 years experience with common facilities projects.

C13.2.2.3.   ENGINEERING TECHNICIAN (ET)

      a.     Academic - A high school diploma.

      b.     Experience - A minimum of 5 years experience in application
             software use commensurate with the respective application
             discipline. At least one year analytic geometry and drafting.

C13.2.3.     CLERICAL SUPPORT

C13.2.3.1.   SENIOR CLERICAL ASSISTANT (SCA)

      a.     Academic - A high school diploma.

      b.     Experience - A minimum of 4 years experience typing,
             word-processing, data entry, filing, and library maintenance.

C13.2.3.2.   CLERICAL ASSISTANT (CA)

      a.     Academic - a high school diploma.

                                      5



      b.     Experience - A minimum of 2 years experience typing,
             word-processing, data entry, filing, and library maintenance.

C13.3.    REVIEW OF CONTRACTOR EMPLOYEE QUALIFICATIONS

      The Contractor shall, within 60 days of contract award, provide resumes to
      the COTR verifying education, professional background, experience, and
      other information for all personnel included in each labor category except
      clerical. Substitution of personnel shall be in accordance with Section
      H17.

C13.4.    TRAVEL FOR TECHNICAL SUPPORT SERVICES

      As ordered and described by individual Delivery Orders issued under the
      terms of this contract, Contractor personnel travel and per diem expenses
      shall be reimbursed in accordance with the DOD Joint Travel Regulation
      (JTR). The cost for travel shall be on a not to exceed (NTE) price, to be
      negotiated for the individual Delivery Order. (Refer to Section H21.) The
      Contractor shall be reimbursed for the actual hours worked plus his actual
      travel time from point of departure to the Government site and his return
      to his home office.

C13.5.    MATERIAL FOR TECHNICAL SUPPORT SERVICES

      As ordered and described by Delivery Orders issued under this contract,
payments for material required for technical support services shall be made in
accordance with FAR 52.216-07 "Allowable Cost and Payments Clause."

             B-3: NAVSEA - STATEMENT OF WORK - April 15, 1994

- -------------------------------------------------------------------------------

GENERAL

Subcontractor may from time to time, as ordered under a Purchase Order issued
pursuant to this Contract, be required to supply the following services as
annotated below.

In performance of these various support services, the Subcontractor is
responsible for coordinating his efforts such that any problem discovered in
performing any specific task or function is identified and corrected. When
problems relate to Intergraph or Government controlled documentation, or has
a cost, schedule, or other impact, the Subcontractor shall notify the
Intergraph Subcontract Administrator of the problem immediately in writing
following identification of the problem, and request authorization to
implement the necessary corrective action. Unless stipulated in the Purchase
Order(s), orders placed under this Subcontract for support services will be
on a level-of-effort basis using the labor categories and rates defined in
Section B-2, CONSIDERATION.

                                      6


1.  SOFTWARE SUPPORT SERVICES

      The Subcontractor may be required under Purchase Orders, to provide the
      following services:

      a.    Development of Government-specific software.

      b.    Development of Government-specific training courses.

      c.    Development of Government-specific documentation.

      d.    Software application support.

      e.    Porting of software to the Navy CAD-2 platform.

      f.    Other software engineering services as appropriate.

2.    PERSONNEL QUALIFICATIONS

      The Subcontractor shall employ only personnel who are fully qualified and
      competent to perform their assigned work and who possess the minimum
      qualifications for each labor category shown herein. The experience shall
      be compatible with the discipline associated with each Purchase Order
      issued under the Subcontract. The resume of these employees is subject to
      review by Intergraph for purposes of determining acceptance of these
      employees for work contracted for by Intergraph. The following defines the
      qualifications of the types of personnel expected to be ordered under a
      Purchase Order pursuant to this Contract.

      2.1  COMPUTER ENGINEERS

      Professional Computer Engineers (CE) shall have the following
      qualifications and applicable experience levels:

      a.    Academic:

            A Bachelor degree in computer science, mathematics, physics,
            engineering, or a related discipline from an accredited college or
            university; or a Bachelor degree in an unrelated discipline with
            units and grades in one of the above fields equivalent to the
            requirements for a major at an accredited university. Personnel
            without a Bachelor's degree will have four years of relevant
            professional experience in addition to the experience needed to
            fulfill the CE Levels 1-4 requirements described in the following
            paragraphs.

                                      7


b.    Experience:

      1.     CE LEVEL 1 - At least one year of relevant professional experience.

      2.     CE LEVEL 2 - At least three years of relevant professional
             experience including at least one year at the CE Level 1 or
             equivalent level. Must exercise responsibility for technical
             accuracy and be able to function with nominal supervision.

      3.     CE LEVEL 3 - At least six years of relevant professional experience
             including at least two years at the CE Level 2 or equivalent level.
             Must function without supervision except for general policy and
             guidelines.

      4.     CE LEVEL 4 - Nine years of relevant professional experience
             including at least two years recent experience at the CE Level 3 or
             equivalent level and must have demonstrated the ability to
             establish and utilize sound engineering and management principles
             to accomplish the research and/or development goals of an ADP
             related program, and to perform overall management of major ADP
             development and systems implementation efforts.

2.2 COMPUTER TECHNICIAN

Computer Technicians (CT) shall have the following qualifications and applicable
experience levels:

a.    Academic:

      A high school diploma.

b.    Experience:

      1.     CT LEVEL 1 - At least twelve months of relevant experience

      2.     CT LEVEL 2 - At least three years of relevant experience including
             at least six months at the CT Level 1 or equivalent.

      3.     CT LEVEL 3 - At least six years of relevant experience including at
             least two years at the CT Level 2 or equivalent level. Must
             function at a professional level of competence and require little
             or no supervision except for policy and general guidelines.

      4.     CT LEVEL 4 - At least 9 years of relevant experience including at
             least five years recent experience at the CT Level 3. Must function
             at a professional level of competence and must have demonstrated
             the ability to provide "task team" or "project" leadership, if
             required.

                                     8


                                 ATTACHMENT C
                            STATUS REPORT FORMAT
                           (SECTION H, CLAUSE H-1)

- -------------------------------------------------------------------------------

WEEKLY STATUS REPORT (PO XXXXXX)                             SUBCONTRACTOR NAME



                                  LABOR
WA          NAME               CATEGORY      CLIN          RATE       HOURS     $ TOTAL  PERIOD OF PERFORMANCE  TASK    ITR
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                             
2100-1000   Doe, John          SCS / SE    29AA01        $40.00       10.00     $400.00    1/1/98 - 1/15/98    JTIDS    SCHACHT
            Roe, Jana            SC / E    29AB01        $30.00       20.00     $600.00    1/1/98 - 1/15/98    JTIDS    SCHACHT
            Smith, Mary              CT    29AC01        $20.00       40.00     $800.00    1/1/98 - 1/15/98    JTIDS    SCHACHT

            LABOR - TOTAL                                                     $1,800.00
            TRAVEL - AIRFARE                                        $200.00
            TRAVEL - OTHER                                          $100.00
            TRAVEL - TOTAL                                                      $300.00
- ------------------------------------------------------------------------------------------------------------------------------------
            TOTAL 2100-1000                                                   $2,100.00
- ------------------------------------------------------------------------------------------------------------------------------------
2100-1001   Jones, Tom         CS / SS1    29AD01        $30.00       40.00   $1,200.00    1/1/98 - 1/15/98    JTIDS    SCHACHT
            Ward, Burt         CS / SS2    29AE01        $40.00       30.00   $1,200.00    1/1/98 - 1/15/98    JTIDS    SCHACHT

            LABOR - TOTAL                                                     $2,400.00
            TRAVEL - AIRFARE                                          $0.00
            TRAVEL - OTHER                                          $250.00
            TRAVEL - TOTAL                                                      $250.00
- ------------------------------------------------------------------------------------------------------------------------------------
            TOTAL 2100-1001                                                   $2,650.00
- ------------------------------------------------------------------------------------------------------------------------------------
2100-1002   Doe, John          SCS / SE    29AA01        $40.00       30.00   $1,200.00    1/1/98 - 1/15/98    JTIDS    SCHACHT
            Roe, Jane            SC / E    29AB01        $30.00       20.00     $600.00    1/1/98 - 1/15/98    JTIDS    SCHACHT
            Ward, Burt         CS / SS2    29AE01        $40.00       10.00     $400.00    1/1/98 - 1/15/98    JTIDS    SCHACHT

            LABOR - TOTAL                                                     $2,200.00
            TRAVEL - AIRFARE                             $ 0.00
            TRAVEL - OTHER                               $ 0.00
            TRAVEL - TOTAL                                                        $0.00
- ------------------------------------------------------------------------------------------------------------------------------------
            TOTAL 2100-1002                                                   $2,200.00
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
TOTAL WEEKLY AMOUNT TO BE INVOICED THIS P.O.                                  $6,950.00
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------

            P.O. XXXXXX SUMMARY


                                                        TOTAL         EXPANDED
                           LABOR                        HOURS             THRU        HOURS
                           CATEGORY       CLIN     AUTHORIZED        THIS P.O.      BALANCE
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                  
                           SCS          29AA01           1000               40          960      Intergraph Technical Representative
                           SC           29AB01           1000               40          960      APPROVAL:
                           CT           29AC01           2000               40         1960
                           CS / SS1     29AD01           1000               40          960
                           CS / SS2     29AE01           1000               40          960      ---------------------  ------------
                           Travel                  $10,000.00          $550.00    $9,450.00      (Signature)            (Date)





                                  ATTACHMENT D

                           LIST OF APPROVED EMPLOYEES
                             (Section H, Clause H-5)

                                February 5, 1997

- -------------------------------------------------------------------------------



- -------------------------------------------------------------------------------
NAVAIR

LABOR CATEGORY                                           EMPLOYEE NAME
- --------------                                           -------------
                                                      
Senior Computer Scientist/Senior Engineer (SCS/SE)

Computer Scientist/Engineer (CS/E)

Computer Technician (CT)

Computer Specialist/Software Specialist, Level 1 (SS/CS-1)

Computer Specialist/Software Specialist, Level 2 (SS/CS-2)

- -------------------------------------------------------------------------------

NAVFAC

LABOR CATEGORY                                           EMPLOYEE NAME
- --------------                                           -------------
                                                      
Senior Computer Scientist (SCS)

Computer Scientist (CS)

Associate Computer Scientist (ACS)

Computer Science Technician (CST)                        Ingrid Gardelin
                                                         Nathan P. Stewart

Senior Engineer (SE)                                     James K. Finnegan
                                                         Frederick W. Holderman
                                                         Raymond J. Kusmer
                                                         Jeffrey R. Loitfellner

Engineer (E)                                             Francisco Bordon
                                                         Carlos A. Degarate
                                                         Ralph E. Dilts
                                                         M. J. Funke
                                                         Michael Hansen

                                      1



LABOR CATEGORY                                           EMPLOYEE NAME
- --------                                                 -------------
                                                      
Computer Technician, Level 4 (CT4)                       Anthony J. Bernardo
                                                         Francis M. Briggs
                                                         Ralph E. Dilts
                                                         James K. Finnegan
                                                         Gary Flemming
                                                         M. J. Funke
                                                         Errol Ivy
                                                         Kenneth Larsen
                                                         Ronald J. Moore
                                                         Rich Orvin
                                                         Sergio Palacio
                                                         Evelyn T. Picozzi
                                                         David Rose
                                                         Joseph M. Sheer
                                                         Jim Thayer
                                                         Craig L. Thompson
                                                         Bradley J. Wahl
                                                         Ronald P. Wilson

                                      2



- -------------------------------------------------------------------------------
NAVSEA

LABOR CATEGORY                                           EMPLOYEE NAME
- --------------                                           -------------
                                                      
Computer Engineer, Level 1 (CE1)

Computer Engineer, Level 2 (CE2)                         Michael Hansen
                                                         Elisa A. Hoyt

Computer Engineer, Level 3 (CE3)                         Francisco Bordon

Computer Engineer, Level 4 (CE4)                         Frederick W. Holderman

Computer Technician, Level 1 (CT1)

Computer Technician, Level 2 (CT2)                       Perry P. Breauz
                                                         William M. Daniels
                                                         Carlos A. Degarate
                                                         Mary Gan
                                                         Lynn A. Halwix
                                                         Deneta B. Jones
                                                         Roger Mifsud
                                                         Gilberto Moreno
                                                         Michael J. Nunez
                                                         Augustine Roddy
                                                         Nathan P. Stewart
                                                         Brian Wood

Computer Technician, Level 3 (CT3)                       James D. Deitrick
                                                         Craig J. Doscher
                                                         Christine L. Fox
                                                         Ingrid Gardelin
                                                         Paul M. Giovannoni
                                                         David W. Hausmann
                                                         Rachel M. Hubbard
                                                         Michael D. Morales
                                                         Marie Nadel
                                                         Jill Parkey
                                                         Fernando Velasco
                                                         Richard A. Watts
                                                         Renard Wynn

                                      3



LABOR CATEGORY                                           EMPLOYEE NAME
- --------------                                           -------------
                                                      
Engineer (E) (Cont'd)                                    Elisa A. Hoyt
                                                         Mario J. Lataillade
                                                         Sergio Palacio
                                                         Renard Wynn

Engineering Technician (ET)                              Anthony M. Bernardo
                                                         Perry P. Breauz
                                                         Francis M. Briggs
                                                         William Daniels
                                                         James D. Deitrick
                                                         Craig J. Doscher
                                                         Gary Flemming
                                                         Christine L. Fox
                                                         Mary Gan
                                                         Paul M. Giovannoni
                                                         Lynn A. Halwix
                                                         David W. Hausmann
                                                         Rachel M. Hubbard
                                                         Errol Ivy
                                                         Deneta B. Jones
                                                         Kenneth Larsen
                                                         Roger Mifsud
                                                         Ronald J. Moore
                                                         Michael D. Morales
                                                         Gilberto Moreno
                                                         Marie Nadel
                                                         Michael J. Nunez
                                                         Rich Orvin
                                                         Jill Parkey
                                                         Evelyn T. Picozzi
                                                         Augustine Roddy
                                                         David Rose
                                                         Joseph M. Sheer
                                                         Jim Thayer
                                                         Craig L. Thompson
                                                         Fernando Velasco
                                                         Bradley j. Wahl
                                                         Richard A. Watts
                                                         Ronald P. Wilson
                                                         Brian Wood

Senior Clerical Assistant (SCA)

Clerical Assistant (CA)                                  April Stenger



                                      4


                                  ATTACHMENT B

                  SECTION K - REPRESENTATIONS, CERTIFICATIONS,
                        AND OTHER STATEMENTS OF OFFERORS


K-1.     CERTIFICATE OF INDEPENDENT PRICE DETERMINATION
                   (APR 1985) (FAR 52.203-2)

a.   The offeror certifies that --

     (1) The prices in this offer have been arrived at independently, without,
     for the purpose of restricting competition, any consultation,
     communication, or agreement with any other offeror or competitor relating
     to (i) those prices, (ii) the intention to submit an offer, or (iii) the
     methods or factors used to calculate the prices offered;

     (2) The prices in this offer have not been and will not be knowingly
     disclosed by the offeror, directly or indirectly, to any other offeror or
     competitor before bid opening (in the case of a sealed bid solicitation) or
     contract award (in the case of a negotiated solicitation) unless otherwise
     required by law; and

     (3) No attempt has been made or will be made by the offeror to induce any
     other concern to submit or not to submit an offer for the purpose of
     restricting competition.

b.   Each signature on the offer is considered to be a certification by the
     signatory that the signatory --

     (1) Is the person in the offeror's organization responsible for determining
     the prices being offered in this bid or proposal, and that the signatory
     has not participated and will not participate in any action contrary to
     subparagraphs (a)(1) through (a)(3) above; or

     (2) (i) Has been authorized, in writing, to act as agent for the following
         principals in certifying that those principals have not participated,
         and will not participate in any action contrary to subparagraphs
         (a)(1) through (a)(3) above

                  Michael H. Lorber, Vice President-Finance & CFO
                  -----------------------------------------------
                    Phillip W. Card, Vice President Operations
                  -----------------------------------------------

         (insert full name of person(s) in the offeror's organization
         responsible for determining the prices offered in this bid or proposal,
         and the title of his

                                       1



         or her position in the offeror's organization); (ii) As an authorized
         agent, does certify that the principals named in subdivision (b)(2)(i)
         above have not participated, and will not participate, in any
         action contrary to subparagraphs (a)(1) through (a)(3) above; and

         (iii) As an agent, has not personally participated, and will not
         participate, in any action contrary to subparagraphs (a)(1) though
         (a)(3) above.

c.   If the offeror deletes or modifies subparagraph (a)(2) above, the offeror
     must furnish with its offer a signed statement setting forth in detail the
     circumstances of the disclosure.


K-2.       CONTINGENT FEE REPRESENTATION AND AGREEMENT
                   (APR 1984) (FAR 52.203-4)

  (a) REPRESENTATION. The offeror represents that, except for full-time bona
fide employees working solely for the offeror, the offeror --

(Note: The offeror must check the appropriate boxes. For interpretation of
the representation, including the term "bona fide employee," see Subpart 3.4
of the Federal Acquisition Regulation.)

     (1) [ ] has, [X] has not employed or retained any person or company to
solicit or obtain this contract; and

     (2) [ ] has, [X] has not paid or agreed to pay to any person or company
employed or retained to solicit or obtain this contract any commission,
percentage, brokerage, or other fee contingent upon or resulting from the award
of this contract.

  (b) AGREEMENT. The offeror agrees to provide information relating to the above
Representation as requested by the Contracting Officer and, when subparagraph
(a)(1) or (a)(2) is answered affirmatively, to promptly submit to the
Contracting Officer --

     (1) A completed Standard Form 119, Statement of Contingent
or Other Fees, (SF 119); or

     (2) A signed statement indicating that the SF 119 was previously submitted
to the same contracting office, including the date and applicable solicitation
or contract number, and representing that the prior SF 119 applies to this offer
or quotation.


                                    2



K-3.   ANTI-KICKBACK PROCEDURES (OCT 1988) (FAR 52.203-7)

  (a)    Definitions.

     "Kickback," as used in this clause, means any money, fee commission,
credit, gift, gratuity, thing of value, or compensation of any kind which is
provided, directly or indirectly, to any prime Contractor, prime Contractor
employee, subcontractor, or subcontractor employee for the purpose of improperly
obtaining or rewarding favorable treatment in connection with a prime contract
or in connection with a subcontract relating to a prime contract.

     "Person," as used in this clause, means a corporation, partnership,
business association of any kind, trust, joint-stock company, or individual.

     "Prime contract," as used in this clause, means a contract or contractual
action entered into by the United States for the purpose of obtaining supplies,
materials, equipment, or services of any kind.

     "Prime Contractor," as used in this clause, means a person who has entered
into a prime contract with the United States.

     "Prime Contractor employee," as used in this clause, means any officer,
partner, employee, or agent of a prime Contractor.

     "Subcontract," as used in this clause, means a contract or contractual
action entered into by a prime Contractor or subcontractor for the purpose of
obtaining supplies, materials, equipment, or services of any kind under a prime
contract.

    "Subcontractor," as used in this clause, (1) means any person, other than
the prime Contractor, who offers to furnish or furnishes any supplies,
materials, equipment, or services of any kind under a prime contract or a
subcontract entered into in connection with such prime contract, and (2)
includes any person who offers to furnish or furnishes general supplies to the
prime Contractor or a higher tier subcontractor.

    "Subcontractor employee," as used in this clause, means any officer,
partner, employee, or agent of a subcontractor.

  (b)    The Anti-Kickback Act of 1986 (41 U.S.C. 51-58)  (the Act), prohibits
any person from --

     (1) Providing or attempting to provide or offering to
     provide any kickback;

     (2) Soliciting, accepting, or attempting to accept any

                                   3



     kickback; or

     (3) Including, directly or indirectly, the amount of any kickback in the
     contract price charged by a prime Contractor to the United States or in the
     contract price charged by a subcontractor to a prime Contractor or higher
     tier subcontractor.

 (c) (1) The Contractor shall have in place and follow reasonable procedures
     designed to prevent and detect possible violations described in paragraph
     (b) of this clause in its own operations and direct business relationships.

     (2) When the Contractor has reasonable grounds to believe that a violation
     described in paragraph (b) of this clause may have occurred, the Contractor
     shall promptly report in writing the possible violation. Such reports shall
     be made to the inspector general of the contracting agency, the head of the
     contracting agency if the agency does not have an inspector general, or the
     Department of Justice.

     (3) The Contractor shall cooperate fully with any Federal agency
     investigating a possible violation described in paragraph (b) of this
     clause.

     (4) The Contracting Officer may (i) offset the amount of the kickback
     against any monies owed by the United States under the prime contract
     and/or (ii) direct that the Prime Contractor withhold, from sums owed a
     subcontractor under the prime contract, the amount of any kickback. The
     Contracting Officer may order that monies withheld under subdivision
     (c)(4)(ii) of this clause be paid over to the Government unless the
     Government has already offset those monies under subdivision (c)(4)(i) of
     this clause. In either case, the Prime Contractor shall notify the
     Contracting Officer when the monies are withheld.

     (5) The Contractor agrees to incorporate the substance of this clause,
     including this subparagraph (c)(5) but excepting subparagraph (c)(1), in
     all subcontracts under this contract.


K-4.  REQUIREMENT FOR CERTIFICATE OF PROCUREMENT INTEGRITY
                   (MAY 1989) (FAR 52.203-8)

  (a) DEFINITIONS. The definitions at FAR 3.104-4 are hereby incorporated in
this provision.

  (b) CERTIFICATIONS. As required in paragraph (c) of this provision, the
officer or employee responsible for this offer shall execute the following
certification:

                                  4



         CERTIFICATE OF PROCUREMENT INTEGRITY

     (1) I, Michael H. Lorber (Name of certifier), am the officer or employee
responsible for the preparation of this offer or bid and hereby certify that, to
the best of my knowledge and belief, with the exception of any information
described in this certificate, I have no information concerning a violation or
possible violation of subsection 27(a), (b), (d), or (e) of the Office of
Federal Procurement Policy Act* (41 U.S.C. 423), (hereinafter referred to as
"the Act"), as implemented in the FAR, occurring during the conduct of this
procurement ________________________________________ (solicitation number).

     (2) As required by subsection 27(d)(1)(B) of the Act, I further certify
that each officer, employee, agent, representative, and consultant of TomaHawk
II, Inc. (Name of Offeror) who has participated personally and substantially in
the preparation or submission of this offer has certified that he or she is
familiar with, and will comply with, the requirements of subsection 27(a) of the
Act, as implemented in the FAR, and will report immediately to me any
information concerning a violation or possible violation of the Act, as
implemented in the FAR, pertaining to this procurement.

     (3)  Violation or possible violations:   (Continue on plain bond paper
if necessary and label Certificate of Procurement Integrity (Continuation
Sheet). ENTER NONE IF NONE EXIST)

          None
- -------------------------------------------------------------------------------

- -------------------------------------------------------------------------------

- -------------------------------------------------------------------------------

    /s/ Michael H. Lorber
    ---------------------------------------------------------------------------
    (Signature of the officer or employee responsible for the offer and date)

    Michael H. Lorber
    ---------------------------------------------------------------------------
    (Typed name of the officer or employee responsible for the offer)

* Section 27 became effective on July 16, 1989.

    THIS CERTIFICATION CONCERNS A MATTER WITHIN THE JURISDICTION OF AN AGENCY OF
THE UNITED STATES AND THE MAKING OF A FALSE, FICTITIOUS, OR FRAUDULENT
CERTIFICATION MAY RENDER THE MAKER SUBJECT TO PROSECUTION UNDER TITLE 18, UNITED
STATES CODE, SECTION 1001.


                                     5



  (c) The signed certification in paragraph (b) of this provision shall be
executed and submitted as follows:

         (1) If this is an invitation for bids (IFB), with bid submissions
exceeding $100,000.

         (2) If this is a procurement using the two-step sealed bidding
procedure (see FAR Subpart 14.5), with bids exceeding $100,000, with submission
to the Government of step-two sealed bids.

         (3) If this is a request for proposal (RFP) or quotation (RFQ), by the
successful offeror as close as practicable to, but in no event later than, the
date of award of a contract exceeding $100,000.

         (4) If this is an invitation for bids for an indefinite delivery-type
contract, and if the estimated value of orders to be placed under the contract
is expected to exceed $100,000, with the bid submission.

         (5) If this is an RFQ or RFP for an indefinite delivery-type contract,
and if the estimated value or orders to be placed under the contract is expected
to exceed $100,000, by the successful offeror as close as practicable to, but in
no event later than, the date of contract award.

         (6) For letter contracts, prior to award of the letter contract and
prior to definitization of the letter contracts.

         (7) For other procurement actions in excess of $100,000, prior to award
or execution as specified by the Contracting Officer.

         (8) The certificate required by subparagraphs (c)(3) and (c)(5) through
(c)(7) of this provision shall be submitted to the Contracting Officer within
the time period specified by the Contracting Officer when requesting the
certificate.

  (d) Pursuant to FAR 3.104-9(d), the Offeror may be requested to execute
additional certifications at the request of the Government.

  (e) Failure of an Offeror to submit the certification required by FAR
3.104-9(b) or any additional certification pursuant to FAR 3.104-9(d) will
render the offeror ineligible for contract award (see FAR 9.104-1(g)).

  (f) A certification containing a disclosure of a violation or possible
violation will not necessarily result in the withholding of an award under this
solicitation. However, the

                                   6



Government, after evaluation of the disclosure, may cancel this procurement or
take any other appropriate actions in the interests of the Government, such as
disqualification of the Offeror.

  (g) In making the certification in subparagraph (b)(2) of this provision, the
offeror may rely upon the certification by an officer, employee, agent,
representative, or consultant that such person is in compliance with the
requirements of subsections 27(a), (b), (c), or (e) of the Office of Federal
Procurement Policy Act (41 U.S.C. 423), as implemented in the FAR, unless the
offeror knows, or should have known, of reasons to the contrary. The offeror may
rely upon periodic certifications that must be obtained at least annually,
supplemented with periodic training programs. These certifications shall be
maintained by the Contractor for 6 years from the date of execution.

  (h) The certifications in paragraph (b) and (d) of this provision are a
material representation of fact upon which reliance will be placed in awarding a
contract.


K-5.    TAXPAYER IDENTIFICATION (NOV 1988) (FAR 52.204-3)

  (a)    DEFINITIONS.

    "Common parent," as used in this solicitation provision, means an offeror
that is a member of an affiliated group of corporations that files its Federal
income tax returns on a consolidated basis.

     "Corporate status," as used in this solicitation provision, means a
designation as to whether the offeror is a corporate entity, an unincorporated
entity (e.g., sole proprietorship or partnership), or a corporation providing
medical and health care services.

    "Taxpayer Identification Number (TIN)," as used in this solicitation
provision, means the number required by the IRS to be used by the offeror in
reporting income tax and other returns.

  (b) The offeror is required to submit the information required in paragraphs
(c) through (e) of this solicitation provision in order to comply with reporting
requirements of 26 U.S.C. 6041, 6041A, and 6050M and implementing regulations
issued by the Internal Revenue Service (IRS). If the resulting contract is
subject to reporting requirements described in FAR 4.902(a), the failure or
refusal by the offeror to furnish the information may result in a 20 percent
reduction of payments otherwise due under the contract.



                                   7



  (c)    TAXPAYER IDENTIFICATION NUMBER (TIN).

     (X) TIN:     36-3873499
              ---------------------------------
     ( ) TIN has been applied for.

     ( ) TIN is not required because:

          ( ) Offeror is a nonresident alien, foreign corporation, or foreign
partnership that does not have income effectively connected with the conduct of
a trade or business in the U.S. and does not have an office or place of business
or a fiscal paying agent in the U.S.;

          ( ) Offeror  is  an agency or instrumentality  of a
foreign government;

          ( ) Offeror  is an agency or instrumentality of a
state, or local government;

          ( )  Other.  State basis. ___________________________________

  (d)    CORPORATE STATUS.

     ( ) Corporation providing medical and health care services,
or engaged in the billing and collecting of payments for such
services;

     (X) Other corporate entity;

     ( ) Not a corporate entity;

     ( ) Sole proprietorship;

     ( ) Partnership;

         Hospital or extended care facility described in 26 CFR 501(c)(3) that
is exempt from taxation under 26 CFR 501(a).

  (e)    COMMON PARENT.

     (X) Offeror is not owned or controlled by a common parent as defined in
paragraph (a) of this clause.

     ( ) Name and TIN of common parent:

         Name ________________________________________________________________

         TIN  ________________________________________________________________


                                      8



K-6.      JEWEL BEARINGS AND RELATED ITEMS CERTIFICATE
                   (APR 1984) (FAR 52.208-2)

  (a)    This is to certify that --

          (1) Jewel bearings and/or related items, as defined in the Required
Sources for Jewel Bearings and Related Items clause, will not be incorporated
into any item covered by this offer;

          (2) Any jewel bearing required (or equal quantity of the same type,
size, and tolerances) will be ordered from the William Langer Plant, Rolla,
North Dakota 58367, as provided in the Required Sources for Jewel Bearings and
Related Items clause, and

          (3) Any related items required (or an equal quantity of the same type,
size, and tolerance) will be required from domestic manufacturers, including the
Plant, if the items can be obtained

  (b) Attached to this certificate are estimates of the quantity, type, and size
(including tolerance) of the jewel bearings and related items required, and
identification of the components, subassemblies, or parts that require jewel
bearings or related items.

Date of Execution ____________________________________________________________
Solicitation Number __________________________________________________________
Name _________________________________________________________________________
Time _________________________________________________________________________
Firm _________________________________________________________________________
Address ______________________________________________________________________


K-7. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, PROPOSED
          DEBARMENT, AND OTHER RESPONSIBILITY MATTERS
                   (MAY 1989) (FAR 52.209-5)

  (a)(1) The Offeror certifies, to the best of its knowledge and
belief, that --

       (i)    The Offeror and/or any of its Principals --

           (A) Are ( ) are not (X) presently debarred, suspended, proposed for
debarment, or declared ineligible for the award of contracts by any Federal
agency;

           (B) Have ( ) have not (X), within a three-year period preceding this
offer, been convicted of or had a civil judgment rendered against them for:
commission of fraud or a criminal


                                       9


offense in connection with obtaining, attempting to obtain, or performing a
public (Federal, state, or local) contract or subcontract; violation of Federal
or state antitrust statutes relating to the submission of offers; or commission
of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements, or receiving stolen property; and

           (C) Are ( ) are not (X) presently indicted for, or otherwise
criminally or civilly charged by a governmental entity with, commission of any
of the offenses enumerated in subdivision (a)(1)(i)(B) of this provision.

       (ii) The Offeror has ( ) has not (X), within a three-year period
preceding this offer, had one or more contracts terminated for default by any
Federal agency.

    (2) "Principals," for the purposes of this certification, means officer;
director; owners; partners; and, persons having primary management or
supervisory responsibilities within a business entity (e.g., general manager;
plant manager; head of a subsidiary, division, or business segment, and similar
positions).

    This certification concerns a matter within the jurisdiction of an agency of
the United States and the making of a false, fictitious, or fraudulent
certification may render the maker subject to prosecution under section 1001,
title 18, United States Code.

  (b) The Offeror shall provide immediate written notice to the Contracting
Officer if, at any time prior to contract award, the Offeror learns that its
certification was erroneous when submitted or has become erroneous by reason of
changed circumstances.

  (c) A certification that any of the items in paragraph (a) of this provision
exists will not necessarily result in withholding of an award under this
solicitation. However, the certification will be considered in connection with a
determination of the Offeror's responsibility. Failure of the Offeror to furnish
a certification or provide such additional information as requested by the
Contracting Officer may render the Offeror nonresponsible.

  (d) Nothing contained in the forgoing shall be construed to require
establishment of a system of records in order to render, in good faith, the
certification required by paragraph (a) of this provision. The knowledge and
information of an Offeror is not required to exceed that which is normally
possessed by a prudent person in the ordinary course of business dealings.


                                    10



  (e) The certification in paragraph (a) of this provision is a material
representation of fact upon which reliance was placed when making award. If it
is later determined that the Offeror knowingly rendered an erroneous
certification, in addition to the other remedies available to the Government,
the Contracting Officer may terminate the contract resulting from this
solicitation for default.


K-8. TYPE OF BUSINESS ORGANIZATION (JUL 1987) (FAR 52.215-6)

    The offeror or quoter, by checking the applicable box,
represents that --

  (a)    It operates as [X] a corporation incorporated under the laws of the
State of Illinois, [ ] an individual, [ ] a partnership, [ ] a nonprofit
organization, or [ ] a joint venture.

  (b)    If the offeror or quoter is a foreign entity, it operates as [ ] an
individual, [ ] a partnership, [ ] a nonprofit organization, [ ] a joint
venture, or [ ] a corporation, registered for business in _________ (country).

K-9.    AUTHORIZED NEGOTIATORS (APR 1984) (FAR 52.215-11)

    The offeror or quoter represents that the following persons are authorized
to negotiate on its behalf with the Government in connection with this request
for proposals or quotations: (list names, titles, and telephone numbers of the
authorized negotiators).


Name       Michael H. Lorber,     Phillip W. Card,        Steven M. Caira
    ---------------------------------------------------------------------------

Title       VP-Finance & CEO        VP Operations         President & CEO
     --------------------------------------------------------------------------

Telephone Number   (619) 623-0920
                ---------------------------------------------------------------

K-10.    PLACE OF PERFORMANCE (APR 1984) (FAR 52.215-20)

  (a)    The offeror or quoter, in the performance of any contract resulting
from this solicitation, [X] intends, [ ] does not intend (check applicable
block) to use one or more plants or facilities located at a different address
from the address of the offeror or quoter as indicated in this proposal or
quotation.

  (b)    If the offeror or quoter checks "intends" in paragraph (a) above,
it shall insert in the spaces provided below the required information:

                                     11



Place of Performance (Street           Name and Address of Owner
Address, City, County,                 and Operator of the Plant
State, Zip Code)                       or Facility if Other than
                                       Offeror or Quoter

TomaHawk II, Inc.
- -----------------------------          -------------------------

400 Lake Cook Rd. #203
- -----------------------------          -------------------------

Deerfield, IL 60015
- -----------------------------          -------------------------


K-11.    SMALL BUSINESS CONCERN REPRESENTATION (MAY 1986)
                         (FAR 52.219-1)

  The offeror represents and certifies as part of its offer that it [x] is,
[ ]is not a small business concern and that [ ] all, [ ] not all end items to
be furnished will be manufactured or produced by a small business concern in
the United States, its territories or possessions, or Puerto Rico, or the
Trust Territory of the Pacific Islands. "Small business concern," as used in
this provision, means a concern, including its affiliates, that is
independently owned and operated, not dominant in the field of operation in
which it is bidding on Government contracts, and qualified as a small
business under the size standards in this solicitation.

K-12. SMALL DISADVANTAGED BUSINESS CONCERN REPRESENTATION
            (DOD FAR SUPPLEMENT DEVIATION) (DEC 1991)
                      (DFARS 252.219-7000)

  (a)    DEFINITION. "Small disadvantaged business concern", as used in this
provision, means a small business concern, including mass media, owned and
controlled by individuals who are both socially and economically
disadvantaged, as defined by the Small Business Administration at 13 CFR part
124, the majority of earnings of which directly accrue to such individuals.
(13 CFR part 124 generally provides that a small disadvantaged business
concern is a small business concern (1) which is at least fifty-one percent
(51%) owned by one or more socially and economically disadvantaged
individuals; or in the case of any publicly owned business, at least
fifty-one percent (51%) of the voting stock of which is owned by one or more
socially and economically disadvantaged individuals, and (2) whose management
and daily business operations are controlled by one or more such
individuals.) (See 13 CFR 124.101 through 124.110)

  (b)    REPRESENTATION. The Offeror represents that its qualifying
ownership falls within at least one of the following categories (check the
applicable categories):

                                     12



          Subcontinent Asian (Asian-Indian) American (U.S. citizen with origins
- -----     from India, Pakistan, Bangladesh, or Sri Lanka)

          Asian-Pacific American (U.S. citizen with origins from Japan, China,
- -----     the Philippines, Vietnam, Korea, Samoa, Guam, U.S. Trust Territory of
          the Pacific Islands, Northern Mariana Islands, Laos, Cambodia, or
          Taiwan)

          Black American (U.S. citizen)
- -----
          Hispanic American (U.S. citizen with origins from South America,
- -----     Central America, Mexico, Cuba, the Dominican Republic, Puerto Rico,
          Spain, or Portugal)

          Native American (American Indians, Eskimos, Aleuts, or Native
- -----     Hawaiians)

          Individual/concern certified for participation in the Minority Small
- -----     Business and Capital Ownership Development Program under section 8(a)
          of the Small Business Act (15 U.S.C. 637(a))

          Other (In addition to (c)(1), Offeror must complete (c)(2) below)
- -----

  (c)    Certification.

     (1) The offeror represents and certifies, as part of its offer, that it is
      , is not  X  a small disadvantaged business concern.
- -----         -----

     (2) (Complete only if item (b) above is checked "Other") The offeror
represents and certifies, as part of its offer, that the Small Business
Administration (SBA) has _____, has not _____ made a determination concerning
the offeror's status as a small disadvantaged business concern. If the SBA
has made a determination, the date of the determination was ____________ and
the offeror certifies that it was _____, was not _____ found by the SBA to be
socially and economically disadvantaged as a result of that determination and
that no circumstances have changed to vary that determination.

  (d)    NOTIFICATION. The offeror agrees to notify the Contracting Officer
before award of any change in its status as a small disadvantaged business
concern occurring between the submission of its offer and contract award.

  (e)    PENALTY. The offeror represents and certifies that the above
information is true and understands that whoever for the purpose of securing
a contract or subcontract under subsection

                                     13



(a) of Section 1207 of Public Law 99-661 misrepresents the status of any concern
or person as a small disadvantaged concern owned and controlled by a minority
(as described in subsection (a)) shall be punished by imposition of a fine of
not less than $10,000 or by imprisonment for not more than one year, or both.


K-13.       WOMEN-OWNED SMALL BUSINESS REPRESENTATION
                    (APR 1984) (FAR 52.219-3)

  (a)    REPRESENTATION. The offeror represents that it [ ] is, [X] is not a
women-owned small business concern.

  (b)    DEFINITIONS.

     "Small business concern," as used in this provision, means a concern,
including its affiliates, that is independently owned and operated, not dominant
in the field of operation in which it is bidding on government contracts, and
qualified as a small business under the criteria and size standards in 13 CFR
121.

     "Women-owned, " as used in this provision, means a small business that is
at least 51 percent owned by a woman or women who are U.S. citizens and who also
control and operate the business.


K-14.      PREFERENCE FOR LABOR SURPLUS AREA CONCERNS
                   (APR 1984) (FAR 52.220-1)

 (a)     This acquisition is not a set-aside for labor surplus area (LSA)
concerns. However, the offeror's status as such a concern may affect (1)
entitlement to award in case of tie offers or (2) offer evaluation in
accordance with the Buy American Act clause of this solicitation. In order to
determine whether the offeror is entitled to a preference under (1) or (2)
above, the offeror must identify, below, the LSA in which the costs to be
incurred on account of manufacturing or production (by the offeror or the
first-tier subcontractors) amount to more than 50 percent of the contract
price.

- -------------------------------------------------------------------------------


- -------------------------------------------------------------------------------

  (b)    Failure to identify the locations as specified above will preclude
consideration of the offeror as an LSA concern. If the offeror is awarded a
contract as an LSA concern and would not have otherwise qualified for award,
the offeror shall perform the contract or cause the contract to be performed
in accordance with the obligations of an LSA concern.

                                     14



K-15.    WALSH-HEALEY PUBLIC CONTRACT ACT REPRESENTATION
                   (APR 1984) (FAR 52.222-19)

The offeror represents as a part of this offer that the offeror is [X] or is
not [ ] a regular dealer in, or is [ ] or is not [ ] manufacturer of the
supplies offered.


K-16. CERTIFICATION OF NONSEGREGATED FACILITIES (APR 1984)
                        (FAR 52.222-21)

  (a)    "Segregated facilities," as used in this provision, means any
waiting rooms, work areas, rest rooms and wash rooms, restaurants and other
eating areas, time clocks, locker rooms and other storage or dressing areas,
parking lots, drinking fountains, recreation or entertainment areas,
transportation, and housing facilities provided for employees, that are
segregated by explicit directive or are in fact segregated on the basis of
race, color, religion, or national origin because of habit, local custom, or
otherwise.

  (b)    By the submission of this offer, the offeror certifies that it does
not and will not maintain or provide for its employees any segregated
facilities at any of its establishments, and that it does not and will not
permit its employees to perform their services at any location under its
control where segregated facilities are maintained. The offeror agrees that a
breach of this certification is a violation of the Equal Opportunity clause
in the contract.

  (c)    The offeror further agrees that (except where it has obtained
identical certifications from proposed subcontractors for specific time
periods) it will --

     (1) Obtain identical certifications from proposed subcontractors before
the award of subcontracts under which the subcontractor will be subject to
the Equal Opportunity clause;

     (2) Retain the certifications in the files; and

     (3) Forward the following notice to the proposed subcontractors (except
if the proposed subcontractors have submitted identical certifications for
specific time periods):

    NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR
    CERTIFICATIONS OF NONSEGREGATED FACILITIES.

    A Certification of Nonsegregated Facilities must be submitted before the
award of a subcontract under which the subcontractor will be subject to the
Equal Opportunity clause. The certification may be submitted either for each
subcontract or

                                     15



for all subcontracts during a period (i.e., quarterly, semiannually, or
annually).

     NOTE: The penalty for making false statements in offers is
prescribed in 18 U.S.C. 1001.


K-17. PREVIOUS CONTRACTS AND COMPLIANCE REPORTS (APR 1984)
                         (FAR 52.222-22)

    The offeror represents that --

  (a) It [X] has, [ ] has not, participated in a previous contract or
subcontract subject either to the Equal Opportunity clause of this solicitation,
the clause originally contained in Section 310 of Executive Order No. 10925, or
the clause contained in Section 201 of Executive Order No. 11114;

  (b) It [ ] has, [X] has not, filed all required compliance reports; and

  (c) Representations indicating submission of required compliance reports,
signed by proposed subcontractor, will be obtained before subcontract awards.


K-18.        AFFIRMATIVE ACTION COMPLIANCE (APR 1984)
                         (FAR 52.222-25)

The offeror represents that (a) it [ ] has developed and has on file, [X] has
not developed and does not have on file, at each establishment, affirmative
action programs required by the rules and regulations of the Secretary of Labor
(41 CFR 60-1 and 60-2), or (b) it [ ] has not previously had contracts subject
to the written affirmative action programs requirement of the rules and
regulations of the Secretary of Labor.


K-19.     EQUAL OPPORTUNITY (APR 1984) (FAR 52.222-26)

  (a) If, during any 12-month period (including the 12 months preceding the
award of this contract), the Contractor has been or is awarded nonexempt Federal
contracts and/or subcontracts that have an aggregate value in excess of $10,000,
the Contractor shall comply with subparagraphs (b)(1) through (11) below. Upon
request, the Contractor shall provide information necessary to determine the
applicability of this clause.

  (b) During performing this contract, the Contractor agrees as follows:


                                   16



     (1) The Contractor shall not discriminate against any employee or applicant
     for employment because of race, color, religion, sex, or national origin.

     (2) The Contractor shall take affirmative action to ensure that applicants
     are employed, and that employees are treated during employment, without
     regard to their race, color, religion, sex, or national origin. This shall
     include, but not be limited to, (i) employment, (ii) upgrading, (iii)
     demotion, (iv) transfer, (v) recruitment or recruitment advertising, (vi)
     layoff or termination, (vii) rates of pay or other forms of compensation,
     and (viii) selection for training, including apprenticeship.

     (3) The Contractor shall post in conspicuous places available to employees
     and applicants for employment the notices to be provided by the Contracting
     Officer that explain this clause.

     (4) The Contractor shall, in all solicitations or advertisement for
     employees placed by or on behalf of the Contractor, state that all
     qualified applicants will receive consideration for employment without
     regard to race, color, religion, sex, or national origin.

     (5) The Contractor shall send, to each labor union or representative of
     workers with which it has a collective bargaining agreement or other
     contract or understanding, the notice to be provided by the Contracting
     Officer advising the labor union or workers' representative of the
     Contractor's commitments under this clause, and post copies of the notice
     in conspicuous places available to the employees and applicants for
     employment.

     (6) The Contractor shall comply with Executive Order 11246, as amended, and
     the rules, regulations, and orders of the Secretary of Labor.

     (7) The Contractor shall furnish to the contracting agency all information
     required by Executive Order 11246, as amended, and by the rules,
     regulations, and orders of the Secretary of Labor. Standard Form 100
     (EEO-1), or any successor form, is the prescribed form to be filed within
     30 days following the award, unless filed within 12 months preceding the
     date of the award.

     (8) The Contractor shall permit access to its books, records, and accounts
     by the contracting agency or the Office of Federal Contract Compliance
     Programs (OFCCP) for the purposes of investigation to ascertain the
     Contractor's compliance with the applicable rules, regulations, and

                                      17



     orders.

     (9) If the OFCCP determines that the Contractor is not in compliance with
     this clause or any rule, regulation, or order of the Secretary of Labor,
     this contract may be canceled, terminated or suspended in whole or in part
     and the Contractor may be declared ineligible for further Government
     contracts, under the procedures authorized in Executive Order 11246, as
     amended. In addition, sanctions may be imposed and remedies invoked against
     the Contractor as provided in Executive Order 11246, as amended, the rules,
     regulations, and orders of the Secretary of Labor, or as otherwise provided
     by law.

     (10) The Contractor shall include the terms and conditions of subparagraph
     (b)(1) through (11) of this clause in every subcontract or purchase order
     that is not exempted by the rules, regulations, or orders of the Secretary
     of Labor issued under Executive Order 11246, as amended, so that these
     terms and conditions will be binding upon each subcontractor or vendor.

     (11) The Contractor shall take such action with respect to any subcontract
     or purchase order as the contracting agency may direct as a means of
     endorsing these terms and conditions, including sanctions for
     noncompliance; provided, that if the Contractor becomes involved in, or is
     threatened with, litigation with a subcontractor or vendor as a result of
     any direction, the Contractor may request the United States to enter into
     the litigation to protect the interests of the United States.

  (c) Notwithstanding any other clause in this contract, disputes relative to
this clause will be governed by the procedures in 41 CFR 60-1.1.


K-20.           CLEAN AIR AND WATER CERTIFICATION
                   (APR 1984) (FAR 52.223-1)

    The Offeror certifies that --

  (a) Any facility to be used in the performance of this proposed contract is
[ ], is not [ ] listed on the Environmental Protection Agency (EPA) List of
Violating Facilities;

  (b) The Offeror will immediately notify the Contracting Officer, before award,
of the receipt of any communication from the Administrator, or a designee, of
the EPA, indicating that any facility that the Offeror proposes to use for the
performance of the contract is under consideration to be listed on the EPA List
of Violating Facilities; and

                                    18



  (c) The Offeror will include a certification substantially the same as this
certification, including this paragraph (c), in every nonexempt subcontract.


K-21.      RECOVERED MATERIAL CERTIFICATION (APR 1984)
                        (FAR 52.223-4)

The offeror certifies, by signing this offer, that recovered materials, as
defined in section 23.402 of the Federal Acquisition Regulation, will be used as
required by the applicable specifications.


K-22.     CERTIFICATION REGARDING A DRUG-FREE WORKPLACE
                   (JUL 1990) (FAR 52.223-5)

  (a)     Definitions.  As used in this provision,

    "Controlled substance" means a controlled substance in schedules I through V
of section 202 of the Controlled Substances Act (21 U.S.C. 812) and as further
defined in regulation at 21 CFR 1308.11-1308.15.

    "Conviction" means a finding of guilt (including a plea of nolo contendere)
or imposition of sentence, or both, by any judicial body charged with the
responsibility to determine violations of the Federal or State criminal drug
statutes.

    "Criminal drug statute" means a Federal or non-Federal criminal statute
involving the manufacture, distribution, dispensing, possession or use of any
controlled substance.

    "Drug-free workplace" means the site(s) for the performance of work done by
the contractor in connection with a specific contract at which employees of the
Contractor are prohibited from engaging in the unlawful manufacture,
distribution, dispensing, possession, or use of a controlled substance.

    "Employee" means an employee of a Contractor directly engaged in the
performance of work under a Government contract. "Directly engaged" is defined
to include all direct cost employees and any other Contractor employee who has
other than a minimal impact or involvement in contract performance.

    "Individual" means an offeror/contractor that has no more
than one employee including the offeror/contractor.

  (b) By submission of its offer, the offeror, if other than an individual, who
is making an offer that equals or exceeds $25,000, certifies and agrees, that
with respect to all employees

                                      19



of the offeror to be employed under a contract resulting from this solicitation,
it will -- no later than 30 calendar days after contract award (unless a longer
period is agreed to in writing), for contracts of 30 calendar days or more
performance duration: or as soon as possible for contracts of less than 30
calendar days performance duration, but in any case, by a date prior to when
performance is expected to be completed --

     (1) Publish a statement notifying such employees that the unlawful
manufacture, distribution, dispensing, possession or use of a controlled
substance is prohibited in the Contractor's workplace and specifying the actions
that will be taken against employees for violations of such prohibition;

     (2) Establish an ongoing drug-free awareness program to inform such
employees about --

       (i)   The dangers of drug abuse in the workplace;

       (ii)  The Contractor's policy of maintaining a drug-free workplace;

       (iii) Any available drug counseling, rehabilitation, and employee
assistance programs; and

       (iv) The penalties that may be imposed upon employees for drug abuse
violations occurring in the workplace;

     (3) Provide all employees engaged in performance of the contract with a
copy of the statement required by subparagraph (b)(1) of this provision;

     (4) Notify such employees in writing in the statement required by
subparagraph (b)(1) of this provision that, as a condition of continued
employment on the contract resulting from this solicitation, the employee will
- --

      (i)    Abide by the terms of the statement; and

      (ii)   Notify the employer in writing of the employee's conviction under a
criminal drug statute for a violation occurring in the workplace no later than 5
calendar days after such conviction;

    (5) Notify the Contracting Officer in writing within 10 calendar days after
receiving notice under subdivision (b)(4)(ii) of this provision, from an
employee or otherwise receiving actual notice of such conviction. The notice
shall include the position title of the employee; and




                                      20



     (6) Within 30 calendar days after receiving notice under subdivision
(b)(4)(ii) of this provision of a conviction, take one of the following actions
with respect to any employee who is convicted of a drug abuse violation
occurring in the workplace:

       (i)    Take appropriate personnel action against such employee, up to
and including termination; or

       (ii)   Require such employee to satisfactorily participate in a drug
abuse assistance or rehabilitation program approved for such purposes by a
Federal, State, or local health, law enforcement, or other appropriate agency.

     (7) Make a good faith effort to maintain a drug-free workplace through
implementation of subparagraphs (b)(1) through (b)(6) of this provision.

  (c)    By submission of its offer, the offeror, if an individual who is
making an offer of any dollar value, certifies and agrees that the offeror
will not engage in the unlawful manufacture, distribution, dispensing,
possession, or use of a controlled substance in the performance of the
contract resulting from this solicitation.

  (d)    Failure of the offeror to provide the certification required by
paragraphs (b) or (c) of this provision, renders the offeror unqualified and
ineligible for award. (See FAR 9.104-1(g) and 19.602-1(a)(2)(i).)

  (e)    In addition to other remedies available to the Government, the
certification in paragraphs (b) or (c) of this provision concerns a matter
within the jurisdiction of an agency of the United States and the making of a
false, fictitious, or fraudulent certification may render the maker subject
to prosecution under Title 18, United States Code. Section 1001.

K-23.      NOTICE OF RESTRICTIONS ON CONTRACTING WITH
         SANCTIONED PERSONS (MAY 1989) (FAR 52.225-12)

     (a) Statutory prohibitions have been imposed on contracting with
sanctioned persons, as specified in Federal Acquisition Regulation (FAR)
52.225-13, Restrictions on Contracting with Sanctioned Persons.

     (b) By submission of this offer, the Offeror represents that no products
or services, except those listed in this paragraph (b), delivered to the
government under any contract resulting from this solicitation will be
products or services of a sanctioned person, as defined in the clause
referenced in paragraph (a) of this provision, unless one of the exceptions in

                                     21



paragraph (d) of the clause at FAR 52.225-13 applies.  N/A - None

         PRODUCT OR SERVICE       SANCTIONED PERSON


- -------------------------------------------------------------------------------


- -------------------------------------------------------------------------------
                      (List as necessary)


K-24.     BUY AMERICAN  -- TRADE AGREEMENTS  -- BALANCE
                OF PAYMENTS PROGRAM CERTIFICATE
                (MAY 1986) (DFARS 252.225-7006)

  (a)    The Offeror hereby certifies that each end product, except the end
products listed below, is a domestic end product (as defined in the clause
entitled "Buy American Act, Trade Agreements Act, and Balance of Payments
Program") and that components of unknown origin have been considered to have
been mined, produced, or manufactured outside the United States or a
qualifying country.

                     EXCLUDED END PRODUCTS

Note:   (An entry for all "fill-ins" is required.   Offeror must
either list line item numbers or enter "None).

     LINE ITEM NO.                  COUNTRY OF ORIGIN

  None
- ------------------------            -------------------------------------------


- ------------------------            -------------------------------------------
(List as necessary)

  (b)    Offers will be evaluated by giving certain preferences to domestic
end products, qualifying country end products, and Caribbean Basin country
end products over other end products. In order to obtain such preferences in
the evaluation of each excluded end product listed in (a) above, it is
necessary that offerors identify and certify, below, those excluded end
products identified above that are qualifying country end products,
designated country end products, or Caribbean Basin end products. Offerors
must certify by inserting the applicable line item numbers in the appropriate
brackets:

     (i) The offeror certifies that the following supplies qualify as
"participating country end products" as that term is defined in the clause
entitled "Buy American Act, Trade Agreement Act, Balance of Payments Program."


           -------------------------------------------------------------------

                              22



              (insert line item number)

     (ii) The Offeror certifies that the following supplies qualify as
"FMS/Offset arrangement country end products" as that term is defined in the
clause entitles "Buy American Act, Trade Agreement Act, and Balance of Payments
Program," if the Government makes the necessary waivers.


           -------------------------------------------------------------------
              (insert line item number)

     (iii) The Offeror certifies that the following supplies qualify as "defense
cooperation country end products" as that term is defined in the clause entitled
"Buy American Act, Trade Agreements Act, and Balance of Payments Program."


           -------------------------------------------------------------------
              (insert line item number)

     (iv) The Offeror certifies that the following supplies qualify as
"designated country end products" as that term is defined in the clause
entitled "Buy American Act, Trade Agreements Act, and Balance of Payments
Program".


           -------------------------------------------------------------------
              (insert line item number)

     (v) The Offeror certifies that the following supplies qualify as "Caribbean
Basin country end products" as the term is defined in the clause entitled "Buy
American Act, Trade Agreements Act, and Balance of Payments Program".


           -------------------------------------------------------------------
              (insert line item number)

  (c)    Offers will be evaluated in accordance with the policies and
procedures of FAR Part 25 and DOD FAR Supplement Part 25.

K-25. CERTIFICATION OR DISCLOSURE OF OWNERSHIP OR CONTROL BY
          A FOREIGN GOVERNMENT THAT SUPPORTS TERRORISM
                (NOV 1987) (DFARS 252.209-7000)

  (a)    "Significant  interest,"  as used  in this  provision,
means --

     (1) Ownership of or beneficial interest in five percent (5%) or more of
the firm's or subsidiary's securities. Beneficial interest includes holding
five percent (5%) or more of any class of the firm's securities in "nominee
shares," "street shares," or some other method of holding securities that
does not

                                     23



disclose the beneficial owner;

     (2) Holding a management position in the firm, such as a director or
officer;

     (3) Ability to control or influence the election, appointment, or tenure of
directors or officers of the firm;

     (4) Ownership of ten percent (10%) or more of the assets of a firm such as
equipment, buildings, real estate, or other tangible assets of the firm; or

     (5) Holding 50 percent (50%) or more of the indebtedness of a firm.

  (b)    Unless paragraph (c) below has been completed, the Offeror, by
submission of its offer, certifies, to the best of its knowledge and belief,
that no government of a foreign country, or agent, or instrumentality of a
foreign country, listed below, has, directly or indirectly, a significant
interest in the Offeror or, if the Offeror is a subsidiary, in the firm that
owns or controls, directly or indirectly, the Offeror. Such countries
currently include:

     (1) Cuba;
     (2) Iran;
     (3) Libya;
     (4) Syria; and
     (5) South Yemen.

  (c)    If the Offeror is unable to certify in accordance with (b) above,
the Offeror represents that the following country or countries (listed in (b)
above) or an agent or instrumentality of such country or countries, have a
significant interest in the Offeror's firm:

    Country
           -------------------------------------------------------------------


    Significant Interest
                        ------------------------------------------------------

K-26.     REQUIREMENT FOR TECHNICAL DATA CERTIFICATION
                 (APR 1988) (DFAR 252.227-7028)

The Offeror shall submit with his offer a certification as to whether the
Offeror has delivered or is obligated to deliver to the Government under any
contract or subcontract the same or substantially the same technical data
with other than unlimited rights included in its offer; if so, the Offeror
shall identify:

     (a) one existing contract or subcontract under which the technical data was
delivered or will be delivered, and the place of such delivery; and

                                     24



     (b) The limitation on the Government's right to use the data, including
identification of the earliest date the limitation expires.


K-27. COST ACCOUNTING STANDARDS NOTICES AND CERTIFICATION
          (NATIONAL DEFENSE) (SEP 1987) (FAR 52.230-1)

     Note:   This notice does not apply to small businesses or foreign
governments. This notice is in four parts, identified by roman numerals I
through IV.

     Offerors shall examine each part and provide the requested information in
order to determine Cost Accounting Standards (CAS) requirements applicable to
any resultant contract.

I.   DISCLOSURE  STATEMENT  --  COST  ACCOUNTING  PRACTICES  AND
     CERTIFICATION

  (a)    Any contract in excess of $100,000 resulting from this solicitation,
except contracts in which the price negotiated is based on (1) established
catalog or market prices of commercial items sold in substantial quantities
to the general public, or (2) prices set by law or regulation, will be
subject to the requirements of the Federal Acquisition Regulation (FAR)
Subparts 30.3 and 30.4, except for those contracts which are exempt as
specified in FAR 30.201-1.

  (b)    Any offeror submitting a proposal which, if accepted, will result in
a contract subject to the requirements of the FAR Subparts 30.3 and 30.4
must, as a condition of contracting, submit a Disclosure Statement as
required by FAR 30.202. The Disclosure Statement must be submitted as a part
of the offeror's proposal under this solicitation unless the offeror has
already submitted a Disclosure Statement disclosing the practices used in
connection with the pricing of this proposal. If an applicable Disclosure
Statement has already been submitted, the offeror may satisfy the requirement
for submission by providing the information requested in paragraph (c) below.

    CAUTION: A practice disclosed in a Disclosure Statement shall not, by virtue
of such disclosure, be deemed to be a proper, approved, or agreed-to practice
for pricing proposals or accumulating and reporting contract performance cost
data.

  (c)    Check the appropriate box below:

     [ ]  (1)  Certificate of Concurrent Submission of Disclosure
               Statement.

                              25



               The offeror hereby certifies that, as a part of the offer, copies
               of the Disclosure Statement have been submitted as follows: (i)
               original and one copy to the cognizant Administrative Contracting
               Officer (ACO), and (ii) one copy to the cognizant contract
               auditor.

               (Disclosure must be on form No. CASB DS-1. Forms may be-obtained
               from the cognizant ACO.)

               Date of Disclosure Statement:
                                            ----------------------------------

               Name and Address of Cognizant ACO where filed:


               ---------------------------------------------------------------


               ---------------------------------------------------------------

               The offeror further certifies that practices used in estimating
               costs in pricing this proposal are consistent with the cost
               accounting practices disclosed in the Disclosure Statement.

     [ ]  (2)  Certificate of Previously Submitted Disclosure Statement.

               The offeror hereby certifies that Disclosure Statement was filed
               as follows:

               Date of Disclosure Statement:
                                            ----------------------------------

               Name and Address of Cognizant ACO where filed:


               ---------------------------------------------------------------


               ---------------------------------------------------------------

               The offeror further certifies that the practices used in
               estimating costs in pricing this proposal are consistent with the
               cost accounting practices disclosed in the applicable disclosure
               statement.

     [ ]  (3)  Certificate of Monetary Exemption.

               The offeror, hereby certifies that the offeror, together with all
               divisions, subsidiaries, and affiliates under common control, did
               not receive net awards of negotiated national defense prime
               contracts and subcontracts subject to CAS totaling more than $10
               million in the cost accounting period immediately preceding the
               period in which

                                     26



               this proposal was submitted. The offeror further certifies that
               if such status changes before an award resulting from this
               proposal, the offeror will advise the Contracting Officer
               immediately.

     [ ]  (4)  Certificate of Interim Exemption.

               The offeror hereby certifies that (i) the offeror first exceeded
               the monetary exemption for disclosure, as defined in (3) of this
               subsection, in the cost accounting period immediately preceding
               the period in which this offer was submitted and (ii) in
               accordance with FAR 30.202- 1, the offeror is not yet required to
               submit a Disclosure Statement. The offeror further certifies that
               if an award resulting from this proposal has not been made within
               90 days after the end of that period, the offeror will
               immediately submit a revised certificate to the Contracting
               Officer, in the form specified under subparagraphs (c) (1) or (c)
               (2) above, as appropriate, to verify submission of a completed
               Disclosure Statement.

    CAUTION:   Offerors currently required to disclose because they were
awarded a CAS-covered national defense prime contract or subcontract of $10
million or more in the current cost accounting period may not claim this
exemption (4). Further, the exemption applies only in connection with
proposals submitted before expiration of the 90-day period following the cost
accounting period in which the monetary exemption was exceeded.

II. COST ACCOUNTING STANDARDS -- EXEMPTION FOR CONTRACTS OF
    $500,000 OR LESS

    If this proposal is expected to result in the award of a contract of
$500,000 or less, the offeror shall indicate whether the exemption below is
claimed. Failure to check the box below shall mean that the resultant contract
is subject to requirements or that the offeror elects to comply with such
requirements.

     [ ]  The offeror claims an exemption from the CAS requirements under the
          provisions of FAR 30.201-1(b)(7) and certifies that notification of
          final acceptance of all deliverable items has been received on all
          prime contracts or subcontracts containing the Cost Accounting
          Standards clause or the Disclosure and Consistency of Cost Accounting
          Practices clause. The offeror further certifies that the Contracting
          Officer will be immediately notified in writing when an award of any
          other contract or subcontract containing Cost Accounting Standards
          clauses is received by the offeror

                                     27



          subsequent to this certificate but before the date of any award
          resulting from this proposal.


III. COST ACCOUNTING STANDARDS -- ELIGIBILITY FOR MODIFIED
     CONTRACT COVERAGE

     If the offeror is eligible to use the modified provisions of FAR
30.201-2(b) and elects to do so, the offeror shall indicate by checking the
box below. Checking the box below shall mean that the resultant contract is
subject to the Disclosure and Consistency of Cost Accounting Practices clause
in lieu of the Cost Accounting Standards clause.

     [ ]  The offeror hereby claims an exemption from the Cost Accounting
          Standards clause under the provisions of FAR 30.201-2(b) and certifies
          that the offeror is eligible for use of the Disclosure and Consistency
          of Cost Accounting Practices clause because (i) during the cost
          accounting period immediately preceding the period in which this
          proposal was submitted, the offeror received less than $10 million in
          awards of CAS-covered prime contracts and subcontracts, and (ii) the
          sum of such awards equaled less than 10 percent of total sales during
          that cost accounting period. The offeror further certifies that if
          such status changes before an award resulting from this proposal, the
          offeror will advise the Contracting Officer immediately.

     CAUTION: An offeror may not claim the above eligibility for modified
contract coverage if this proposal is expected to result in the award of a
national defense contract of $10 million or more or if, during its current cost
accounting period, the offeror has been awarded a single CAS-covered national
defense prime contract or subcontract of $10 million or more.

IV. ADDITIONAL COST ACCOUNTING STANDARDS APPLICABLE TO EXISTING
    CONTRACTS

    The offeror shall indicate below whether award of the contemplated contract
would, in accordance with subparagraph (a) (3) of the Cost Accounting Standards
clause, require a change in established cost accounting practices affecting
existing contracts and subcontracts.

     [ ]  YES             [ ] NO



                                     28



K-28.     REPRESENTATION OF EXTENT OF TRANSPORTATION OF
         SUPPLIES BY SEA (MAR 1989) (DFAR 252.247-7202)

The clause at 252.247-7203, Transportation of Supplies by Sea, will be
included in any contract resulting from this solicitation. The Offeror is
required to indicate whether transportation by sea is anticipated under the
resultant contract by checking the appropriate blank as follows:

The Offeror represents that it [] does [] does not anticipate that any of
the supplies, as defined in the above-referenced clause, will be transported
by sea in the performance of any contract or subcontract resulting from this
solicitation. Notwithstanding this representation, the Offeror recognizes and
will comply with the requirements of the above-referenced clause.

K-29.     SIC CODE AND SMALL BUSINESS SIZE STANDARD
               (JAN 1991) (FAR 52.219-22)

  (a)    The standard industrial classification (SIC) code for
         this  acquisition is 7363.

  (b)    (1)  The small business size standard is _______.

         (2)  The small business size standard for a concern which submits an
         offer in its own name, other than on a construction or service
         contract, but which proposes to furnish a product which it did not
         itself manufacture, is 500 employees.


                                     29


                                                                 INTERGRAPH
- ------------------------------------------------------------------------------

October 8, 1998



TomaHawk II, Inc.
8315 Century Park Court
Suite 200
San Diego, CA 92123

Attention:   Mr. Michael H. Lorber, Vice President & Chief Financial Officer

Subject:     FSN0292, Amendment #5

Dear Mr. Lorber:

This document constitutes Amendment #5 to CAD-2 Subcontract FSN0292. The purpose
of this Amendment is to modify Attachment A, Direct Labor Schedule to add reates
for GFY 1999. Accordingly, Subcontract FSN0292 is modified as follows:

1.   Attachment A, "Direct Labor Schedule, dated January 21, 1998" is deleted in
its entirety and replaced by the attached Attachment A, "Direct Labor Schedule,
dated October 8, 1998," which adds Exhibit 4 that contains rates for GFY 1999.

Except as modified herein, all other terms and conditions of Subcontract FSN0292
remain unchanged.

Indicate your acceptance of this Amendment by fully executing both copies.
Please return one (1) fully executed copy to Jan Lasater, Mail Stop IW1506, at
your earliest convenience. If you have any questions, please call Mrs. Lasater
at 256-730-7843.

Sincerely,                                 ACKNOWLEDGED AND ACCEPTED:

INTERGRAPH CORPORATION                     TOMAHAWK II, INC.

                                           BY     /s/ Michael H. Lorber
                                             ------------------------------
                                           NAME:  Michael H. Lorber
/s/ Jan Lasater                                 ---------------------------
- --------------------------------           TITLE: VP-Finance & CFO
Jan Lasater                                      --------------------------
Subcontracts Administrator                 DATE:  10/27/98
FEDERAL SUBCONTRACTS                            ---------------------------

Intergraph Corporation
- ------------------------------------------------------------------------------
Huntsville, Alabama 35894-0009
Phone:  256-730-7843  Fax: 256-730-6248



                                  ATTACHMENT A


                              DIRECT LABOR SCHEDULE
                                SECTION B-2(a)(1)



                                 OCTOBER 8, 1998



                                    EXHIBIT 1





                      THIS EXHIBIT CONTAINS RATES VALID FOR
                       THE FOLLOWING PURCHASE ORDERS ONLY:


                                   P.O. 370715
                                   P.O. 368327


           THE PERIOD OF PERFORMANCE ON EACH OF THESE PURCHASE ORDERS
                             ENDS SEPTEMBER 30, 1998





                                                                                                           
                                                                                  CY*                         $750         OVER
NAVAIR                                CATEGORY                                 97 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $  97.00      $  81.48       $  84.39      $  89.24
29AB01        Senior Computer Engineer (SCE)                                   $  75.00      $  63.00       $  65.25      $  69.00
29AC01        Computer Technician, Level 1 (CT1)                               $  36.00      $  30.24       $  31.32      $  33.12
29AF01        Computer Technician, Level 2 (CT2)                               $  47.00      $  39.48       $  40.89      $  43.24
29AG01        Computer Technician, Level 3 (CT3)                               $  51.00      $  42.84       $  44.37      $  46.92
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  61.00      $  51.24       $  53.07      $  56.12
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  75.00      $  63.00       $  65.25      $  69.00


                                                                                  CY*                         $750         OVER
NAVFAC                                CATEGORY                                 97 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA        Senior Computer Scientist (SCS)                                  $  92.00      $  77.28       $  80.04      $  84.64
0033AB        Computer Scientist (CS)                                          $  66.00      $  55.44       $  57.42      $  60.72
0033AJ        Associate Computer Scientist (ACS)                               $  51.00      $  42.84       $  44.37      $  46.92
0033AC        Computer Science Technician (CST)                                $  35.00      $  29.40       $  30.45      $  32.20
0033AD        Senior Engineer (SE)                                             $  71.00      $  59.64       $  61.77      $  65.32
0033AE        Engineer (E)                                                     $  55.00      $  46.20       $  47.85      $  50.60
0033AF        Engineering Technician (ET)                                      $  35.00      $  29.40       $  30.45      $  32.20
0033AG        Senior Clerical Assistant (SCA)                                  $  31.00      $  26.04       $  26.97      $  28.52
0033AH        Clerical Assistant (CA)                                          $  24.00      $  20.16       $  20.88      $  22.08


                                                                                  CY*                         $750         OVER
NAVSEA                                CATEGORY                                 97 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA        Computer Engineer, Level 1 (CE1)                                 $  53.40      $  44.86       $  46.46      $  49.13
SS08AB        Computer Engineer, Level 2 (CE2)                                 $  64.39      $  54.09       $  56.02      $  59.24
SS08AC        Computer Engineer, Level 3 (CE3)                                 $  77.75      $  65.31       $  67.64      $  71.53
SS08AD        Computer Engineer, Level 4 (CE4)                                 $ 100.86      $  84.72       $  87.75      $  92.79
SS08AE        Computer Technician, Level 1 (CT1)                               $  31.91      $  26.80       $  27.76      $  29.36
SS08AF        Computer Technician, Level 2 (CT2)                               $  38.49      $  32.33       $  33.49      $  35.41
SS08AG        Computer Technician, Level 3 (CT3)                               $  49.23      $  41.35       $  42.83      $  45.29
SS08AH        Computer Technician, Level 4 (CT4)                               $  53.40      $  44.86       $  46.46      $  49.13

ON-SITE

SS08AJ        Computer Engineer, Level 1 (CE1)                                 $  82.92      $  69.65       $  72.14      $  76.29
SS08AK        Computer Engineer, Level 2 (CE2)                                 $  93.91      $  78.88       $  81.70      $  86.40
SS08AL        Computer Engineer, Level 3 (CE3)                                 $ 107.27      $  90.11       $  93.32      $  98.69
SS08AM        Computer Engineer, Level 4 (CE4)                                 $ 130.38      $ 109.52       $ 113.43      $ 119.95
SS08AN        Computer Technician, Level 1 (CT1)                               $  61.43      $  51.60       $  53.44      $  56.52
SS08AP        Computer Technician, Level 2 (CT2)                               $  68.01      $  57.13       $  59.17      $  62.57
SS08AQ        Computer Technician, Level 3 (CT3)                               $  78.75      $  66.15       $  68.51      $  72.45
SS08AR        Computer Technician, Level 4 (CT4)                               $  82.92      $  69.65       $  72.14      $  76.29

CRYSTAL CITY

SS08AS        Computer Engineer, Level 1 (CE1)                                 $  53.40      $  44.86       $  46.46      $  49.13
SS08AT        Computer Engineer, Level 2 (CE2)                                 $  64.39      $  54.09       $  56.02      $  59.24
SS08AU        Computer Engineer, Level 3 (CE3)                                 $  77.75      $  65.31       $  67.64      $  71.53
SS08AV        Computer Engineer, Level 4 (CE4)                                 $ 100.86      $  84.72       $  87.75      $  92.79
SS08AW        Computer Technician, Level 1 (CT1)                               $  31.91      $  26.80       $  27.76      $  29.36
SS08AX        Computer Technician, Level 2 (CT2)                               $  38.49      $  32.33       $  33.49      $  35.41
SS08AY        Computer Technician, Level 3 (CT3)                               $  49.23      $  41.35       $  42.83      $  45.29
SS08AZ        Computer Technician, Level 4 (CT4)                               $  53.40      $  44.86       $  46.46      $  49.13



*GFY1997 Rate is valid from February 13, 1997 through October 3, 1997





                                                                                                           
                                                                                 CY*                         $750K          OVER
NAVAIR                                CATEGORY                                 98 PRIME    $0 TO $750K      TO $1.5M       $1.5M

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $ 105.00      $  88.20       $  91.35      $  96.60
29AB01        Computer Scientist/Engineer (CS/E)                               $  81.00      $  68.04       $  70.47      $  74.52
29AC01        Computer Technician, Level 1 (CT1)                               $  40.00      $  33.60       $  34.80      $  36.80
29AF01        Computer Technician, Level 2 (CT2)                               $  51.00      $  42.84       $  44.37      $  46.92
29AG01        Computer Technician, Level 3, (CT3)                              $  55.00      $  46.20       $  47.85      $  50.60
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  67.00      $  56.28       $  58.29      $  61.64
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  81.00      $  68.04       $  70.47      $  74.52


                                                                                  CY*                         $750K         OVER
NAVFAC                                CATEGORY                                 98 PRIME    $0 TO $750K      TO $1.5M       $1.5M

0033AA        Senior Computer Scientist (SCS)                                  $  98.00      $  82.32       $  85.26      $  90.16
0033AB        Computer Scientist (CS)                                          $  70.00      $  58.80       $  60.90      $  64.40
0033AJ        Associate Computer Scientist (ACS)                               $  53.00      $  44.52       $  46.11      $  48.76
0033AC        Computer Science Technician (CST)                                $  37.00      $  31.08       $  32.19      $  34.04
0033AD        Senior Engineer (SE)                                             $  76.00      $  63.84       $  66.12      $  69.92
0033AE        Engineer (E)                                                     $  59.00      $  49.56       $  51.33      $  54.28
0033AF        Engineering Technician (ET)                                      $  37.00      $  31.08       $  32.19      $  34.04
0033AG        Senior Clerical Assistant (SCA)                                  $  32.00      $  26.88       $  27.84      $  29.44
0033AH        Clerical Assistant (CA)                                          $  26.00      $  21.84       $  22.62      $  23.92


                                                                                  CY*                         $750K         OVER
NAVSEA                                CATEGORY                                 98 PRIME    $0 TO $750K      TO $1.5M       $1.5M

OFF-SITE

SS08AA        Computer Engineer, Level 1 (CE1)                                 $  57.67      $  48.44       $  50.17      $  53.06
SS08AB        Computer Engineer, Level 2 (CE2)                                 $  69.54      $  58.41       $  60.50      $  63.98
SS08AC        Computer Engineer, Level 3 (CE3)                                 $  83.96      $  70.53       $  73.05      $  77.24
SS08AD        Computer Engineer, Level 4 (CE4)                                 $ 108.93      $  91.50       $  94.77      $ 100.22
SS08AE        Computer Technician, Level 1 (CT1)                               $  34.46      $  28.95       $  29.98      $  31.70
SS08AF        Computer Technician, Level 2 (CT2)                               $  41.57      $  34.92       $  36.17      $  38.24
SS08AG        Computer Technician, Level 3 (CT3)                               $  53.17      $  44.66       $  46.26      $  48.92
SS08AH        Computer Technician, Level 4 (CT4)                               $  57.67      $  48.44       $  50.17      $  53.06

ON-SITE

SS08AJ        Computer Engineer, Level 1 (CE1)                                 $  88.88      $  74.66       $  77.33      $  81.77
SS08AK        Computer Engineer, Level 2 (CE2)                                 $ 100.75      $  84.63       $  87.65      $  92.69
SS08AL        Computer Engineer, Level 3 (CE3)                                 $ 115.17      $  96.74       $ 100.20      $ 105.96
SS08AM        Computer Engineer, Level 4 (CE4)                                 $ 140.14      $ 117.72       $ 121.92      $ 128.93
SS08AN        Computer Technician, Level 1 (CT1)                               $  65.67      $  55.16       $  57.13      $  60.42
SS08AP        Computer Technician, Level2 (CT2)                                $  72.78      $  61.14       $  63.32      $  66.96
SS08AQ        Computer Technician, Level 3 (CT3)                               $  84.38      $  70.88       $  73.41      $  77.63
SS08AR        Computer Technician, Level 4 (CT4)                               $  88.88      $  74.66       $  77.33      $  81.77


CRYSTAL CITY

SS08AS        Computer Engineer, Level 1 (CE1)                                 $  57.67      $  48.44       $  50.17      $  53.06
SS08AT        Computer Engineer, Level 2 (CE2)                                 $  69.54      $  58.41       $  60.50      $  63.98
SS08AU        Computer Engineer, Level 3 (CE3)                                 $  83.96      $  70.53       $  73.05      $  77.24
SS08AV        Computer Engineer, Level 4 (CE4)                                 $ 108.93      $  91.50       $  94.77      $ 100.22
SS08AW        Computer Technician, Level 1 (CT1)                               $  34.46      $  28.95       $  29.98      $  31.70
SS08AX        Computer Technician, Level 2 (CT2)                               $  41.57      $  34.92       $  36.17      $  38.24
SS08AY        Computer Technician, Level 3 (CT3)                               $  53.17      $  44.66       $  46.26      $  48.92
SS08AZ        Computer Technician, Level 4 (CT4)                               $  57.67      $  48.44       $  50.17      $  53.06



*GFY 1998 Rates are valid from October 4, 1997 through October 2, 1998




                                    EXHIBIT 2







                    THIS EXHIBIT CONTAINS RATES VALID FOR THE
                         FOLLOWING PURCHASE ORDERS ONLY:


                                   P.O. 370710
                                   P.O. 370792
                                   P.O. 373915
                                   P.O. 373998
                                   P.O. 373914



          THE PERIOD OF PERFORMANCE FOR P.O. 370710 ENDS JUNE 1, 1998
                  AND ON EACH OF THE REMAINING PURCHASE ORDERS
                             ENDS SEPTEMBER 30, 1998




                                                                                    
                                                                                 GFY*          GFY**
NAVAIR                                CATEGORY                                   1997          1998

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $  81.48      $  84.74
29AB01        Senior Computer Engineer (SCE)                                   $  63.00      $  65.52
29AC01        Computer Technician,Level 1 (CT1)                                $  30.24      $  31.45
29AF01        Computer Technician, Level 2 (CT2)                               $  39.48      $  41.06
29AG01        Computer Technician, Level 3 (CT3)                               $  42.84      $  44.55
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  51.24      $  53.29
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  63.00      $  65.52

                                                                                 GFY*          GFY**
NAVFAC                                CATEGORY                                   1997          1998

0033AA        Senior Computer Scientist (SCS)                                  $  77.28      $  80.37
0033AB        Computer Scientist (CS)                                          $  55.44      $  57.66
0033AJ        Associate Computer Scientist (ACS)                               $  42.84      $  44.55
0033AC        Computer Science Technician (CST)                                $  29.40      $  30.58
0033AD        Senior Engineer (SE)                                             $  59.64      $  62.03
0033AE        Engineer (E)                                                     $  46.20      $  48.05
0033AF        Engineering Technician (ET)                                      $  29.40      $  30.58
0033AG        Senior Clerical Assistant (SCA)                                  $  26.04      $  27.08
0033AH        Clerical Assistant (CA)                                          $  20.16      $  20.97

                                                                                 GFY*          GFY**
NAVSEA                                CATEGORY                                   1997          1998

OFF-SITE

SS08AA        Computer Engineer, Level 1 (CE1)                                 $  44.86      $  46.65
SS08AB        Computer Engineer, Level 2 (CE2)                                 $  54.09      $  56.25
SS08AC        Computer Engineer, Level 3 (CE3)                                 $  65.31      $  67.92
SS08AD        Computer Engineer, Level 4 (CE4)                                 $  84.72      $  88.11
SS08AE        Computer Technician, Level 1 (CT1)                               $  26.80      $  27.87
SS08AF        Computer Technician, Level 2 (CT2)                               $  32.33      $  33.62
SS08AG        Computer Technician, Level 3 (CT3)                               $  41.35      $  43.00
SS08AH        Computer Technician, Level 4 (CT4)                               $  44.86      $  46.65

ON-SITE

SS08AJ        Computer Engineer, Level 1 (CE1)                                 $  69.65      $  72.44
SS08AK        Computer Engineer, Level 2 (CE2)                                 $  78.88      $  82.04
SS08AL        Computer Engineer, Level 3 (CE3)                                 $  90.11      $  93.71
SS08AM        Computer Engineer, Level 4 (CE4)                                 $ 109.52      $ 113.90
SS08AN        Computer Technician, Level 1 (CT1)                               $  51.60      $  53.66
SS08AP        Computer Technician, Level 2 (CT2)                               $  57.13      $  59.42
SS08AQ        Computer Technician, Level 3 (CT3)                               $  66.15      $  68.80
SS08AR        Computer Technician, Level 4 (CT4)                               $  69.65      $  72.44







                                                                                    
CRYSTAL CITY

SS08AS        Computer Engineer, Level 1 (CE1)                                 $  44.86      $  46.65
SS08AT        Computer Engineer, Level 2 (CE2)                                 $  54.09      $  56.25
SS08AU        Computer Engineer, Level 3 (CE3)                                 $  65.31      $  67.92
 S08AV        Computer Engineer, Level 4 (CE4)                                 $  84.72      $  88.11
SS08AW        Computer Technician, Level 1 (CT1)                               $  26.80      $  27.87
SS08AX        Computer Technician, Level 2 (CT2)                               $  32.33      $  33.62
SS08AY        Computer Technician, Level 3 (CT3)                               $  41.35      $  43.00
SS08AZ        Computer Technician, Level 4 (CT4)                               $  44.86      $  46.65



*GFY1997 Rate is valid from June 16, 1997 through October 3, 1997
**GFY1998 Rate is valid from October 4, 1997 through October 2, 1998




                                    EXHIBIT 3





                CONTAINS RATES VALID FOR PURCHASE ORDERS ISSUED
                          ON OR AFTER JANUARY 21, 1998




                                                                         
                                                                                 GFY*
NAVAIR                                CATEGORY                                   1998

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $  85.05
29AB01        Senior Computer Engineer (SCE)                                   $  65.61
29AC01        Computer Technician, Level 1 (CT1)                               $  32.40
29AF01        Computer Technician, Level 2 (CT2)                               $  41.31
29AG01        Computer Technician, Level 3 (CT3)                               $  44.55
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  54.27
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  65.61

                                                                                 GFY*
NAVFAC                                CATEGORY                                   1998

0033AA        Senior Computer Scientist (SCS)                                  $  82.32
0033AB        Computer Scientist (CS)                                          $  58.80
0033AJ        Associate Computer Scientist (ACS)                               $  44.52
0033AC        Computer Science Technician (CST)                                $  31.08
0033AD        Senior Engineer (SE)                                             $  63.84
0033AE        Engineer (E)                                                     $  49.56
0033AF        Engineering Technician (ET)                                      $  31.08
0033AG        Senior Clerical Assistant (SCA)                                  $  26.88
0033AH        Clerical Assistant (CA)                                          $  21.84

                                                                                 GFY*
NAVSEA                                CATEGORY                                   1998

OFF-SITE

SS08AA        Computer Engineer, Level 1 (CE1)                                 $  46.71
SS08AB        Computer Engineer, Level 2 (CE2)                                 $  56.33
SS08AC        Computer Engineer, Level 3 (CE3)                                 $  68.01
SS08AD        Computer Engineer, Level 4 (CE4)                                 $  88.23
SS08AE        Computer Technician, Level 1 (CT1)                               $  27.91
SS08AF        Computer Technician, Level 2 (CT2)                               $  33.67
SS08AG        Computer Technician, Level 3 (CT3)                               $  43.07
SS08AH        Computer Technician, Level 4 (CT4)                               $  46.71

ON-SITE

SS08AJ        Computer Engineer, Level 1 (CE1)                                 $  71.99
SS08AK        Computer Engineer, Level 2 (CE2)                                 $  81.61
SS08AL        Computer Engineer, Level 3 (CE3)                                 $  93.29
SS08AM        Computer Engineer, Level 4 (CE4)                                 $ 113.51
SS08AN        Computer Technician, Level 1 (CT1)                               $  53.19
SS08AP        Computer Technician, Level 2 (CT2)                               $  58.95
SS08AQ        Computer Technician, Level 3 (CT3)                               $  68.35
SS08AR        Computer Technician, Level 4 (CT4)                               $  71.99







                                                                         
CRYSTAL CITY

SS08AS        Computer Engineer, Level 1 (CE1)                                 $  51.15
SS08AT        Computer Engineer, Level 2 (CE2)                                 $  61.68
SS08AU        Computer Engineer, Level 3 (CE3)                                 $  74.47
SS08AV        Computer Engineer, Level 4 (CE4)                                 $  96.62
SS08AW        Computer Technician, Level 1 (CT1)                               $  30.56
SS08AX        Computer Technician, Level 2 (CT2)                               $  36.87
SS08AY        Computer Technician, Level 3 (CT3)                               $  47.16
SS08AZ        Computer Technician, Level 4 (CT4)                               $  51.15



*GFY 1998 rates valid from January 21, 1998 through October 2, 1998




                                    EXHIBIT 4





                CONTAINS RATES VALID FOR PURCHASE ORDERS ISSUED
                                       ON
                   OCTOBER 1, 1998 THROUGH SEPTEMBER 30, 1999



                               TOMAHAWK 1999 RATES


                                                                         
                                                                                 GFY*
NAVAIR                                CATEGORY                                   1999

29AA01        Senior Computer Scientist/Senior Engineer (SCS/SE)               $  91.53
29AB01        Senior Computer Engineer (SC/E)                                  $  70.47
29AC01        Computer Technician, Level 1 (CT1)                               $  34.83
29AF01        Computer Technician, Level 2 (CT2)                               $  44.55
29AG01        Computer Technician, Level 3 (CT3)                               $  46.98
29AD01        Computer Specialist/Software Specialist, Level 1 (CS/SS-1)       $  58.32
29AE01        Computer Specialist/Software Specialist, Level 2 (CS/SS-2)       $  70.47

                                                                                 GFY*
NAVFAC                                CATEGORY                                   1999

0033AA        Senior Computer Scientist (SCS)                                  $  87.36
0033AB        Computer Scientist (CS)                                          $  62.16
0033AJ        Associate Computer Scientist (ACS)                               $  46.20
0033AC        Computer Science Technician (CST)                                $  33.60
0033AD        Senior Engineer (SE)                                             $  67.20
0033AE        Engineer (E)                                                     $  52.08
0033AF        Engineering Technician (ET)                                      $  33.60
0033AG        Senior Clerical Assistant (SCA)                                  $  28.56
0033AH        Clerical Assistant (CA)                                          $  22.68

                                                                                 GFY*
NAVSEA                                CATEGORY                                   1999

OFF-SITE

SS08AA        Computer Engineer, Level 1 (CE1)                                 $  50.45
SS08AB        Computer Engineer, Level 2 (CE2)                                 $  60.83
SS08AC        Computer Engineer, Level 3 (CE3)                                 $  73.46
SS08AD        Computer Engineer, Level 4 (CE4)                                 $  95.28
SS08AE        Computer Technician, Level 1 (CT1)                               $  30.15
SS08AF        Computer Technician, Level 2 (CT2)                               $  36.36
SS08AG        Computer Technician, Level 3 (CT3)                               $  46.52
SS08AH        Computer Technician, Level 4 (CT4)                               $  50.45

ON-SITE

SS08AJ        Computer Engineer, Level 1 (CE1)                                 $  77.20
SS08AK        Computer Engineer, Level 2 (CE2)                                 $  87.59
SS08AL        Computer Engineer, Level 3 (CE3)                                 $ 100.21
SS08AM        Computer Engineer, Level 4 (CE4)                                 $ 122.03
SS08AN        Computer Technician, Level 1 (CT1)                               $  56.90
SS08AP        Computer Technician, Level 2 (CT2)                               $  63.12
SS08AQ        Computer Technician, Level 3 (CT3)                               $  73.27
SS08AR        Computer Technician, Level 4 (CT4)                               $  77.20

CRYSTAL CITY

SS08AS        Computer Engineer, Level 1 (CE1)                                 $  55.24
SS08AT        Computer Engineer, Level 2 (CE2)                                 $  66.61
SS08AU        Computer Engineer, Level 3 (CE3)                                 $  80.44
SS08AV        Computer Engineer, Level 4 (CE4)                                 $ 104.33
SS08AW        Computer Technician, Level 1 (CT1)                               $  33.02
SS08AX        Computer Technician, Level 2 (CT2)                               $  39.81
SS08AY        Computer Technician, Level 3 (CT3)                               $  50.94
SS08AZ        Computer Technician, Level 4 (CT4)                               $  55.24