Exhibit 99 AGREEMENT TO FURNISH DEBT INSTRUMENTS Pursuant to Instruction 3 (b)(4)(iii) to Item 601 of Regulation S-K, Carpenter has not included as an Exhibit any instrument with respect to long-term debt if the total amount of debt authorized by such...

                                                       Exhibit 99





              AGREEMENT TO FURNISH DEBT INSTRUMENTS


     Pursuant to Instruction 3 (b)(4)(iii) to Item 601 of
Regulation S-K, Xxxxxxxxx has not included as an Exhibit any
instrument with respect to long-term debt if the total amount of
debt authorized by such instrument does not exceed 10% of the
total assets of Xxxxxxxxx.  Xxxxxxxxx agrees, pursuant to this
Instruction, to furnish a copy of any such instrument to the
Securities and Exchange Commission upon request of the
Commission.




XXXXXXXXX TECHNOLOGY CORPORATION


By   /s/Xxxx X. Xxxxx
     -----------------
       Xxxx X. Xxxxx
       Vice President,
       General Counsel and Secretary