EMPLOYMENT AGREEMENT



                This Agreement for Employment is made this ________ day 
        of _________, 19__, by and between _______________("Employer") 
        and ________________("Employee").

                For good and valuable consideration, receipt of which is 
        hereby acknowledged the Employer shall employ as any Employee 
        subject to the following terms and conditions.

                1.  The Employee shall commence employment on 
        ___________, 19__.

                2.   The Employee shall perform the following duties and 
        responsibilities: 
        
                The Employee shall perform such further and other 
        duties as are required by the Employer.

                3.  The Employee shall work_______through_______ from
        ____ A.M. to ____P.M. and such additional hours as are required 
        by the Employer for the Employee to competently perform the 
        duties of his position.  The Employee shall use his best efforts 
        on behalf of the Employer.  
        
                4.  The Employee shall comply with all stated standards 
        of performance, policies, rules, regulations and manuals, receipt 
        of which by the Employee is hereby acknowledged.  The Employee 
        shall also comply with such future Employer policies, rules, 
        regulations, performance standards and manuals as may be 
        published or amended from time to time.  

                5.  The Employee's employment under this Agreement shall 
        commence __________, 19___ and shall terminate on _________, 
        19__, unless terminated prior to such time for cause.

                6.  The Employer shall pay to the Employee as 
        compensation for services, and the Employee agrees to accept the 
        sum of $ __________ per year payable [choose one] (weekly, bi-
        weekly, monthly, bi-monthly) of $__________, and be entitled 
        to the following "fringe benefits": 

                7.  This contract of employment may terminate upon the 
        occurrence of any of the following events: (a) the death of the 
        Employee; (b) the failure of the Employee to perform his duties 
        satisfactorily after notice or warning thereof; (c) for just 
        cause based upon non-performance of duties by Employee; (d) 
        economic reasons of the Employer which may arise during the term 
        of this Agreement and which may be beyond the control of the 
        Employer.

                8.  The Employee shall not, at any times during the 
        period hereof, and for ____ years from the date of termination of 
        this Agreement, directly or indirectly, within a geographic area 
        of _____miles, engage in, or become involved in, any competitive 
        or similar business as that of the within Employer.  

                9.  Any dispute under this contract shall be required to 
        be resolved by binding arbitration of the parties hereto.  Each 
        party shall select one arbitrator and both arbitrators shall 
        select a third.  The arbitration shall be governed by the rules 
        of the American Arbitration Association then in force and 
        effect.

                10.  This Agreement may not be assigned without prior 
        notice by either party, and subject to the mutual consent and 
        approval of any such assignment.
         
                11.  This Agreement constitutes the complete 
        understanding between the parties, unless amended by a subsequent 
        written instrument signed by the employer and employee.



           ____________________________     ___________________________
           Employee                         Employer


                                                        Form 403








      


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