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                                 FIRST AMENDMENT TO 

                            EXECUTIVE EMPLOYMENT AGREEMENT


          This First Amendment to Executive Employment Agreement 
("Amendment") is made and entered this 25th day of February, 1998, by and 
between Brothers Gourmet Coffees, Inc. (the "Company"), and Donald D. Breen 
("Executive").  The Company and Executive are each sometimes  referred to 
herein as a "Party," and both of them are sometimes collectively referred to 
herein as the "Parties."
 
          WHEREAS, Executive and the Company previously entered into that 
certain Executive Employment Agreement, dated as of January 18, 1996 (the 
"Agreement"); and

          WHEREAS, the Agreement inadvertently terminated, by its terms, as 
of the close of business on January 17, 1998 (the "Termination"); and

          WHEREAS, the parties now desire to re-instate and renew the 
Agreement effective as of January 17, 1998, as if the Termination had not 
occurred.

          NOW, THEREFORE,  for good and valuable consideration, the receipt 
and sufficiency of which are hereby acknowledged, the Parties, intending to 
be bound hereby, agree as follows:

          1.   It is the express intent and desire of the parties that this 
Amendment and each of its provisions be effective on and as of January 17, 
1998, as if the Termination had not occurred. 

          2.   Notwithstanding anything in the Agreement to the contrary, the 
Agreement is hereby re-instated and renewed for an additional twelve-month 
period, effective as of January 17, 1998.  

          3.   The reference to "January 17, 1998" in Section 2.b.(i) of the 
Agreement is deleted and "January 17, 1999" is inserted in its place.

          4.   Effective as of January 17, 1998, the Company hereby exercises 
its Renewal Right in Section 2.c. of the Agreement to extend the term of the 
Agreement for an additional twelve months beyond the January 17, 1999 
Scheduled Termination Date.   The Company intends this Section 4. to 
constitute a timely written notice of renewal of the Agreement through and 
including January 17, 2000.  Executive acknowledges that (a) the notice given 
by the Company under this  Section 4. is timely under Section 2.c of the 
Agreement for purposes of extending the term of the Agreement through and 
including January 17, 1999, and (b) in executing this Amendment, he is 
expressly relying on the effectiveness of this Amendment,  retroactive to 
January 17, 1998.
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          5.   Except as expressly modified by this Amendment, the terms of 
the Agreement shall remain in full force and effect from and after the date 
of this Amendment and are hereby ratified and confirmed.

          6.   On and after the date of this Amendment, all references to 
"this Agreement", "herein", "hereof", "hereunder" or other similar words 
shall mean the Agreement as amended by this Amendment. 

          7.   This Amendment shall be governed by and construed in 
accordance with the  laws of the State of Florida, without regard to the 
provisions of such laws relating to conflicts of law.

          IN WITNESS WHEREOF, the Parties have executed this Agreement as of 
the date first written above.

                              THE COMPANY

                              Brothers Gourmet Coffees, Inc.



                              By:  
                                   -----------------------------------
                                   J.P. Bolduc, Director, on behalf
                                    of the Board of Directors


                              EXECUTIVE


                                   -----------------------------------
                                   Donald D. Breen, President and
                                   Chief Executive Officer