12/15/99
                          MUTUAL SETTLEMENT AND RELEASE


This Mutual Settlement and Release  ("Release") is entered into and delivered as
of this 14th day of November 1997 by and among ENVIROMETRICS PRODUCTS COMPANY, a
corporation organized and existing under the laws of the State of South Carolina
("EPC") and  ENVIROMETRICS,  INC. , a corporation  organized and exiting under
the  laws  of the  State  of  Delaware,  ("EV").  EPC  and  EV  are  hereinafter
collectively  known  as  ("EVRM")  and  ZELLWEGER  ANALYTICS,   INC.,  ("ZA")  a
corporation organized and existing under the laws of the State of Texas with its
principal office located in Lincolnshire, Illinois.

                                   WITNESSETH:

WHEREAS, EPC and ZA entered into a Master Distributorship Agreement, dated as of
January 1, 1996 ("Agreement"),  wherein both parties had certain rights,  duties
and obligations, and

WHEREAS,  pursuant to Paragraph 6 of the Agreement, ZA timely paid EPC Quarterly
Prepaid Purchase  Deposits ("PPD") which were to be credited by EPC towards ZA's
purchases under the Agreement,

WHEREAS,  as of the date hereof, EPC has been paid $494,849.90 in PPD's which
remain unapplied to ZA's purchases under the Agreement,

WHEREAS,  ZA claims that  Agreement has  terminated and that EPC is obligated to
immediately return the unapplied PPD's,

WHEREAS,  EPC and ZA wish to  resolved  their  remaining  obligations  under the
Agreement in an amicable and mutually acceptable manner,

THEREFORE,  in consideration of the Recitals,  which are incorporated  herein by
this  reference,  and the mutual  promises  and  undertakings  contained in this
Release  and  for  other  good  and  valuable  consideration,  the  receipt  and
sufficiency of which are hereby acknowledged, EVRM and ZA agree as follows:

1.  Obligations:  Upon full  performance of the parties  obligations  hereunder,
neither EVRM nor ZA have any further obligations whatsoever expressed or implied
after this date under the Agreement.

2. Settlement:  ZA and EVRM agree to the following mutual  consideration  all of
which will occur on November 14, 1997 or such other date mutually agreed upon by
the parties:

(a) ZA will purchase the ACT Monitoring Card Technology as defined in the Asset
Purchase agreement dated November 14, 1997 which is incorporated  herein by this
reference for $344,849.90 reduction in the unapplied PPD's due ZA.

(b) EVRM will issue 70,000 shares of preferred stock of  Envirometrics,  Inc. to
ZA or such other third party  designated  by it for  $140,000  reduction  in the
unapplied PPD's due ZA described in the Stock Subscription Agreement attached as
Exhibit F.

(c) $10,000 in the form of a cashier's or certified  check  payable to the order
of ZA will be delivered to ZA.

3. Mutual  Release:  The  parties  agree that,  in exchange  for,  and upon full
performance of the mutual  consideration  provided in this Release, the adequacy
of which is hereby acknowledged by both parties:

(a) Release by EVRM.  EVRM  hereby and  forever  releases,  holds  harmless  and
discharges  ZA,  its  past  and  present  shareholders,   directors,   officers,
employees, agents,  representatives,  subsidiaries,  affiliates,  successors and
assigns, from and against any and all claims, demands,  counterclaims,  actions,
costs,  causes of  action,  damages,  debts,  obligations,  and  liabilities  of
whatever nature (collectively, "ZA Liabilities"). This Release extends to all ZA
Liabilities  known or unknown,  now  existing  or  existing  only in the future,
matured or  un-matured,  foreseeable  or unforeseeable,  to the  extent  that ZA
Liabilities result or arise, directly or indirectly, from any relationship(s) of
ZA with EVRM through the date of this Release ("Relationships"), or from any act
of ZA on or before the date of this Release ("ZA Acts").  Relationships include,
but are not limited to, services rendered under or actions taken pursuant to the
Agreement and service  rendered  under or actions taken  pursuant to any and all
other  agreements  between  ZA and EVRM,  whether  oral or  written,  express or
implied.  ZA Acts  include  without  limitation  those  that  might give rise to
liability in tort, in contract or by statutory rule.

(b) Release by ZA. ZA hereby and forever releases, holds harmless and discharges
EVRM, its past and present shareholders, directors, officers, employees, agents,
representatives,  subsidiaries,  affiliates,  successors  and assigns,  from and
against any and all claims,  demands,  counterclaims,  actions, costs, causes of
action,  damages,  debts,  obligations,   and  liabilities  of  whatever  nature
(collectively,   "EVRM  Liabilities").   This  Release   extends  to  all  EVRM
liabilities,  matured or un-matured, foreseeable or unforseeable,  to the extent
that  EVRM  Liabilities  result  or  arise,  directly  or  indirectly,  from any
Relationships,  or from any act of EVRM on or  before  the date of this  Release
("EVRM ACTS").  EVRM Acts include without  limitation those that might give rise
to liability in tort, in contract or by statutory rule.

The foregoing notwithstanding, the foregoing release shall not include and shall
be deemed to  expressly  exclude  any and all  claims,  demands,  counterclaims,
actions, costs, causes of action,  damages,  debts,  obligations and liabilities
arising out of or relating to ZA's sale of Products,  as that term is defined in
the Agreement, and the use or misuse of the same by any third parties, including
but not limited to any product liability, negligence and other tort, contract or
statutory claims.

4.  Governing  Law. The parties  agree that this  Release will be construed  and
governed by the laws of the State of Illinois,  without  regard to principles of
conflicts of law.

5. Modifications. This Release and other documents referenced herein constitutes
the  entire  understanding  of the  parties  and  supersedes  any  and  previous
agreements, written or otherwise, between the parties, including but not limited
to the  Agreement  referred to herein.  The Parties agree that this Release will
not be rescinded or modified except in writing signed by the parties choosing to
be so bound.

IN WITNESS WHEREOF,  the parties hereto have executed this Mutual Settlement and
Release as of the date and year first written above.


                      Envirometrics Products Company


                      ------------------------------------------------------
                      By:  Walter H. Elliott, III
                      Its:  President

                      Envirometrics, Inc.


                      ------------------------------------------------------
                      By:  Walter H. Elliott, III
                      Its:  President and CEO

                      ZELLWEGER ANALYTICS, INC.


                      ------------------------------------------------------
                      By:  Jon McAlear
                      Its:  President and CEO