EXHIBIT 10.1

                               EMPLOYMENT CONTRACT
                                  PRESIDENT AND
                             CHIEF EXECUTIVE OFFICER



AIR PACKAGING  TECHNOLOGIES,  INC. a Delaware  corporation  located at 25620 Rye
Canyon Road,  Valencia,  California 91355 (the "Employer) and DONALD OCHACHER, a
California  resident whose address is 533 N. Sweetzer  Avenue,  West  Hollywood,
California  90048 (the  "Employee"),  in  consideration  of the mutual  promises
contained herein, agree as follows:

1. Employee has been employed as the  President and Chief  Executive  Officer of
the Employer since June, 1999. Employer and Employee consider it in their mutual
best interests that Employee's  employment be committed to written  agreement on
the  terms and  conditions  set forth  herein  to  assure  Employee's  continued
availability  as President and Chief  Executive  Officer of Employer and in such
other capacity as the parties shall mutually upon.

2. Employer hereby employs Employee and Employee hereby accepts  employment with
Employer for the term of employment set forth in paragraph 11 of this Agreement.

3. Employee shall serve as the President and Chief Executive Officer of Employer
at its offices in Valencia,  California  from the date hereof until December 31,
2002.  Thereafter if requested by Employer,  Employee  shall resign as President
and Chief Executive Officer and assume an executive position with Employer,  the
exact title and  specific  duties to be  determined  but to be  consistent  with
Employee's  executive status. For purposes of this agreement,  such new position
shall be referred to as Employee's  "New Executive  Position".  Employee  agrees
that to the best of his ability and  experience he will at all times loyally and
conscientiously perform all of the duties and obligations required of him either
expressly or implicitly by the terms of this Agreement.  It is understood by the
parties that Employee's New Executive Position shall not be a full time position
but instead  shall  require  Employee to devote  approximately  half-time to his
duties to Employer.

4. As  compensation  for the  services to be  rendered  by  Employee  hereunder,
Employer  shall pay Employee an annual salary during the term of this  Agreement
of $130,000 to be payable  monthly while Employee  serves as President and Chief
Executive Officer. At the present time, in order to conserve cash, the amount of
cash  compensation  being paid  employee's  salary has been reduced by 25% along
with all other  executive  employees  with the  difference  being  accrued  as a
liability to Employee on Employer's  books.  Employee  agrees that such practice
shall continue for so long as all of the executive  employees are subject to the
same treatment and the amount of the accrued liability to Employee shall be paid
to Employee at such time as other  executive  employees  are paid amounts due to
them. At such time as Employee assumes his New Executive  Position,  he shall be
paid at an annual rate of $60,000, to be paid monthly.


<PAGE>

5.  Employee  shall be  entitled  to three  weeks of paid  vacation  during each
calendar year. Any vacation not taken by Employee (either prior or subsequent to
the effective date of this Agreement) shall be added to vacation  entitlement in
future years.

6.  Employee  shall be entitled to 20 days of sick leave per year with full pay.
Unused  sick  pay may be  accumulated  up to a total  of 40 days and used at any
time.

7.  Employer  shall  promptly  reimburse  Employee for all  reasonable  business
expenses  incurred by Employee in the course of his employment upon presentation
of reasonable documentation.

8.  Employer  agrees to continue to include  Employee  and  eligible  members of
Employee's  family under  Employer's group medical  insurance.  It is understood
that Employee is age 65 and has therefore become eligible for Medicare insurance
provided by the Federal  Government.  Employee agrees to cooperate with Employer
to select the most  economic  coverage  for  himself  which will not  materially
adversely affect his overall medical  insurance  protection.  Employee agrees to
reimburse  Employer  for  one-half  of the  cost  of such  insurance  protection
commencing with the month of January 2003.

9. Employer  agrees to continue to include  Employee under any Employer's  group
term life insurance coverage it provides for all salaried employees on condition
that  Employee  reimburse  Employer  for  one-half  the  cost of  such  coverage
commencing with the month of January 2003.

10. As an added incentive to Employee for entering into this Agreement, Employer
hereby grants Employee the following  stock options to purchase  Employer common
stock:  options  to  purchase  one  million  five  hundred  thousand  shares  of
Employer's  common stock exercisable at 10 cents per share for a period of three
years from the date hereof. They shall expire three years after the date of this
Agreement.  Such options shall be subject to the normal  adjustment in the event
that Employer shall make major changes in its capital  structure.  The foregoing
options shall vest immediately and shall be exercisable  whether or not Employee
is employed by Employer on the date of exercise.  Employer shall be obligated to
register  the shares  underlying  such  option  within a  reasonable  time after
Employee's  written  request.  It is understood  that Employer may not as of the
date hereof have  sufficient  authorized but unissued  shares to accommodate the
granting of said option. Accordingly, Employer agrees to increase its authorized
shares to permit the  issuance of all of the shares of common  stock  underlying



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Employee's  option  within  a  reasonable  time  after  the  execution  of  this
Agreement.  If  Employer  shall  fail to do so or if  prior  to an  increase  of
Employer's  authorized  shares,  Employer  shall agree to be acquired by another
company,  Employee shall have the right on written notice to Employer to require
Employer to purchase  all or any portion of such  options at an amount  equal to
(a) in the case of a failure to increase the authorized  shares,  the difference
between the option  price and 75% of the average of the closing bid price of the
Company's  common stock for the 20 business days prior to the date of Employee's
written notice or (b) the difference,  if any,  between the option price and the
price at  which  Employer's  common  stock is to be  acquired.  Anything  in the
foregoing paragraph to the contrary  notwithstanding,  Employee may not exercise
the options  granted  pursuant to this  paragraph if such option  exercise would
result in Employee owning (as determined in accordance with Section 13(d) of the
Exchange  Act and the rules  promulgated  thereunder)  in excess of 4.999%of the
then issued and outstanding shares of Employer's Common Stock,  including shares
issuable upon  exercise of the options  issued under this  paragraph.  To ensure
compliance  with  this  paragraph,  Employee  shall be deemed  to  represent  to
Employer each time it delivers a notice  exercising  options  granted under this
paragraph or otherwise that such exercise has not violated the  restriction  set
forth in this paragraph.

11. (A) The term of Employee's  employment shall be as follows: (1) as President
and  Chief  Executive  Officer,  90 days or  until  terminated  by the  Board of
Directors of Employer  whichever  shall last occur;  and (2) for  Employee's New
Executive  Position,  not more than twenty-one  months from the date on which he
shall first assume such position.  The 90 day period and twenty one month period
shall together be referred to as the "Guaranteed  Employment Period" which in no
event  shall  exceed  a  total  of  twenty-four  months.  This  Agreement  shall
thereafter be terminable by Employer's on thirty days prior written  notice.  It
is  understood  that if  Employer  shall  terminate  this  Agreement  during the
Guaranteed  Employment  Period for any reason,  whether  with or without  cause,
Employee  shall be paid the amount of  compensation  to which he is entitled for
the remainder of the Guaranteed  Employment Period. Such amount shall be paid on
the date of Employee's  termination  and, if not paid on such date,  such amount
shall bear  interest at the rate of 8% per annum or the highest rate of interest
which can be charged in the State of California, whichever shall be less.

       (B) This  Agreement  shall  automatically  terminate  upon  the  death or
disability of Employee such that he cannot  fulfill his  responsibilities  under
this  Agreement  for a  period  of  twenty  consecutive  business  days or forty
business  days  within  a one year  period.  In the  event  of such  disability,
Employer  shall pay monthly to Employee,  an amount  equal to 50% of  Employee's
then  monthly  salary for a period of one year in addition to any other  amounts
due to Employee  under this Agreement as of the date of his  disability.  In the
event of Employee's death,  Employer shall pay to Employee's  estate, the amount
of Employee's salary until his date of death plus any other  compensation due to
Employee under this Agreement and accrued as of his date of death.



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       (C) On the date of  termination,  Employer  shall also pay to Employee or
his estate any other amounts to which Employee  shall be entitled  including but
not limited to, unused vacation pay, sick pay or unreimbursed  business expenses
to which Employee shall be entitled as of the date of his death.

(12) Any and all notices or other  communications  required or  permitted  to be
given under this  Agreement  shall be in writing to the parties at the addresses
set forth in the  introductory  paragraph  of this  Agreement  or to such  other
address as either party shall subsequently provide.

(13) This Agreement  supersedes any and all other agreements between the parties
with respect to employment  relationship of Employee.  Any  modification of this
Agreement  will be  effective  only of in  writing  signed  by the  party  to be
charged.  The failure of either party to insist on strict compliance with any of
the terms,  covenants,  or conditions of this Agreement by the other party shall
not be deemed a waiver of that term, covenant or condition.  If any provision of
this Agreement shall be held to be invalid,  void or unenforceable by a court of
competent jurisdiction,  the remaining provisions shall nevertheless continue in
full force and effect.

(14) If any legal action is necessary to enforce or interpret  the terms of this
Agreement,  the prevailing party shall be entitled to be reimbursed by the other
party  for  his  or  its  reasonable   attorneys'   fees,   cost  and  necessary
disbursements  in  addition  to any other  relief to which such  party  shall be
entitled.

(15) This  Agreement  shall be binding  upon the  parties  and their  respective
successors  and  assigns.  In the event that  Employer  shall be acquired by any
other company,  regardless of the form of  transaction,  said acquiring  company
shall assume Employer's obligations under this Agreement.


       IN WITNESS  WHEREOF,  the parties have executed this  Agreement as of the
1st day of October, 2002.


AIR PACKAGING TECHNOLIGIES, INC.

/s/                                               /s/ Donald M. Ochacher
---------------------------                       ------------------------------
                                                  DONALD M. OCHACHER