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                                                                   EXHIBIT 10.33

                                    EXECUTIVE
                              EMPLOYMENT AGREEMENT
                                     R. CUNY

            This Employment Agreement, is made and entered into as of October
22, 2002, between SMITH & WESSON HOLDING CORPORATION, a Nevada corporation (the
"Company"), and ROY CUNY, an individual ("Employee").

            In consideration of the covenants and agreements set forth herein
and other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the parties hereto agree as follows:

            1. DEFINITIONS. For purposes of this Agreement, the following terms
shall have the meanings indicated:

                  1.1 Company means Smith & Wesson Holding Corporation or any
      successor entity.

                  1.2 Company Board means the Company Board of Directors or the
      Board of Directors of any successor entity of Company.

                  1.3 Effective Date means the date first set forth above.

                  1.4 Termination for Cause means the termination of employment
      of Employee by the Company's Chief Operating Officer and/or Chief
      Executive Officer because of Employee's personal dishonesty, substantial
      and intentional failure to perform reasonably designated duties, willful
      misconduct, material breach of fiduciary duty involving personal profit,
      willful violation of any material law, rule or regulation resulting in a
      detriment to the Company or reflecting upon the Company's integrity (other
      than minor traffic infractions or similar minor offenses) or a material
      breach by Employee of any term of this Agreement. With respect to all such
      grounds except for those involving personal dishonesty or violation of
      criminal or securities law, Employee shall be provided ten (10) days
      written notice thereof and a reasonable opportunity to cure such breach.
      Only upon the failure to cure such breach within ten (10) days after
      receipt of such written notice from the Company specifying the nature of
      such breach, or the failure to pay compensation to the Company deemed
      reasonable by the Company if the breach cannot be cured, may Employee be
      terminated for cause.

                  1.5 Total and Permanent Disability means an injury or illness
      of Employee that prevents him from performing his customary duties and
      which is expected to be of long continued and indefinite duration and that
      has caused Employee's absence from service for at least sixty (60) days.
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            2. EMPLOYMENT. The Company hereby employs Employee and Employee
accepts employment on the terms and conditions set forth herein.

                  2.1 Term. The term of this Agreement shall commence on the
      date hereof and shall end on the Expiration Date unless terminated in
      accordance with the provisions of Section 3 hereof. The "Expiration Date"
      shall initially be the first anniversary of the Effective Date, provided
      that unless either the Company or Employee elects otherwise at least
      ninety (90) days prior to any applicable Expiration Date, the Expiration
      Date shall be extended automatically for an additional two (2) years.

                  2.2 Duties and Responsibilities. Employee shall initially
      serve as the Vice President of Operations of the Company and be
      responsible for such duties as may be prescribed to him from time to time
      by the Company Board, the Chief Executive Officer of the Company and/or
      the Chief Operating Officer of the Company. Such duties may include,
      without limitation, overseeing the Company's subsidiary Smith & Wesson
      Corp. ("S&W"), maximizing the efficiency of its operations, reviewing the
      performance and compensation of all its personnel, and attending meetings
      from time to time at the headquarters of the Company as may be called by
      its officers and the Company Board. Employee shall initially be located at
      the principal place of business of S&W in Springfield, Massachusetts.
      Employee shall have such title with at least as much status, authority and
      responsibility as his initial position as may be designated by the Company
      Board from time to time.

                  2.3 Compensation. During the term of this Agreement and so
      long as Employee's employment has not been subject to Termination for
      Cause, he shall be entitled to the salary and other employment benefits
      provided in this Section 2.3. Employee shall be entitled to an annual
      salary of $200,000.00 payable pursuant to the Company's employment
      compensation policy as may exist from time to time. Employee shall be
      entitled to prompt reimbursement for business expenses on such basis as
      may be in effect from time to time. Employee shall also be entitled to
      such fringe benefits and receive such performance bonus(es) as may be
      agreed to from time to time in writing by Employee and the Company.

                  2.4 Additional Consideration. Upon the execution of this
      Agreement, Employee shall be entitled to receive stock options pursuant to
      the Company's Stock Option Plan to purchase 300,000 shares of Common Stock
      of the Company, which options shall have an exercise price equal to the
      market price as of the Effective Date and vest in three equal annual
      installments beginning on the first anniversary of the Effective Date.

            3. TERMINATION. Employee's employment under this Agreement shall
terminate upon the occurrence of any one of the following events:

                  3.1 Total and Permanent Disability. In the event that Employee
      suffers Total and Permanent Disability, the Company may terminate
      Employee's


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      employment, but shall be obligated to continue Employee's then regular
      salary and continue his benefits hereunder for six months. Employee
      agrees, in the event of any dispute under this Section, to submit to a
      physical examination by a licensed physician selected by the Company, the
      cost of such examination to be paid by the Company, and the decision as to
      Employee's disability shall be conclusive and binding upon the Company and
      Employee. Nothing contained herein shall be construed to affect Employee's
      rights under any disability insurance or similar policy, whether
      maintained by the Company, Employee or another party.

                  3.2 Death. This Agreement shall terminate upon the death of
      the Employee and no further liability to Employee or to Employee's estate
      hereunder shall remain. Nothing contained herein shall be construed to
      affect Employee's rights under any life insurance or similar policy,
      whether maintained by the Company, or another party.

                  3.3 Termination for Cause. The Company may terminate
      Employee's employment for cause. The Company shall have no further
      obligation to pay salary or benefits hereunder after the date of any
      Termination for Cause.

                  3.4 Termination Without Cause. In the event the Company
      terminates Employee's employment "without cause", the Company shall
      continue to be liable to compensate Employee as set forth in this Section
      3.4 for the twelve month period following such termination. Such
      compensation shall consist solely of (a) salary in an amount equal to
      Employee's then-existing base salary multiplied by 1.5, plus (b) such
      fringe benefits as are in place at the time of termination. Employee shall
      receive no bonus compensation during such twelve month period except for
      such bonus(es) which pertain to a period prior to such termination and
      have been accrued but are not due and payable until after such date.

                  3.5 Good Reason Termination by Employee. The Employee may
      terminate employment hereunder for "Good Reason" by delivering to the
      Company (1) a Preliminary Notice of Good Reason (as defined below), and
      (2) not earlier than thirty (30) days from the delivery of such
      Preliminary Notice, a Notice of Termination. For purposes of this
      Agreement, "Good Reason" means (i) the failure to continue the Employee as
      Vice President of Operations of the Company or in another capacity
      contemplated by Section 2 hereof; (ii) the assignment to the Employee of
      any duties materially inconsistent with the Employee's positions, duties,
      authority, and responsibilities as set forth in Section 2 hereof; (iii) a
      reduction in or a material delay in payment of the Employee's total cash
      compensation and benefits from those required to be provided in accordance
      with the provisions of this Agreement; (iv) the Company, the Board or any
      person controlling the Company requires the Employee to be based outside
      of the United States, other than on travel reasonably required to carry
      out the Employee's obligations under the Agreement; or (v) the failure of
      the Company to obtain the assumption in writing of its obligation to
      perform this Agreement by any successor to all or substantially all of the
      assets of the Company within 15 days after a merger,


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      consolidation, sale or similar transaction; provided, however, that "Good
      Reason" shall not include (1) acts not taken in bad faith which are cured
      by the Company in all respects not later than thirty (30) days from the
      date of receipt by the Company of a written notice from the Employee
      identifying in reasonable detail the act or acts constituting "Good
      Reason" (a "Preliminary Notice of Good Reason") or (2) acts taken by the
      Company by reason of the Employee's physical or mental infirmity which
      impairs the Employee's ability to substantially perform his duties under
      this Agreement. Notwithstanding the foregoing, in no event shall any new
      bonus arrangement be deemed to be a Good Reason. A Preliminary Notice of
      Good Reason shall not, by itself, constitute a Notice of Termination.

            4. COVENANT NOT TO COMPETE AND CONFIDENTIALITY.

                  4.1 Covenant Not to Compete. Employee shall not engage in any
      business or perform any service, directly or indirectly, or have any
      interest, whether as a proprietor, partner, employee, investor, principal,
      agent, consultant, director or officer, in any enterprise which
      manufactures guns or gun accessories for commercial purposes in the United
      States or which is in substantial competition with the business of the
      Company (i) during the term of his employment, and (ii) for twenty-four
      months after the termination of this Agreement. Nothing in this Section 4
      shall be deemed to prohibit Employee from purchasing less than one percent
      (1%) of the outstanding shares of any corporation whose shares are traded
      on a national exchange and which, at the time of purchase, is not engaged
      in competition with the Company. If any court shall determine that the
      duration or geographical limit of the foregoing restriction is
      unenforceable, it is the intention of the parties that the foregoing
      restriction shall not be terminated but shall be deemed amended to the
      extent required to render it valid and enforceable, such amendment to
      apply only with respect to the operation of this Section 4 in the
      jurisdiction of the court that has made the adjudication.

                  4.2 Confidential Information. Employee acknowledges that he
      has and will have access to trade secrets and confidential business
      information of the Company throughout the term of this Agreement and that
      any such trade secret or confidential information, regardless of whether
      Employee alone or with others developed any such trade secret or
      confidential information, shall be and shall remain the property of the
      Company. During the term of this Agreement and after termination of
      employment, Employee shall not, either voluntarily or involuntarily, on
      either his own account, as a member of a firm, or on behalf of another
      employer or otherwise, directly or indirectly use or reveal to any person,
      partnership, corporation or association any trade secret or confidential
      information of the Company, its subsidiaries, or their affiliates. Such
      trade secrets shall include, but shall not be limited to, business plans,
      marketing plans or programs, financial information, forecasts,
      compensation arrangements, contracts (whether leases, financing
      arrangements, or other contracts) customer lists, and business
      opportunities. The term "trade secrets" shall not include information
      generally available to the public or a governmental agency except such
      term "trade secrets" shall include information provided to the Securities
      and Exchange Commission or other governmental


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      agency on a confidential basis. Employee will not make available to any
      person, partnership, limited liability company, corporation or
      association, or retain after termination of employment, any Company or S&W
      policy manuals, contracts or other written materials.

                  4.3 Noninterference with Employees. During the term of
      Employee's employment, and for a period of twelve (12) months thereafter,
      Employee shall not, in any manner, directly or indirectly, solicit or
      assist others to solicit, or employ, hire or otherwise engage or
      collaborate with persons who are then-employees of the Company or its
      subsidiaries who were employees at any time during the then-prior three
      (3) month period, save and except such employees, if any, with whom
      Employee had a pre-existing business relationship as of the Effective
      Date. Without limitation as to duration, Employee shall not interfere with
      the employment relationships between the Company, its subsidiaries and
      their respective employees and shall not use or disclose employee lists or
      data in violation of Section 4.2 above.

                  4.4 Noninterference with Customers. During the term of
      Employee's employment, and for a period of twelve (12) months thereafter,
      Employee agrees not to solicit or assist others to solicit, in any manner,
      directly or indirectly (as defined below), for the purpose of providing
      products or services similar or related to those provided by the Company,
      persons who are current or prospective customers of the Company. Without
      limitation as to duration, Employee shall not interfere with any present
      or prospective business relationships between the Company and current or
      prospective customers.

                  4.5 Reasonableness of Limitations. EMPLOYEE ACKNOWLEDGES
      HAVING CAREFULLY READ AND CONSIDERED THE PROVISIONS OF THIS AGREEMENT AND
      AGREES THAT THE RESTRICTIONS AND OTHER OBLIGATIONS SET FORTH IN THIS
      AGREEMENT, INCLUDING THE DURATION AND SCOPE OF THE RESTRICTIONS ON
      COMPETITION, ARE FAIR AND REASONABLE. Employee acknowledges that the
      Company offers unique and specialized products and services that have been
      developed as a result of a substantial investment of time and money, that
      Employee will be an important employee with access to highly confidential
      and valuable proprietary information and materials, and that the
      restrictions and other obligations set forth in this Agreement are
      reasonable and necessary to protect the good will, proprietary rights,
      confidential information and other legitimate business interests of the
      Company. Employee acknowledges that this Agreement will not preclude or
      unreasonably impair Employee's ability to obtain other employment or
      otherwise earn a living after termination of employment with the Company,
      and understands that it may be necessary to relocate temporarily if
      Employee desires to continue to exercise, during the restricted period,
      the same skills provided to the Company. Employee acknowledges and agrees
      that the employment and compensation and other consideration that Employee
      will receive while employed pursuant to this Agreement is appropriate and
      sufficient consideration for Employee to agree to the restrictions and
      other obligations set forth in this Agreement. Employee acknowledges


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      and agrees that the restrictions and other obligations, including the
      acknowledgments and agreements set forth in this section, are material to
      the Company and that the consideration given by the Company and received
      by Employee under this Agreement is given by the Company in reliance on
      the full enforceability of this Agreement.

                  4.6 Nondisparagement. During the term of Employee's employment
      and after termination of Employee's employment, Employee and Company agree
      to refrain from making any disparaging statements about each other.

                  4.7 Injunctive Relief. Employee acknowledges that the
      restrictions contained in this Section 4 are a reasonable and necessary
      protection of the immediate interests of the Company and that any
      violation of these restrictions would cause substantial injury to the
      Company. In the event of a breach or threatened breach by Employee of
      these restrictions, each of the Company shall be entitled to apply to any
      court of competent jurisdiction for an injunction restraining Employee
      from such breach or threatened breach; provided, however, that the right
      to apply for an injunction shall not be construed as prohibiting either
      the Company from pursuing any other available remedies for such breach or
      threatened breach.

                  4.8 Definition of the Company. For purposes of this Section 4
      only, "Company" shall mean the Company, S&W and their respective
      subsidiaries and affiliates.

            5. BINDING EFFECT; ASSIGNMENT. This Agreement shall be binding upon
and inure to the benefit of Employee, the Company and their respective heirs,
executors, administrators, successors and assigns; provided, however, that
Employee may not assign his rights hereunder without the prior written consent
of the Company and may not assign his obligations hereunder. The Company may
assign either its rights or obligations hereunder to any of its subsidiaries or
affiliated corporation or to any successor to substantially all of the assets or
business of the Company.

            6. AMENDMENTS. This Agreement may not be amended, modified or
supplemented in any respect except by a subsequent written agreement executed by
the Company and Employee.

            7. MISCELLANEOUS.

                  7.1 Entire Agreement. This Agreement rescinds and supersedes
      any other agreement, whether oral or written, relating to Employee's
      employment by the Company and contains the entire understanding between
      the parties relative to the employment of Employee, there being no terms,
      conditions, warranties, or representations other than those contained or
      referred to herein, and no amendment hereto shall be valid unless made in
      writing and signed by both of the parties hereto.


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                  7.2 Governing Law; Venue. This Agreement shall be interpreted
      and construed in accordance with the laws of the State of Arizona as
      applied to residents of Arizona without regard to conflicts of law
      principles. Any suit, action or other proceeding brought by Employee which
      stems from or relates to the subject matter of this Agreement shall be
      limited solely to an action brought in either U.S. District Court in
      Phoenix, Arizona or Maricopa County (Arizona) Superior Court.

                  7.3 Severability. In the event that any provisions herein
      shall be legally unenforceable, the remaining provisions nevertheless
      shall be carried into effect.

                  7.4 Attorneys' Fees. In the event of any litigation between
      the parties hereto arising out of the terms, conditions and obligations
      expressed in this Agreement, the prevailing party in such litigation shall
      be entitled to recover reasonable attorneys' fees incurred in connection
      therewith.

                  7.5 Notices. All notices required or permitted to be given
      hereunder shall be deemed given if in writing and delivered personally or
      sent by telex, telegram, telecopy, or forwarded by prepaid registered or
      certified mail (return receipt requested) to the party or parties at the
      following addresses (or at such other addresses as shall be specified by
      like notices), and any notice, however given, shall be effective when
      received:

                                    To Employee:

                                    Roy Cuny
                                    4716 Lakeside Drive
                                    Colleyville, TX 76034

                                    To Company:

                                    Smith & Wesson Holding Corporation
                                    14500 N. Northsight Boulevard, Suite 116
                                    Scottsdale, AZ  85260

                  7.6 Waiver. The waiver by any party of a breach of any
      provision of this Agreement by the other shall not operate or be construed
      as a waiver of any subsequent breach of the same provision or any other
      provision of this Agreement.

                  7.7 Counterparts. This Agreement may be executed in one or
      more counterparts, each of which shall be deemed an original, but all of
      which together shall constitute one and the same instrument.

                  7.8 Headings. The subject headings to the sections in this
      Agreement are included for purposes of convenience only and shall not
      affect the construction or interpretation of any of its provisions.


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                  7.9 Construction. Each party has had the opportunity to set
      forth in this Agreement all matters related to the subject hereof. The
      Company and Employee acknowledge the binding legal effect of this
      Agreement, that this Agreement has been negotiated by the parties hereto
      and that each party has, to the extent desired, sought legal counsel
      related to the terms, conditions and effect of this Agreement.

                  7.10 Assistance in Litigation. Employee shall upon reasonable
      notice, furnish such information and reasonable assistance to the Company
      as it may reasonably require in connection with any litigation in which it
      is, or may become, a party either during or after employment. Employee
      will be entitled to, and will receive, reasonable compensation for his
      time and expenses, including attorneys' fees, for such assistance if no
      longer employed by Company when providing such assistance.

                  7.11 Limited Effect of Waiver. Should the Company or Employee
      waive breach of any provision of this Agreement by the other, that waiver
      will not operate or be construed as a waiver of further breach by such
      party.

                  7.12 No Contrary Binding Obligations. Employee represents and
      warrants to the Company that he is not bound by any contract, obligation
      or other agreement that will adversely affect his ability to perform his
      duties hereunder. Employee shall indemnify and hold harmless the Company
      and its affiliates from any breach of such representation and warranty.

            IN WITNESS WHEREOF, the parties have executed this Agreement as of
the date first hereinabove written.

                                        COMPANY:

                                        SMITH & WESSON HOLDING CORPORATION,
                                        a Nevada corporation


                                        By: /s/ Colton R. Melby
                                           -------------------------------------
                                             Its: President
                                                 -------------------------------


                                           EMPLOYEE:

                                           /s/ Roy Cuny
                                           -------------------------------------
                                           Roy Cuny


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