STATE OF NORTH CAROLINA
COUNTY OF BEAUFORT

                                               EMPLOYEE STOCK OPTION AGREEMENT
                                                  (Incentive Stock Option)

          THIS EMPLOYEE STOCK OPTION AGREEMENT (the "Agreement") is made as of
this    12th     day  of January, 1999 (the "Date of Grant"), by  and  between
FOUNTAIN POWERBOAT INDUSTRIES, INC., a Nevada corporation (the "Company"), and
ANTHONY  J.  ROMERSA,  a  resident of Beaufort  County,  North  Carolina  (the
"Optionee").

          WHEREAS,  on  January  12, 1999, the Company's  Board  of  Directors
adopted  the  1999  EMPLOYEE STOCK OPTION PLAN (the "Plan"),  subject  to  the
approval of the Company=s shareholders; and

          WHEREAS,  the  Plan  provides that the Stock Option  Committee  (the
"Committee") of the Company's Board of Directors (the "Board"), or  the  Board
itself,  from time to time may grant to officers and employees of the  Company
and  its  subsidiaries the right or option to purchase shares of the Company's
$.01  par value common stock ("Common Stock") on the terms and conditions  set
forth in the Plan; and

          WHEREAS,  the  Optionee  currently is a full-time  employee  of  the
Company  and  its  subsidiary, Fountain Powerboats, Inc., and  the  Board  has
selected  the  Optionee  as an employee to whom it will  grant  an  option  to
purchase Common Stock under the Plan;

          NOW,  THEREFORE, in consideration of the premises and the agreements
of  the parties set forth herein, the Company and the Optionee hereby agree as
follow:

          1.    Grant  of  Option.  Pursuant to and subject to the  terms  and
conditions contained in the Plan and this Agreement, the Company hereby grants
to  the  Optionee  the right and option (the "Option") to  purchase  from  the
Company all or any number of an aggregate of THIRTY THOUSAND (30,000)   shares
of  Common  Stock  (the "Option Stock") which may be authorized  but  unissued
shares  or  shares acquired by the Company on the open market  or  in  private
transactions.   The  Option is intended to be an Incentive  Stock  Option  (an
"ISO") as that term is defined in the Plan.

               The Option is granted under and pursuant to the Plan, a copy of
which  is  attached  hereto  and  the  terms  and  conditions  of  which   are
incorporated  herein by reference.  Capitalized terms used in  this  Agreement
which  are  defined  in the Plan shall have the same meanings  herein  as  are
assigned  to  them in the Plan.  In the event any provision of this  Agreement
conflicts  or is inconsistent with a term or condition of the Plan,  then  the
Plan  provision shall be controlling and shall supersede the provision of this
Agreement.

          2.    Approval  by  Shareholders.  This  Agreement  and  the  Option
described  herein are expressly made subject to approval of the  Plan  by  the
Company=s  shareholders at the Company=s next annual meeting  of  shareholders
following the date hereof.  Notwithstanding anything contained herein  to  the
contrary,  the Option may not be exercised prior to receipt of such  approval,
and,  in the event such approval is not obtained, then this Agreement and  the
Option  shall, without any action by the Company or the Optionee, become  void
and unenforceable and of no further force or effect.

          3.    Date  of Grant of Option.  For purposes of the Plan  and  this
Agreement,  the  Date  of  Grant of the Option  shall  be  the  date  of  this
Agreement.

          4.    Exercise Price.  The Exercise Price to be paid by the Optionee
for the purchase of the Option Stock upon exercise of the Option shall be FIVE
AND NO/100s DOLLARS ($5.00) per share.

          5.     Exercise  Schedule.   Subject  to  any  further  restrictions
contained in the Plan or this Agreement, the Option will become exercisable on
the following dates as to the indicated number of shares of the Option Stock:
                                     
                                                 Option Stock
                                                   Available
                   Date                          For Exercise
             __________________                 ______________
                                     
             June 30, 1999                       5,000 shares
                                     
             September 30, 1999                  5,000 shares
                                     
             December 31, 1999                   5,000 shares
                                     
             March 31, 2000                      5,000 shares
                                     
             June 30, 2000                       5,000 shares
                                     
             September 30, 2000                  5,000 shares

     Notwithstanding anything contained herein to the contrary, the Option may
not be exercised at any time as to a fractional share.

          6.    Method  of Exercise.  To exercise the Option in  whole  or  in
part, the Optionee must deliver written notice of such exercise (a "Notice  of
Exercise") to the President or Secretary of the Company.  Such written  notice
shall  be  substantially in the form attached hereto as Exhibit  A  and  shall
specify  the  number of shares of Option Stock to be purchased.  A  Notice  of
Exercise  shall not be effective (and the Company shall have no obligation  to
sell  any  Option  Stock to the Optionee pursuant to such  Notice)  unless  it
satisfies  the  terms and conditions contained in the Plan and this  Agreement
and  actually is received by the Company prior to the Expiration Date  or  any
earlier termination of the Option.

               Notwithstanding anything contained herein to the contrary,  the
Optionee  may  not  exercise  the Option to purchase  less  than  one  hundred
(100)  shares, unless the Committee otherwise approves or unless  the  partial
exercise  is  for  all  remaining shares of Option Stock available  under  the
Option.   Following receipt from the Optionee of a valid and effective  Notice
of Exercise and full payment of the Exercise Price relating to a number of the
shares of Option Stock being purchased, a stock certificate representing  that
number  of shares shall be issued and delivered by the Company to the Optionee
as  soon  as  practicable; provided however that, the Company shall  have  the
right  and discretion to hold any shares purchased upon exercise of the Option
in  escrow for a period ending on the later of (i) two years from the Date  of
Grant  of  the  Option,  or (ii) one year after issuance  of  the  stock  upon
exercise  of  the Option, for the sole purpose of informing the Company  of  a
disqualifying  disposition within the meaning of Section 422 of  the  Internal
Revenue Code of 1986.  During any such escrow period, the Optionee shall  have
all  rights  of  a  shareholder with respect to the  Option  Stock  purchased,
including  but not limited to the right to vote, receive dividends on  and  to
sell such stock.

          7.    Payment.   The Exercise Price of Option Stock being  purchased
upon  an  exercise of the Option (in part or in whole) shall be  paid  by  the
Optionee in full at the time of such exercise.  Such payment shall be made  in
the  manner described in the Plan and shall accompany the Notice of  Exercise.
The  Option shall not be considered to have been properly exercised as to  any
Option  Stock,  and no Option Stock shall be issued or delivered,  until  full
payment of the Exercise Price therefor has been made.

          8.   Expiration or Termination.

               (a)    Expiration  Date.   Notwithstanding  anything  contained
herein  to  the  contrary, to the extent the Option shall not previously  have
been  exercised in the manner required by or otherwise terminated as  provided
in  the Plan or this Agreement, it shall expire and terminate at 5:00 P.M.  on
the  "Expiration Date" which, for purposes of this Agreement, shall be January
11, 2004.

               (b)   Other  Termination.  The Option otherwise shall terminate
prior  to the Expiration Date in the events and upon the occurrences described
in the Plan.

               (c)   Effect of Termination or Expiration of Option.  Upon  the
expiration  or  termination of all or any portion of  the  Option,  it  shall,
without  any  further  act  by  the Company or  the  Optionee,  no  longer  be
exercisable or of any force or effect and shall no longer confer any rights to
any  person  to  purchase  shares of Common  Stock  under  the  Plan  or  this
Agreement.

          9.    Effect of Agreement on Employment Status of Optionee.  Neither
the  Plan, this Agreement nor the grant of the Option is intended or shall  be
deemed or interpreted to constitute an employment agreement or to confer  upon
the  Optionee  any  right  of employment with the Company,  including  without
limitation any right to continue in the employ of the Company, or to interfere
with,  restrict  or  otherwise limit in any way the right of  the  Company  to
discharge  or  terminate the employment of the Optionee at any  time  for  any
reason whatsoever, with or without Cause.

          10.   Rights as a Shareholder.  Neither the Optionee nor  any  other
person  shall have any rights as a stockholder with respect to any  shares  of
Option  Stock  until  the  Option has been validly  exercised  in  the  manner
described  in the Plan and this Agreement, full payment of the Exercise  Price
has been made for such shares, and a stock certificate representing the Option
Stock  purchased upon such exercise has been registered on the Company's stock
records  in the name of and delivered to the Optionee or other person entitled
thereto.   Except to the extent of adjustments made as described in the  Plan,
no  adjustment on behalf of the Optionee shall be made for dividends (ordinary
or   extraordinary,   whether  in  cash,  securities   or   other   property),
distributions  or other rights for which the record date for  determining  the
shareholders entitled to receive the same is prior to the date of registration
and delivery of the stock certificate(s) representing the Option Stock.

          11.   Listing and Registration of Option Shares.  If in the  opinion
of  legal counsel for the Company the issuance or sale of any shares of Option
Stock upon the exercise of the Option would not be lawful without registration
under the Securities Act of 1933 (the "1933 Act") or without some other action
being  taken or for any other reason, or would require the Company  to  obtain
approval   from   any  governmental  authority  or  regulatory   body   having
jurisdiction deemed by such counsel to be necessary to such issuance or  sale,
then  the Company shall not be obligated to issue or sell any Option Stock  to
the  Optionee  or any other authorized person unless a registration  statement
that complies with the provisions of the 1933 Act in respect of such shares is
in effect at the time thereof, or all other required or appropriate action has
been  taken under and pursuant to the terms and provisions of the 1933 Act  or
other  applicable law, or the Company receives evidence satisfactory  to  such
counsel  that  the  issuance and sale of such shares, in  the  absence  of  an
effective  registration  statement or other action,  would  not  constitute  a
violation of the 1933 Act or other applicable law, or unless any such required
approval  shall have been obtained.  The Company is in no event  obligated  to
register  any  such  shares,  to comply with any exemption  from  registration
requirements  or to take any other action which may be required  in  order  to
permit,  or to remedy or remove any prohibition or limitation on, the issuance
or sale of such shares to the Optionee or other authorized person.

               As  a condition of the exercise of the Option, the Company  may
require that the Optionee execute one or more undertakings in such form as  it
shall  prescribe  to  the  effect  that such shares  are  being  acquired  for
investment  purposes  only and not with a view to the distribution  or  resale
thereof.

          12.   Payment of Taxes.  The Optionee shall be responsible  for  all
federal,  state,  local  or  other taxes of any nature  as  shall  be  imposed
pursuant to any law or governmental regulation or ruling on the Option or  the
exercise thereof or on any income which the Optionee is deemed to recognize in
connection  with the Option.  If the Company shall determine to its reasonable
satisfaction that the Company is required to pay or withhold the whole or  any
part  of any estate, inheritance, income, or other tax with respect to  or  in
connection  with  the  Option or the exercise thereof, or  on  the  Optionee=s
resale  of  any shares of Option Stock, then the Company shall have  the  full
power  and authority to withhold and pay such tax out of any shares of  Option
Stock  being  purchased by the Optionee or from the Optionee's salary  or  any
other funds otherwise payable to the Optionee, or, prior to and as a condition
of exercising such Option, the Company may require that the Optionee pay to it
in  cash  the  amount  of any such tax which it, in good faith,  deems  itself
required to withhold.

          13.  Limit on Grant of ISOs.  Notwithstanding anything contained  in
this Agreement to the contrary (including the number of shares of Option Stock
provided  for herein), the aggregate Fair Market Value (determined as  of  the
Date  of Grant) of the Option Stock for which the Option may be exercised  for
the  first time in any calendar year (including ISOs granted under all  option
plans of the Company) shall not exceed $100,000; and, if this Agreement covers
a  number  of shares of Option Stock that would result in the Option exceeding
that  limitation,  then the Committee shall have the right and  discretion  to
reduce  the  number of Option Shares, and/or to modify the Exercise  Schedule,
provided above such that the Option qualifies as an ISO.

          14.   Nontransferability.  The Option shall  not  be  assignable  or
transferable  except by will or by the laws of descent and distribution,  and,
during  the  lifetime of the Optionee, may be exercised only by  him  or  her.
More  particularly, but without limiting the generality of the foregoing,  the
Option  may  not  be  sold, assigned, transferred (except  as  noted  herein),
pledged  or  hypothecated in any way and shall not be  subject  to  execution,
attachment or similar process.

          15.  Notices.  Except as otherwise provided herein, any notice which
the  Company or the Optionee may be required or permitted to give to the other
under the Plan or this Agreement shall be in writing and shall be deemed  duly
given  when delivered personally or deposited in the United States mail, first
class  postage  prepaid, and properly addressed.  Notice, if to  the  Company,
shall  be  sent to its President at the address of the Company=s then  current
corporate   office.  Any notice sent by mail by the Company  to  the  Optionee
shall be sent to the most current address of the Optionee as reflected on  the
records  of  the  Company or its Subsidiaries as of the time  said  notice  is
required.   If  the Optionee has died, any such notice shall be given  to  the
Optionee's personal representative if such representative has delivered to the
Company  evidence satisfactory to the Company of such representative's  status
as  such and has informed the Company of the address of such representative by
notice pursuant to this Paragraph 15.

               Notwithstanding  anything contained herein to the  contrary,  a
Notice of Exercise shall be effective only upon actual receipt thereof by  the
Company as provided in Paragraph 6 above.

          16.   References to Committee.  Optionee acknowledges that, pursuant
to  its terms, the Plan may be administered from time to time by the Board  or
by the Committee and that, during such time as the Plan is administered by the
Board,  then all references in this Agreement to the Committee shall be deemed
to refer to the Board.

          17.   Severability.   Whenever  possible,  each  provision  of  this
Agreement shall be interpreted in such a manner as to be valid and enforceable
under  applicable law, but, in the event that any provision  hereof  shall  be
held  to  be invalid or unenforceable, the remaining provisions shall continue
to be in full force and effect and this Agreement shall continue to be binding
on  the  parties hereto as if such invalid or unenforceable provision or  part
hereof had not been included herein.

          18.    Modification  of  Agreement;  Waiver.   Except  as  otherwise
provided  herein,  this  Agreement  may be modified,  amended,  suspended,  or
terminated,  and  any terms or conditions may be waived, but only  by  written
instrument  signed by each of the parties hereto.  No waiver  hereunder  shall
constitute  a  waiver  with  respect to any  subsequent  occurrence  or  other
transaction hereunder or of any other provision hereof.

          19.   Captions  and  Headings;  Gender  and  Number.   Captions  and
paragraph  headings used herein are for convenience only,  do  not  modify  or
affect  the meaning of any provision herein, are not a part hereof, and  shall
not  serve as a basis for interpretation or in construction of this Agreement.
As  used  herein, the masculine gender shall include the feminine and  neuter,
the  singular  number the plural, and vice versa, whenever such  meanings  are
appropriate.

          20.    Governing   Law;  Venue  and  Jurisdiction.   The   validity,
interpretation and administration of this Agreement, and the rights of any and
all  persons  having  or  claiming to have any interest  hereunder,  shall  be
determined  exclusively in accordance with the laws of the  State  of  Nevada.
Without limiting the generality of the foregoing, the period within which  any
action  in connection with this Agreement must be commenced shall be  governed
by  the laws of the State of Nevada, without regard to the place where the act
or  omission  complained of took place, the residence of  any  party  to  such
action,  or  the  place where the action may be brought  or  maintained.   The
parties hereto agree that any suit or action relating to this Agreement  shall
be instituted and prosecuted in the courts of Beaufort County, North Carolina,
and  each  party  hereby  does waive any right or  defense  relating  to  such
jurisdiction and venue.

          21.  Binding Effect.  This Agreement shall be binding upon and shall
inure to the benefit of the Company, its successors and assigns, and shall  be
binding  upon  and inure to the benefit of the Optionee, his heirs,  legatees,
personal representatives, executors, and administrators.

          22.  Entire Agreement.  This Agreement (which incorporates the terms
and  conditions of the Plan) constitutes and embodies the entire understanding
and  agreement of the parties hereto with respect to the Option and  satisfies
the  provisions of Paragraph 3(c) of the Employment Agreement dated August 24,
1998,  between Optionee, the Company and Fountain Powerboats, Inc.  Except  as
otherwise provided hereunder, there are no other agreements or understandings,
written  or oral, in effect between the parties hereto relating to the matters
addressed herein.

          23.  Counterparts.  This Agreement may be executed in any number  of
counterparts,  each of which when executed and delivered shall  be  deemed  an
original,  but all of which taken together shall constitute one and  the  same
instrument.

          IN  WITNESS  WHEREOF, the Company has caused this instrument  to  be
executed  in  its  corporate  name  by its  President,  or  one  of  its  Vice
Presidents, and attested by its Secretary or one of its Assistant Secretaries,
and its corporate seal to be hereto affixed, all by authority of its Board  of
Directors first duly given, and the Optionee has hereunto set his or her  hand
and  adopted  as his or her seal the typewritten word "SEAL" appearing  beside
his or her name, all done this the day and year first above written.


                                           FOUNTAIN POWERBOAT INDUSTRIES, INC.

     [CORPORATE SEAL]


                                     By:
ATTEST:
                                        President and Chief Executive Officer
                
       Secretary



                                     OPTIONEE:


                                   
                                                                        (SEAL)
                                               Anthony J. Romersa

















98-0253(A)
NBMAIN\349669.1
                           EXHIBIT A







                     NOTICE OF EXERCISE OF
                     EMPLOYEE STOCK OPTION




To:  The Board of Directors of Fountain Powerboat Industries, Inc.


     The  undersigned  hereby elects to purchase shares  of  Common  Stock  of
Fountain  Powerboat Industries, Inc. (the "Company") pursuant  to  the  Option
granted  to  the  undersigned pursuant to the Company=s  1999  Employee  Stock
Option  Plan (the "Plan") and that certain Stock Option Agreement between  the
Company and the undersigned dated __________________________.

     The  undersigned  elects to purchase _____________ whole  shares  of
Common    Stock    having    an    aggregate Exercise Price of $___________
which is tendered herewith:

     [    ]    in cash in the amount of $____________________ ;

     [    ]   by bank check or money order in the amount of $___________;

     [    ]
          .

          This the___________day of ________________, __________.






                                   
                                             Optionee








98-0253(A)
NBMAIN\349669.1