EMPLOYMENT AGREEMENT

         THIS  AGREEMENT,  made and entered  into as of January 1, 1997,  by and
between BCAM INTERNATIONAL,  INC., a New York corporation (the "Company"),  with
offices at 1800 Walt Whitman Road, Melville,  New York 11747 and MICHAEL STRAUSS
(the  "Executive"),  residing at Seven Sherwood Gate,  Oyster Bay Cove, New York
11771.

         WHEREAS, the Company wishes to continue the employment of the Executive
as of  January  1,  1997,  upon  the  terms  and  conditions  set  forth in this
Agreement; and

         WHEREAS, the Executive is willing to continue to serve in the employ of
the Company as of January 1, 1997,  upon the terms and  conditions  set forth in
this Agreement;

         NOW,  THEREFORE,  in  consideration  of the  foregoing  and the  mutual
promises and  agreements  hereinafter  set forth,  the Company and the Executive
agree as follows:

         1.  Employment and Duties.  The Company hereby employs the Executive to
render full-time  exclusive  services to the Company during the Term (as defined
in Section 2 hereof) as President,  Chief  Executive  Officer,  Chief  Operating
Officer  and  Chairman of the Board of  Directors  of the  Company.  The Company
agrees  that the  Executive  shall  have  such  power  and  authority  as should
reasonably be required to fulfill all duties in an efficient manner. The Company
agrees that the Company's  headquarters,  where the Executive will be performing
his duties,  shall  remain in Nassau or Suffolk  Counties,  within a twenty (20)
mile radius of the Company's present headquarters.  The Executive hereby accepts
such  employment and agrees to devote his full time,  attention and best efforts
exclusively to performing the duties  described  above.  During the Term of this
Agreement,  the Company will use its best efforts to have the Executive  elected
to the Board of  Directors  of the  Company  and its  subsidiaries,  and elected
Chairman of the Board of Directors.  In the event the Executive is employed with
the Company until December 31, 2000, the Company will discuss the possibility of
a renewable  employment  agreement with terms  (including base  compensation) at
least as favorable to the Executive as in effect on December 30, 1999.

         2. Term. This Agreement shall become  effective on January 1, 1997 (the
"Effective Date"). The Executive will be employed by the Company for a period of
three years  commencing on the Effective  Date and  terminating  on December 31,
1999,  subject to the earlier  termination  at any time  during the  Executive's
period of employment, as hereinafter provided (the "Term").

         3.       Compensation.

                  (a) The  Company  shall  pay the  Executive  a salary  for the
services to be rendered by him pursuant to this  Agreement at the annual rate of
$200,000;  provided,  however, on or before July 1, 1997, the Company's Board of
Directors will consider an increase in the annual rate by $25,000, such increase
to be retroactive to January 1, 1997 (the Executive's  annual rate of payment is
herein called  "Salary").  The Salary shall be payable in periodic  installments
commencing  after the Effective  Date in accordance  with the Company's  regular
payroll  practices as in effect from time to time.  On January 1 of each year of
the Term,  beginning  with  January 1,  1998,  the  Salary  shall  automatically
increase  by an amount  equal to the  Salary  then in effect  multiplied  by the
increase in the Consumer Price Index (New York area) from January 1 of the prior
year to January 1 of the then current year.

                  (b) The Executive shall be entitled to receive a bonus,  which
amount for the period ending  December 31, 1997 shall not exceed $100,000 nor be
less than  $25,000.  The amount of the bonus for the years  ending  December 31,
1998 and December 31, 1999 shall be agreed to by the  Executive  and the Company
by December 31, 1997,  and be based upon mutually  agreed to objectives  for the
Executive.

                  (c) The  provisions  of  Paragraphs  3(c)(i)  and  (ii) of the
Executive's  prior  Employment  Agreement,  dated as of February 16, 1995,  with
respect to options are hereby confirmed, specifically:

                         "(i) The Executive  shall  receive,  in addition to his
Salary,  options to purchase at the fair market value on the date hereof  [i.e.,
November  13,  1994] or on January 2, 1995,  whichever is lower (mean of bid and
ask), an aggregate of 300,000  shares of common stock of the Company which shall
vest and become  exercisable  for 100,000 shares on January 2, 1996, for 100,000
shares on January 2,  1997,  and for 50,000  shares on January 2, 1998 and 1999,
respectively, to the extent available under the Company's 1989 Stock Option Plan
(the "Plan") or if options are not available  under the Plan, upon the terms and
subject  to the  conditions  which  shall be similar  to the Plan  options.  The
Company  will use its best efforts to seek  shareholder  approval of any options
that require such approval.  All options granted to the Executive under the Plan
that are not vested on his date of termination shall be automatically cancelled.
The options  granted  hereunder  shall be incentive  stock options to the extent
they may qualify for such treatment.

                         (ii) The  Executive  has also been  granted  options to
purchase at the fair market value on February 16, 1995,  an aggregate of 200,000
shares of common  stock of the Company  which shall vest and become  exercisable
50,000 shares on February 16, 1996,  50,000 shares on February 16, 1997,  50,000
shares on February 16, 1998, and 50,000 shares on February 16, 1999 on terms and
conditions similar to those issued under the Plan. The Company will use its best
efforts to seek shareholder  approval of any option that requires such approval.
All  options  granted  pursuant  to an  option  plan  that  are  not  vested  on
termination  of the  Executive  shall be  automatically  cancelled.  The options
granted  hereunder  shall be  incentive  stock  options to the  extent  they may
qualify  for such  treatment.  All  options  described  in (c)(1) and (ii) shall
provide that if there is a change of control in the Company,  all options  shall
vest and shall be exercisable immediately prior to the change of control."

                  (d) The Executive shall receive, in addition to his Salary and
any bonus,  options to purchase at the fair market value on January 2, 1997,  an
aggregate of the greater of (i) 1,000,000  shares of common stock of the Company
(such options called the "New  Options").  The New Options shall vest and become
exercisable 33 1/3% of such shares on January 2, 1997, 33 1/3% of such shares on
January 2, 1998,  and 33 1/3% of such  shares on January 2, 1999,  to the extent
available  under the Plan, or if options are not available  under the Plan, upon
the terms and  subject  to the  conditions  which  shall be  similar to the Plan
options.  The Company will use its best efforts to seek shareholder  approval of
any New Options that require such approval.  All options (including New Options)
granted  to the  Executive  under  the Plan  that are not  vested on his date of
termination for Cause (defined herein) or upon the voluntary  termination by the
Executive  of his  employment  hereunder  under  circumstances  not set forth in
Section  4(d),  shall  be  automatically  cancelled.  The  New  Options  granted
hereunder  shall be incentive  stock  options to the extent they may qualify for
such treatment.

                  (e) The  Executive  shall be  entitled to  participate  in and
receive the benefits under any pension plans or bonus plans of the Company or of
any subsidiary (i.e., Drew Shoe), whichever is more beneficial to the Executive,
and shall be included in, at no cost to  Executive,  the  Company's  health plan
(including hospitalization, medical and major medical), life, prescription drug,
accident  and  disability  insurance  plans or programs  and any other  employee
benefit or fringe benefit plans,  perquisites or arrangements  which the Company
makes available generally to other employees of the Company.

                  (f) The Executive shall be entitled to an automobile allowance
for the Term of this  Agreement  which  shall be used for  automobile  expenses,
including lease payments, insurance, fuel, maintenance, registration and taxes.

                  (g) The  Executive  shall be  entitled  to five (5) weeks paid
vacation each year which shall accrue pursuant to the Company's vacation policy.
The Executive  shall be entitled to carry two (2) weeks of unused  vacation time
to any  subsequent  year without  being paid for such vacation  time,  provided,
however,  on termination by the Company  pursuant to either Section 4(c) or 4(d)
hereof, the Executive shall also be paid for all unused vacation time.

                  (h) The Executive shall be entitled to  reimbursement  for all
reasonable  travel and other  expenses  incurred by the  Executive in connection
with his service under the Agreement.

         4.       Termination of Employment.

                  (a) (1) The Executive's  employment  hereunder shall terminate
automatically  as of the  date of his  death of upon  the  Executive's  becoming
eligible for benefits under the Company's long term disability plan as in effect
from time to time,  or if no  disability  plan is in effect,  upon the Executive
becoming  permanently  disabled  as defined in the first  sentence  of  Internal
Revenue Code Section  22(e)(3).  In the event of death,  the Executive's  estate
shall have one (1) year from the date of his death to exercise  any  outstanding
and unexercised  options. In the event the Executive is permanently  disabled as
defined  herein,  he or his  designee  will  have one (1) year to  exercise  any
outstanding and unexercised options.

                         (2)  Upon  termination  of the  Executive's  employment
under  circumstances  described in Section 4(a)(1) above,  the Company shall pay
and provide to the  Executive  (or, in the event of his death,  to his surviving
spouse or such other  beneficiary as the Executive may designate in writing,  or
if there is neither, to his estate):

                         (i) his earned but unpaid  Salary and bonus and accrued
vacation pay as of the date of termination of his employment with the Company;

                         (ii) the benefits, if any, to which he is entitled as a
former  employee  under the  Company's  employee  benefit plans and programs and
compensation plans and programs in which he was a participant; and

                         (iii) any reimbursements due to him under Section 3(h).

                  (b) The  Company  may at any time at its  option,  immediately
terminate the Executive's  employment for "Cause" (as hereinafter  defined).  In
the event of  termination  for Cause,  the  Executive  shall  receive the earned
Salary and  benefits  (except he shall not receive any bonus  earned but not yet
paid)   described  in  Sections   4(a)(2)(i),   (ii)  and  (iii)  and  no  other
compensation.  For  purposes  of this  Agreement,  the term Cause  means (i) any
conviction  of the  Executive of a felony under the laws of the United States or
any state  thereof;  or (ii) gross or willful  misconduct  of the  Executive  in
connection  with the  performance  of his  duties  that has  caused or is highly
likely to cause severe harm to the Company;  or (iii) intentional  dishonesty by
the Executive in the  performance of his duties  hereunder  which has a material
adverse effect on the Company.

                  (c) The Company may  terminate the  Executive's  employment in
its sole  discretion  for any reason on not less than  one-hundred  eighty (180)
days written notice to the Executive.

                  (d)  The  Executive  may   terminate  his   employment   under
circumstances  where the Company has committed,  during a thirty (30) day period
after written  notice has been delivered to the Company,  a continuing  material
breach of its obligations under this Agreement.

                  (e) In the event (1)  termination  by the Company  pursuant to
Section 4(c), (2)  termination by the Executive  pursuant to Section 4(d) (which
includes the failure of the Company to elect the  Executive  the Chairman of its
Board of Directors), or (3) in the event the Company does not reach an agreement
with  Executive to extend his  employment  after January 1, 2000,  the Executive
shall  receive (A) the Salary and benefits  described in Sections  4(a) (2) (i),
(ii) and (iii),  (B)  payment of his then Salary in monthly  installments  for a
period of one (1) year after the date of termination, provided, however, so long
as the Company is willing to enter into an  extension/renewal  of this Agreement
for a period  of at least  three (3) years  following  January  1, 2000 on terms
substantially  similar to the terms of this  Agreement in effect on December 30,
1999,  the Company  shall not be obligated to pay the  Executive  his salary for
this additional one (1) year period if an agreement  between the Company and the
Executive is not achieved.

                  (f) The Company and the Executive  hereby  stipulate  that the
damages which may be incurred by the Executive following any such termination of
employment  are not capable of accurate  measurement  as of the date first above
written and that such liquidated  damages set forth above constitute  reasonable
damages under the circumstances  and the sole amounts due to the Executive,  and
do not  require  mitigation  by the  Executive  or are  subject  to  set-off  or
counterclaim by the Company.

                  (g) In the event that a transaction or circumstance  occurs or
eventuates,  which  reasonably  may be construed as effecting or  constituting a
clear and present probability of effecting a change in "control" of the Company,
then the Executive may elect by written notice to the Company, to treat any such
transaction or  circumstance  as a continuing  material breach of this Agreement
and terminate his employment with the Company. It is agreed that, in such event,
Executive  will suffer  irreparable  damage and harm which will be  incapable or
very difficult of accurate estimation.  Accordingly, in lieu of amounts that the
Executive would be entitled under Section 3 of this Agreement,  the Company will
pay to the  Executive,  within three (3) days of such event,  an amount equal to
299% of such Executive's base salary, such amount to be determined as defined in
Section  280G of the  Internal  Revenue  Code.  The  term  "control"  means  the
possession, direct or indirect, of the power to direct or cause the direction of
the  management  and policies of the Company,  whether  through the ownership of
voting securities, by contract or otherwise.

         5.       Covenants and Representations.

                  (a) The Executive has not and unless  authorized or instructed
in writing by the Company,  the Executive  shall not,  except as required in the
conduct  of the  Company's  business,  disclose  to others,  or use,  any of the
Company's  inventions or discoveries or its secret or confidential  information,
knowledge  or data  (oral,  written,  or in  machine-readable  form)  which  the
Executive may have obtained or will obtain during the course of or in connection
with the Executive's employment, including, without limitation, such inventions,
discoveries,  information,  knowledge,  know-how or data  relating to  machines,
equipment,  products,  services, systems, software, research and/or development,
designs, compositions, formulae, processes, manufacturing procedures or business
methods,  whether or not developed by the Executive, by others in the Company or
obtained by the Company from third parties,  and  irrespective of whether or not
such inventions, discoveries, information, knowledge, know-how or data have been
identified by the Company as secret or confidential,  unless and until, and then
only to the extent that, such inventions,  discoveries,  information, knowledge,
know-how  or  data  become  available  to  the  public  otherwise  than  by  the
Executive's act or omission.

                  (b) During the course of his  employment  by the  Company  the
Executive  shall  not,  except  as  required  in the  conduct  of the  Company's
business, disclose to others, or use, any of the information relating to present
and prospective  marketing,  sales and advertising  programs and agreements with
representatives  or  prospective  representatives  of the  Company,  present  or
prospective sources of supply or any other business arrangements of the Company,
including  but not limited to,  customers,  customer  lists,  costs,  prices and
earnings,  whether or not such  information  is developed by the  Executive,  by
others in the  Company  or  obtained  by the  Company  from  third  parties  and
irrespective  of  whether or not such  information  has been  identified  by the
Company as secret or confidential, unless and until, and than only to the extent
that, such  information  becomes  available to the public  otherwise than by the
Executive's act or omission.

                  (c) (i) The Executive  agrees to disclose  immediately  to the
Company  or any  persons  designated  by it and to assign to the  Company at its
option, or its successors or assigns, all inventions made, discovered, conceived
or first reduced to practice by the Executive, solely or jointly with others, at
any time  during the time while  employed by the Company  which  inventions  are
made,  discovered or conceived either in the course or such employment,  or with
the use of the Company's time, material, facilities or funds, or which relate to
or are suggested by any subject matter with which the Executive's  employment by
the  Company  may bring  the  Executive  into  contact,  or which  relate to any
investigations  or  obligations  undertaken  by the Company;  and the  Executive
hereby  grants and agrees to grant the right to the Company and its  nominees to
obtain,  for its own  benefit  and in its own  name  (entirely  at its  expense)
patents  and patent  applications  including  original,  continuation,  reissue,
utility and design patents, and applications,  patents of addition, confirmation
patents,  registration  patents,  petty patents,  utility models,  etc., and all
other types of patents and the like,  and all renewals and  extensions of any of
them for those  inventions in any and all  countries;  and the  Executive  shall
assist the Company  without  further charge during the period of the Executive's
employment,  through counsel designated by the Company to execute,  acknowledge,
and deliver all such further papers,  including  assignments,  applications  for
Letters  Patent  (of  the  United  States  or of any  foreign  country),  oaths,
disclaimers  or other  instruments  and to perform such further acts,  including
giving  testimony  or  furnishing  evidence  in the  prosecution  or  defense of
appeals, interferences, suits and controversies relating to any of the aforesaid
inventions,  applications  and patents as may be deemed necessary by the Company
or its nominees to  effectuate  the vesting or  perfecting in the Company or its
nominees  of  all  right,   title  and  interest  in  and  to  said  inventions,
applications and patents.

                         (ii) the Executive  agrees to disclose  immediately  to
the Company or any persons designated by it and to assign to the Company, at its
option,  or its successors or assigns,  all works of  authorship,  including all
writings,  manuals, computer programs, software and hardware, written or created
by the Executive solely or jointly with others,  at anytime during the course of
his employment by the Company,  which works are made or conceived  either in the
course of such  employment,  or with the use of the  Company's  time,  material,
facilities or funds,  or which relate to or are suggested by any subject  matter
with which the  Executive's  employment  by the Company may bring the  Executive
into contract or which relate to any investigations or obligations undertaken by
the Company;  and the Executive hereby agrees that all such works are works made
for hire, of which the Company is the author and the  beneficiary  of all rights
and protections  afforded by the law of copyright in any and all countries;  and
the Executive will assist the Company  without further charge during the term of
his  employment,   through  counsel  designated  by  the  Company,  to  execute,
acknowledge,  and  deliver  all  such  further  papers,  including  assignments,
applications for copyright  registration (in the United States or in any foreign
country),  oaths, disclaimers or other instruments,  and to perform such further
acts,  including giving  testimony or furnishing  evidence in the prosecution or
defense of appeals,  interferences,  suits and controversies  relating to any of
the aforesaid  works, as may be deemed  necessary by the Company or its nominees
to  effectuate  the vesting or  perfecting in the Company or its nominees of all
rights  and  interest  in and to said works and copies  thereof,  including  the
exclusive rights of copying and distribution.

                  (d) As a matter of record,  attached  hereto as Exhibit A is a
complete list and brief  description of all inventions,  patented or unpatented,
which  the  Executive  has  made or  conceived  prior to his  employment  by the
Company,  and which  shall be  excluded  the terms from this  Agreement,  and as
Exhibit B, is a complete list and brief  description of all works of authorship,
patented or unpatented,  which the Executive has made or conceived  prior to his
employment  by the  Company,  which  shall be  excluded  from the  terms of this
Agreement. The Executive covenants that such lists are complete and accurate.

                  (e) (i) The  Executive  shall not during the  "Non-Competition
Period,"  determined  as  hereinafter  provided,  engage  in,  represent  or  be
connected with, an officer,  director,  partner, employee, sales representative,
proprietor,   consultant,  associate,  agent,  co-venturer,  or  otherwise,  any
business  or  activity  competing  with  the  business  of  the  Company  or its
subsidiaries or affiliates or any part thereof as conducted by them prior to the
termination  of his  employment  in any  geographic  location  where the Company
conducts  business at the time of the  termination of the  employment.  The term
"Non-Competition  Period" as used herein means a period,  immediately  following
the termination of the employment of the Executive  hereunder,  of (A) 6 months,
or (B) a period shorter than 6 months if so designated by the Company by written
notice  given to the  Executive  at least 20 days before the end of such shorter
period so designated by the Company.

                         (ii) The  prohibitions in Subsection (i) of Section (e)
shall bind the  Executive  only so long as the Company  pays him  monthly,  upon
demand,  a sum at least equal to one hundred (100%)  percent of the  Executive's
monthly  base pay at  termination,  as defined  below,  for each  amount of such
unemployment  during the  Non-Competition  Period.  The term  "monthly base pay"
means the  Executive's  monthly  Salary,  in all cases  including bonus or other
extra compensation or benefits,  and is subject to regular deductions for taxes,
social  security  payments,  etc.  If the  Executive  is being  paid  after  his
termination  of employment  pursuant to the provisions of Subsection (c) and (d)
of Section 4, no payments  are required to be made  pursuant to this  Subsection
(ii) of Section (e) so long as the  payments  under  subsections  (c) and (d) of
Section 4 are being made.

                  (f) (i) During the time  employed by the Company,  and for six
(6) months  thereafter,  the Executive  shall not engage in business of the type
conducted by the Company with or solicit  business of the type  conducted by the
Company  from any person,  firm or entity which was a customer of the Company at
any time  within two (2) years  preceding  the  termination  of his  employment,
induce or  attempt  to induce  any such  customer  of the  Company to reduce its
business  with the Company,  solicit or attempt to solicit any  employees of the
Company,  to leave the  employ of the  Company  or offer or cause to be  offered
employment  to any person who was employed by the Company at any time during the
two (2) years prior to the termination of his employment with the Company, while
employed by the Company, and for six (6) months thereafter,  the Executive shall
also not engage in business of the type conducted by the Company with or solicit
business of the type conducted by the Company from any  prospective  customer of
the Company.

                         (ii) All computer software,  computer programs,  source
codes,  object  codes,  magnetic  tapes,  printouts,  samples,  notes,  records,
reports,  documents,  customer lists, photographs,  catalogs and other writings,
whether copyrightable or not, relating to or dealing with the Company's business
and plans,  and those of others  entrusted to the Company  which are prepared or
created  by the  Executive  or which  may come into his  possession  at any time
during his employment,  are the property of the Company, and upon termination of
his  employment,  the  Executive  agrees to return all such  computer  software,
computer  programs,  source codes,  object  codes,  magnetic  tapes,  printouts,
samples,  notes,  records,  reports,  documents,  customer  lists,  photographs,
catalogs and writings and all copies thereof to the Company.

                  (g) If any of the rights or restrictions contained or provided
for in this  Agreement  shall be deemed  top be  unenforceable  by reason of the
extent, duration or geographical scope, or other provisions hereof, or any other
provisions of this  Agreement,  the parties  hereto  contemplate  that the court
shall reduce such extent,  duration,  geographical scope or other provisions and
enforce  this  Agreement  in its  reduced  form for all  purposes  in the manner
contemplated hereby.

                  (h) The  Executive  agrees to cooperate  with the Company with
respect to the Company  obtaining  life  insurance on the life of the  Executive
with the Company named as the  beneficiary or disability  insurance with respect
to Executive or both.

         6.  Indemnification  and  Attorneys'  Fees.  During  the  Term  of  his
employment and thereafter, the Company shall indemnify, hold harmless and defend
the  Executive  from  all  damages,  claims,  losses,  and  costs  and  expenses
(including  reasonable  attorney's  fees) arising out of, in connection with, or
relating to all acts or omissions  taken or not taken by him in good faith while
performing  services for the Company,  and shall further reimburse the Executive
for all expenses (including  attorney's fees) incurred in enforcing the benefits
of this Agreement.  If and to the extent that the Company maintains, at any time
during the Term, an insurance  policy  covering the other officers and directors
of the Company against lawsuits, the Company shall use its best efforts to cause
the Executive to be covered under such policy upon the same terms and conditions
as other  similarly  situated  officers and directors  during the Term and for a
period of at least five (5) years thereafter.

         7.       Miscellaneous.

                  (a)  Neither  of the  parties  hereto  shall have the right to
assign this Agreement or any rights or obligations  hereunder  without the prior
written consent of the other party; provided, however, that this Agreement shall
inure to the benefit or and be binding  upon the  successors  and assigns of the
Company upon any sale of all or substantially  all of the Company's  assets,  or
upon  any  merger  or  consolidation  of the  Company  with  or into  any  other
corporation,  all as though such successors and assigns of the Company and their
respective successors and assigns were the Company.

                  (b) This  Agreement  and the  relationships  of the parties in
connection  with the subject  matter of this  Agreement  shall be construed  and
enforced according to the laws of the State of New York without giving effect to
the conflicts of laws rules thereof.

                  (c) This Agreement contains the full and complete agreement or
the parties relating to the employment of the Executive hereunder and supersedes
all prior agreements,  arrangements or understandings,  whether written or oral,
relating thereto.  This Agreement may not be amended,  modified or supplemented,
and no  provision  or  requirement  hereof  may be  waived,  except  by  written
instrument signed by the Party to be charged.

                  (d) If any  provision of this  Agreement is held to be invalid
or  unenforceable by any judgment of a tribunal of competent  jurisdiction,  the
remainder of this  Agreement  shall not be affected by such  judgment,  and this
Agreement  shall be carried out as nearly as possible  according to its original
terms and intent.

                  (e) Except for applications for injunctive relief, any dispute
or question arising from this Agreement or its  interpretation  shall be settled
by  arbitration in accordance  with the  commercial  rules then in effect of the
American Arbitration Association. Hearings of the arbitrator(s) shall be held in
the county of Nassau,  State of New York,  unless the parties  agree  otherwise.
Judgment upon an award rendered by the arbitrator(s) may be entered in any court
of competent jurisdiction,  including courts in the State of New York. Any award
so rendered  shall be final and binding upon the parties  hereto.  All costs and
expenses of the arbitrator(s) shall be paid as determined by such arbitrator(s),
and all costs and expenses of experts,  witnesses and other persons  retained by
the parties shall be borne by them  respectively,  subject to the  provisions of
Section 6 hereof.  In the event that injunctive  relief is requested,  either of
the  parties  shall  have the  right to seek  provisional  remedies  prior to an
ultimate  resolution  by  arbitration,   service  of  process  to  commence  the
arbitration may be given as provided in Subsection (f) below.

                  (f) All  notices  which  either  party  hereto is  required or
permitted  to give to the other will be given by  certified  mail or by personal
delivery,  addressed to such other at the address  referred to above, or at such
other place as either may from time to time  designate by notice to the other in
writing. Three days after the date of mailing of any such notice and the date of
actual  delivery if made by personal  delivery  will be deemed to be the date of
delivery thereof.

                  (g) No waiver by either party of any breach or  nonperformance
of any provision or obligation of this Agreement  shall be deemed to be a waiver
of any preceding or succeeding breach of the same or any other provision of this
Agreement.

                  (h) The enumeration  and headings  contained in this Agreement
are  for  convenience  of  reference  only  and  are not  intended  to have  any
substantive significance in interpreting this Agreement.

                  (i) Unless the context  otherwise  requires,  whenever used in
this Agreement the singular  shall include the plural,  the plural shall include
the  singular,  and the  masculine  gender shall  include the neuter or feminine
gender and vice versa.

                  (j) Whenever any  determination  is to be made or action to be
taken on a date  specified  in this  Agreement,  if such date  shall fall upon a
Saturday,  Sunday or a legal holiday,  the date for such determination or action
shall be extended to the first business day immediately thereafter.

                         (k) This  Agreement  may be  executed  in any number of
counterparts and by the different parties hereto on separate counterparts,  each
of which when so executed and delivered shall be an original  document,  but all
of which  counterparts  shall together  constitute one and the same  instrument.
This Agreement  shall not be effective  unless and until executed by all parties
hereto.

                  (l) Should any of the  provisions  of this  Agreement  require
judicial interpretation,  it is agreed that the court or arbitrator interpreting
or construing  this Agreement  shall not apply a presumption  that any provision
shall be more  strictly  construed  against  one  party by reason of the rule of
construction  that a document is to be construed more strictly against the party
who itself or through its agents  prepared  the same,  it being agreed that both
parties and their respective agents have participated in the preparation of this
Agreement.

                  (m) All provisions  hereof which by their nature shall survive
the termination of the Executive's  employment,  including,  without limitation,
the provisions in Section 5, shall survive the  termination  of the  Executive's
employment.

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

                                                BCAM INTERNATIONAL, INC.


                         By:\s\ Glenn Santmire     
                          ---------------------
                         Authorized Board Member



                                                \s\ Michael Strauss 
                                                --------------------
                                                Michael Strauss

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