EXHIBIT 5.

           MODIFICATION TO EMPLOYMENT AGREEMENT


      THIS  MODIFICATION TO EMPLOYMENT AGREEMENT,  effective
the  12th day of February, 1996, by and between RGB COMPUTER
&  VIDEO, INC. whose address is 4152 Blue Heron Blvd., Suite
118,  Riviera  Beach, FL 33404, hereinafter referred  to  as
"Company"  and  ROBERT L. GILBERT, III of  50  E.  Riverside
Drive,  Jupiter, Florida 33469, hereinafter referred  to  as
the "Executive".

                         WITNESSETH


      WHEREAS,  on  or  about April 22,  1993,  Company  and
Executive executed that certain Employment Agreement; and

      WHEREAS,  the Company desires to amend the  terms  and
conditions  of the employment of the Executive as  contained
herein; and

      WHEREAS, the Executive agrees to change the  terms  of
employment persuant to this Agreement.

      NOW,  THEREFORE, in consideration of the  sum  of  TEN
DOLLARS ($10.00) and other good and valuable considerations,
the  receipt of which is hereby acknowledged by the  parties
hereto, together with the mutual covenants contained herein,
the parties agree as follows:

     1.   Paragraph 1(a), Terms of Employment, is amended by
deleting  the  last line of Subparagraph  (a),  Term,  "five
years  from the date hereof (the `Term')", and replacing  it
with the following:

          February 15, 2001 (the "Term")

      2.    Paragraph 2, Duties, Subparagraph  (a),  General
Duties,  shall be amended by adding the following phrase  to
the  second  sentence  thereof,  "The  Executive  will  also
perform services for such subsidiaries as may be necessary",
as follows:

           including  acting as President of Saf  T  Lok,  a
wholly owned subsidiary of the Company.

       3.     Paragraph   3,  Compensation   and   Expenses,
Subparagraph (a), Salary, is amended to reflect the cost  of
living  adjustments set forth therein such that  the  annual
base  salary  commencing  upon the effective  date  of  this
Modification shall increase to $92,500.00 per annum from the
original annual base salary of $85,000.

      4.    Effective  Date.   The effective  date  of  this
Agreement shall be February 12, 1996.

      5.    Except as otherwise specially modified  by  this
Modification   to  Employment  Agreement,   the   Employment
Agreement  dated  on  or  about April  22,  1993  is  hereby
reconfirmed and re-ratified, and shall otherwise  remain  in
full force and effect.

      IN  WITNESS  WHEREOF, the Company and  Executive  have
executed  this Agreement as of the effective date  contained
herein.


COMPANY:                                RGB COMPUTER & VIDEO, INC.

                                        By // Frank Brooks
                                           -----------------------------
                                                FRANK BROOKS
                                            Chairman of the Board
                                          Authorized Representative

                                      By // Robert L. Gilbert III. President
                                         ------------------------------------
                                           ROBERT L. GILBERT, III, President


                             EXECUTIVE:   // Robert L. Gilbert III. President
                                         ------------------------------------
                                                ROBERT L. GILBERT, III