Exhibit 10.12

                              EMPLOYMENT AGREEMENT

     THIS AGREEMENT  (this  "Agreement") is made and entered into by and between
Safety Components  International,  Inc., a Delaware corporation (the "Company"),
and Robert A. Zummo ("Employee") and is dated as of the 19th day of April, 1999.

                              W I T N E S S E T H:

     WHEREAS, Employee has been employed by the Company as Chairman of the Board
of Directors,  President and Chief Executive  Officer of the Company pursuant to
an  Employment  Agreement  dated as of  April  19,  1994  (the  "Old  Employment
Agreement");

     WHEREAS, the Company recognizes Employee's substantial  contribution to the
growth  and  success of the  Company  and  desires to assure the  Company of the
continued  employment of Employee as the Chief Executive Officer of the Company,
and Employee  desires to continue such  employment,  upon the terms set forth in
this Agreement;

     WHEREAS, the Company and the Executive have determined to terminate the Old
Employment Agreement and enter into this Agreement.

     NOW,  THEREFORE,  in  consideration  of the premises  and mutual  covenants
contained herein and for other good and valuable consideration, the adequacy and
receipt of which is hereby acknowledged, the parties agree as follows:

     1.  Employment.  The Company  hereby employs  Employee and Employee  hereby
accepts  employment  with the  Company  commencing  as of April  11,  1999  (the
"Effective  Date"), for the Term (as defined below) in the position and with the
duties and  responsibilities  set forth in  Section 3 below,  and upon the other
terms and subject to the conditions hereinafter stated.

     2. Term.  The term of this  Agreement  shall commence on the Effective Date
and shall continue  until the earlier of (a) the fifth (5th)  anniversary of the
Effective Date and (b) the earlier termination of Employee pursuant to Section 7
of this  Agreement  (the  "Term"),  subject to the terms and  conditions of this
Agreement.

     3. Position, Duties, Responsibilities and Services.

          3.1 Position,  Duties and Responsibilities.  During the Term, Employee
     shall  serve as the Chief  Executive  Officer of the  Company  and shall be
     responsible for the duties attendant to such offices,  which duties will be
     generally  consistent  with his  position  as an  executive  officer of the
     Company,  and such other managerial  duties and  responsibilities  with the
     Company,  its  subsidiaries or divisions as may be assigned by the Board of
     Directors  of the Company  (the  "Board").  Additionally,  the Company will
     nominate and  recommend  Employee for election to the Board for each fiscal
     year  during the Term.  Employee  shall be subject to the  supervision  and
     control of the Board and the provisions of the By-Laws of the Company.

<PAGE>

          3.2  Services  to be  Provided.  During the Term,  Employee  shall (i)
     devote his  working  time,  attention  and  energies  to the affairs of the
     Company and its subsidiaries and divisions in a manner  consistent with his
     past services to the Company (it being  recognized that consistent with his
     past  practices,  Employee's  services  hereunder  may be provided from any
     location,  whether  within or outside of the United  States),  (ii) use his
     best efforts to promote its and their best interests,  (iii) faithfully and
     diligently  perform  his duties and  responsibilities  hereunder,  and (iv)
     comply with and be bound by the Company's operational policies,  procedures
     and practices as are from time to time in effect during the Term.  Employee
     acknowledges  that  his  duties  and  responsibilities   will  require  his
     full-time business efforts and agrees during this employment by the Company
     that he will not engage in any other business activity or have any business
     pursuits or interests,  except  activities or pursuits  which the Board has
     determined,  in its reasonable judgment,  after notice by the Employee,  do
     not  conflict  with the  business  of the  Company  and its  affiliates  or
     interfere with the  performance by Employee of his duties  hereunder.  This
     Agreement shall not be construed as preventing  Employee from serving as an
     outside  director of any other company or from investing his assets in such
     form or manner as will not require a material  amount of his time,  in each
     case  subject to the  non-competition  obligations  contained  in Section 9
     below as such  obligations  are  interpreted by the Board. It is understood
     and agreed  that  Employee's  investment  in and  status as a chairman  and
     director of Valentec  International  Limited shall be a permitted  activity
     within the meaning of this section and that such  position does not require
     Employee to engage in the day to day  management  activities  with  respect
     thereto.

     4. Compensation.

          4.1 Base Salary.  Employee shall be paid a base salary ("Base Salary")
     at an annual rate of five hundred seventy-five  thousand dollars ($575,000)
     per year,  payable at such intervals as the other executive officers of the
     Company are paid,  but in any event at least on a monthly  basis.  The Base
     Salary  for each  fiscal  year  during the Term  shall be  reviewed  by the
     Compensation  Committee  of  the  Board  (the  "Committee")  prior  to  the
     commencement  of such fiscal  year,  with such  reviews to commence for the
     fiscal year ending March 2001, and shall be subject to increase in the sole
     discretion  of the  Committee,  taking into account  merit,  corporate  and
     individual  performance and general business conditions,  including changes
     in the cost of living index. Such increase shall be effective on April 1 of
     each year during the Term commencing in 2000.

          4.2  Bonus   Compensation.   Employee's  bonus  compensation   ("Bonus
     Compensation")  for the  Company's  fiscal  year ended  March 1999 shall be
     governed by the Old Employment  Agreement.  Employee's  bonus  compensation
     ("Bonus  Compensation") for the Company's fiscal year ended March 2000 (the
     "2000  Fiscal  Year")  shall be  governed  as  follows:  (i) if the Company
     achieves 90% of the net income set forth in the approved  business  plan of
     the  Company  for  the  2000  Fiscal  Year,  Employee  will  receive  Bonus
     Compensation  equal to 25% of  Employee's  Base  Salary for the 2000 Fiscal
     Year;  and (ii)  for  each 1% of net  income  (over  90%) set  forth in the
     approved  business  plan of the Company for the 2000 Fiscal Year,  Employee
     will receive Bonus  Compensation (in addition to the Bonus Compensation set
     forth in (i) above) equal to 2 1/2% of Employee's  Base Salary for the 2000
     Fiscal Year. Employee shall also be


                                      -2-
<PAGE>

     entitled to Bonus Compensation as set forth in the next succeeding sentence
     commencing  with the  Company's  fiscal year  ending  March 2000 (the "2000
     Fiscal  Year").  Employee shall be entitled to Bonus  Compensation  for the
     fiscal  years of the Term  pursuant  to the terms of the Senior  Management
     Incentive  Plan of the Company  (the "SMIP Plan") or in  accordance  with a
     formula to be  established  by the Committee in advance of each such fiscal
     year. All issues of  interpretation  in connection  with the calculation of
     the Bonus  Compensation  of Employee  shall be resolved by the Committee in
     its reasonable discretion.  The Company shall pay the Bonus Compensation to
     Employee  for  each  fiscal  year  of the  Term  within  (30)  days  of the
     completion by the Company's  certified public accountants of their audit of
     the  Company's  financial  statements  for each such fiscal year or, if the
     employment of Employee  shall have been  terminated for any reason prior to
     such date, in accordance with Section 7 below.

          4.3 Stock Options; SARs.

               (a) The Committee may from time to time grant to Employee  awards
          of stock options ("Stock  Options") and/or stock  appreciation  rights
          ("SARs").  Grants  of  Stock  Options  and SARs to  Employee  shall be
          considered  by the  Committee on or before April 1 of each year during
          the Term,  with such reviews to commence in 2000, and shall be subject
          to grant in the sole discretion of the committee,  taking into account
          merit,  corporate  and  individual  performance  and general  business
          conditions. All such Stock Options shall be issued pursuant to, and in
          accordance with, the Company's 1994 Stock Option Plan, as amended (the
          "Stock Option Plan"),  and all SARs shall be awarded  pursuant to, and
          in accordance with, the Company's Stock Appreciation Rights Award Plan
          (the "SAR Plan").

               (b) Each Stock  Option shall be  exercisable  at a price equal to
          the Fair  Market  Value (as defined in the Stock  Option  Plan) of the
          Common  Stock on the date of issuance of such Stock Option (or if such
          date is not a business day, than such option shall be exercisable at a
          price  equal  to the  Fair  Market  Value  on the  next  business  day
          following such date) in accordance  with the terms of the Stock Option
          Plan and shall vest over a three-year period from the date of grant at
          a rate of 33 1/3% per year,  commencing with the first  anniversary of
          the  date  of  grant.   Employee's   vested  Stock  Options  shall  be
          exercisable  for a period  of ten  years  from  the date of  issuance.
          Subject  to  Section  4.3(d)  hereof,  upon  the  termination  of this
          Agreement  other than in  accordance  with  Section  7.3, any unvested
          Stock Options shall  immediately  vest,  and Employee shall have until
          the earlier to occur of (i) the fifth  anniversary of the  termination
          of this  Agreement  and (ii) the  expiration  of the Stock  Options in
          accordance with their terms and with the Stock Option Plan to exercise
          any vested Stock  Options.  Upon the  termination of this Agreement in
          accordance  with Section 7.3, any unvested  Stock Options shall lapse,
          and  Employee  shall not have any right to exercise  any vested  Stock
          Options.

               (c) Each SAR shall be  exercisable  at a price  equal to the Fair
          Market  Value (as defined in the SAR Plan) of the common  Stock on the
          date of issuance  of such SAR (or if such date is not a business  day,
          than such  option  shall b  exercisable  at a price  equal to the Fair
          Market  Value  on the  next  business  day  following  such  date)  in
          accordance with the terms of the SAR Plan.  Employee's SARs shall have
          a term of three  years from the date of  issuance.  Subject to Section
          4.3(d) hereof and notwithstanding any provisions in the SAR Plan, upon
          the


                                      -3-
<PAGE>

          termination  of this Agreement  other than in accordance  with Section
          7.3,  Employee  shall  have  until  the  expiration  of  the  SARs  in
          accordance with their terms and with the SAR Plan to exercise any SARs
          granted   hereunder.   Upon  the  termination  of  this  Agreement  in
          accordance  with  Section  7.3,  Employee  shall not have any right to
          exercise any SARs granted hereunder.

               (d)  Promptly  after  the date of this  Agreement,  the  Board of
          Directors of the Company shall approve  amendments to the Stock Option
          Plan and the SAR Plan in order that the grants and awards described in
          this  Section  4.3 may be made and shall  cause the  Company to hold a
          stockholder meeting in order to approve,  and shall recommend approval
          of, such  amendments.  The grants and awards described in this Section
          4.3 shall be made subject to stockholder approval of such amendments.

     5. Employee Benefits.

          5.1 Benefit Programs.  During the Term,  Employee shall be entitled to
     participate  in  and  receive  benefits  generally  made  available  now or
     hereafter to execute  officers of the Company  under all benefit  programs,
     arrangements or prerequisites of the Company including, but not limited to,
     pension and other retirement plans,  hospitalization,  surgical, dental and
     major medical  coverage and short and long term  disability.  Such programs
     shall be at least as  favorable  to Employee  as those which are  currently
     provided by the Company to its executive officers, except to the extent any
     such  program is not  available to the Company on  commercially  reasonable
     terms.

          5.2  Vacation.  During the Term,  Employee  shall be  entitled to such
     vacation with pay during each year of his employment  hereunder  consistent
     with his position as an executive  officer of the Company,  but in no event
     less than four (4) weeks  vacation in any one calendar  year  (pro-rated as
     necessary for partial calendar years during the Term);  provided,  however,
     that the vacation  days taken do not interfere  with the  operations of the
     Company. Such vacation may be taken, in Employee's discretion, at such time
     or times as are not inconsistent with the reasonable  business needs of the
     Company. Except as expressly provided elsewhere in this Agreement, Employee
     shall not be  entitled  to any  additional  compensation  in the event that
     Employee,  for whatever reason, fails to take such vacation during any year
     of his  employment  hereunder.  Employee shall also be entitled to all paid
     holidays given by the Company to its executive officers.

          5.3  Life  Insurance.  Subject  to the  availability  on  commercially
     reasonable terms, during the Term, the Company shall maintain in effect and
     pay the premiums for a life insurance policy covering Employee in an amount
     equal to five million dollars ($5,000,000),  the beneficiary of which shall
     be designated by Employee.

          5.4 Disability Insurance.  Subject to the availability on commercially
     reasonable terms, during the Term, the Company shall maintain in effect and
     pay the premiums  for a  disability  insurance  policy  (separate  from any
     disability  insurance policies  referenced in Section 5.1 hereof) providing
     for a monthly  payment to Employee  in an amount not less than  $14,600 per
     month.


                                      -4-
<PAGE>

          5.5 Car Allowance. During the Term, the Company shall pay Employee, on
     the first day of each month, a monthly  automobile  allowance of $1,500 per
     month to pay for the costs associated with Employee's local  transportation
     expenses.

     6.  Expenses.  During the Term, the Company shall  reimburse  Employee upon
presentation  of  appropriate  vouchers or receipts and in  accordance  with the
Company's  expense  reimbursement  policies  for  executive  officers,  for  all
reasonable  travel and entertainment  expenses (other than automobile  expenses)
incurred by Employee in connection with the performance of his duties under this
Agreement.

     7. Consequences of Termination of Employment.

          7.1 Death.  In the event of the death of  Employee  prior to the fifth
     (5th)  anniversary  of the Effective Date (the "Stated  Term"),  Employee's
     employment  hereunder  shall be  terminated as of the date of his death and
     Employee's designated beneficiary,  or, in the absence of such designation,
     the estate or other legal  representative  of Employee  (collectively,  the
     "Estate")  shall be  paid,  in  addition  to any  life  insurance  proceeds
     pursuant to Section 5.3 above, as follows:

               (a)  within  ten  (10)  days  following  Employee's  termination,
          Employee's  unpaid Base Salary through the month in which  termination
          occurs;

               (b) within  thirty (30) days of the  completion  by the Company's
          certified public accountants of their audit of the Company's financial
          statements for the fiscal year in which Employee's termination occurs,
          an amount equal to (i) the amount of Bonus Compensation,  if any, that
          would have been payable to Employee with respect to the fiscal year in
          which  termination  occurred had Employee's  termination not occurred,
          multiplied by (y) a fraction,  the numerator of which is the number of
          days in such fiscal year which expired prior to Employee's termination
          and the denominator of which is 360;

               (c) within ten (10) days following Employee's termination, a cash
          payment equal to Employee's  daily Base Salary  (computed on a 360 day
          year) in effect at the time of  termination,  multiplied by the number
          of accrued and unused  vacation  days  (based on twenty (20)  vacation
          days per year) as of the date of termination;

               (d) within ten (10) days following Employee's termination, a cash
          payment equal to any accrued and unpaid expenses  incurred by Employee
          as of the date of termination in accordance with Section 6 hereof;

               (e) within ten (10) days following Employee's termination, a cash
          payment equal to any accrued and unpaid benefits to which Employee may
          be entitled in accordance with Sections 5.1 or 5.5 hereof; and

               (f)  Employee's  unpaid  Base  Salary for the  twelve  (12) month
          period  commencing  on the first day of the calendar  month  following
          Employee's termination, such Base


                                      -5-
<PAGE>

          Salary to be paid as and when such Base  Salary  would  have been paid
          had the employment of Employee continued through such period.

          The Estate shall be entitled to all other death benefits in accordance
          with the terms of the Company's benefit programs and plans.

          7.2  Disability.  In the event  Employee shall be unable to render the
     services or perform his duties  hereunder  by reason of illness,  injury or
     incapacity  (whether  physical,  mental,  emotional or psychological) for a
     period of either  (i)  ninety  (90)  consecutive  days or (ii) one  hundred
     eighty (180) days in any  consecutive  three hundred  sixty-five  (365) day
     period,  the Company  shall have the right to terminate  this  Agreement by
     giving  Employee  ten  (10)  days'  prior  written  notice.  If  Employee's
     employment hereunder is so terminated,  Employee shall be paid, in addition
     to payments  under any  disability  insurance  policy in effect,  including
     without  limitation the disability  insurance  proceeds pursuant to Section
     5.4 above, Base Salary,  benefits and Bonus  Compensation on the same bases
     as are set forth in Sections 7.1(a), (b), (c), (d), (e) and (f) above.

          7.3  Termination  of  Employment of Employee by the Company for Cause.
     Nothing  herein  shall  prevent the  Company  from  terminating  Employee's
     employment under this Agreement for Cause (as defined below).  In the event
     Employee  is  terminated  for Cause,  Employee  shall be paid Base  Salary,
     benefits  and  Bonus  Compensation  on the same  bases as are set  forth in
     Sections 7.1(a), (d) and (e) above. The term "Cause" as used herein,  shall
     mean (i) Employee's misappropriation of funds, embezzlement or fraud in the
     performance of his duties hereunder,  (ii) the continued failure or refusal
     of Employee (following written notice thereof) to carry out in any material
     respect any  reasonable  request of the Board for the provision of services
     hereunder,  (iii) the  material  breach of any  material  provision of this
     Agreement  by  Employee  or (iv) the  entering  of a plea of guilty or nolo
     contendere  to, or the  conviction  of  Employee  of, a felony or any other
     criminal act  involving  moral  turpitude,  dishonesty,  theft or unethical
     business conduct.

     Termination of employment of Employee pursuant to this Section 7.3 shall be
made by delivery to Employee of a letter from the Board generally  setting forth
a  description  of the conduct  which  provides the basis for a  termination  of
employment  of  Employee  for  Cause;  provided,  however,  that,  prior  to the
termination  of this  Agreement  for a basis set forth in  Sections  7.3(ii)  or
7.3(iii) above (which is capable of being cured), Employee shall be given notice
of the basis for  termination by the Company and a reasonable  opportunity  (not
less than thirty (30) days) to cure such breach.

          7.4 Termination of Employment Other than for Cause, Death or
     Disability.

               (a)  Termination.  This  Agreement may be  terminated  (i) by the
          Company (in addition to  termination  pursuant to Sections 7.1, 7.2 or
          7.3 above) at any time and for any  reason,  (ii) by  Employee  at any
          time and for any  reason or (iii)  upon the  expiration  of the Stated
          Term.


                                      -6-
<PAGE>

               (b) Severance and Non-Competition Payments.

                    (1)  If  this   Agreement  is  terminated  by  the  Company,
               including  by reason of a  Constructive  Termination  (as defined
               below), other than as a result of death or disability of Employee
               or for  Cause  (and  other  than in  connection  with a change in
               control (as defined below) of the Company), the Company shall pay
               Employee a severance and noncompetition payment, as follows:

                         (i)   within   ten  (10)  days   following   Employee's
                    termination, Employee's unpaid Base Salary through the month
                    in which termination occurs;

                         (ii)   within  ten  (10)  days   following   Employee's
                    termination,  a cash payment equal to Employee's  daily Base
                    Salary (computed on a 360 day year) in effect at the time of
                    termination,  multiplied by the number of accrued and unused
                    vacation days as of the date of termination;

                         (iii)  within  ten  (10)  days   following   Employee's
                    termination,  a cash payment equal to any accrued and unpaid
                    expenses  incurred by Employee as of the date of termination
                    in accordance with Section 6 hereof;

                         (iv)   within  ten  (10)  days   following   Employee's
                    termination,  a cash payment equal to any accrued and unpaid
                    benefits to which  Employee  may be  entitled in  accordance
                    with Sections 5.1 or 5.5 hereof;

                         (v) in Employee's  sole  discretion,  either within ten
                    (10)  days  following  Employee's  termination  or in  equal
                    monthly  installments  commencing  on the  first  day of the
                    month following termination and continuing for the remainder
                    of the Stated  Term,  Employee's  unpaid Base Salary for the
                    period  commencing  on the first day of the  calendar  month
                    following  Employee's  termination  and  extending  for  the
                    remainder of the Stated Term; and

                         (vi) in Employee's sole  discretion,  either within ten
                    (10)  days  following  Employee's  termination  or in  equal
                    monthly  installments  commencing  on the  first  day of the
                    month following termination and continuing for the remainder
                    of  the  Stated   Term,   an  amount   equal  to  the  Bonus
                    Compensation  earned by Employee in respect of the last full
                    fiscal year  immediately  preceding the year of termination,
                    multiplied  by the number of fiscal year ends  remaining  in
                    the Stated Term;

provided;  however, that a termination during the last twelve (12) months of the
Stated Term shall be governed by Subsection 7.4(b)(5) below.


                                      -7-
<PAGE>

                    (2) For purposes of this Agreement, a "change in control" of
               the Company  means and includes  each of the  following:  (i) the
               acquisition, in one or more transactions, of beneficial ownership
               (within  the  meaning of Rule 13d-3 of the rules and  regulations
               promulgated under the Securities Exchange Act of 1934, as amended
               (the  "Rules  and  Regulations"))  by any person or entity or any
               group of persons or entities who  constitute a group  (within the
               meaning of Section13(d)(3)  of the Rules and Regulations)  (other
               than  Employee,  a member of this  immediate  family,  a trust or
               similar estate planning  vehicle  established by Employee,  or an
               entity in which Employee owns, directly or indirectly, a majority
               of the equity securities or voting rights),  of any securities of
               the  Company  such that,  as a result of such  acquisition,  such
               person,  entity or group either (A) beneficially owns (within the
               meaning of Rule 13d-3 of the Rules and Regulations),  directly or
               indirectly,  more than 30% of the  Company's  outstanding  voting
               securities  entitled to vote on a regular basis for a majority of
               the  members  of the Board of (B)  otherwise  has the  ability to
               elect,  directly or indirectly,  a majority of the members of the
               Board;  (ii) a change in the composition of the Board such that a
               majority of the members of the Board are not Continuing Directors
               (as  defined  below);  or (iii) the  closing  date of a merger or
               consolidation  of the Company with any other  corporation,  other
               than a  merger  or  consolidation  which  results  in the  voting
               securities of the Company  outstanding  immediately prior thereto
               continuing to represent  (either by remaining  outstanding  or by
               being converted into voting  securities of the surviving  entity)
               at least 80% of the total voting power  represented by the voting
               securities of the Company or such  surviving  entity  outstanding
               immediately  after  such  merger  or   consolidation;   (iv)  the
               stockholders   of  the   Company   approve  a  plan  of  complete
               liquidation  of the Company;  or (v) the closing date of the sale
               or  disposition  by the Company (if  consummated in more than one
               transaction,  the initial  closing date) of all or  substantially
               all of the Company's assets,  following  shareholder  approval of
               such sale or  disposition.  For  purposes  of this  Agreement,  a
               "Continuing  Director"  means members of the Board on the date of
               this Agreement  (including  directors  appointed  pursuant to the
               Brera  Transaction (as defined  below)) or persons  nominated for
               election or elected to the Board with the affirmative vote of the
               continuing directors who were members of the Board at the time of
               such  nomination  or  election.  In  addition,   the  convertible
               preferred stock transaction described in the Investment Agreement
               between the Company and Brera Capital Partners,  LLC ("Brera") or
               any subsequent  acquisition of securities of the Company by Brera
               or  its  affiliates   (the  "Brera   Transaction"),   through  an
               acquisition,  merger,  consolidation  or otherwise,  shall not be
               deemed to be a change in control.

                    (3)  For  purposes  of  this   Agreement,   a  "Constructive
               Termination"  shall  be  deemed  to have  occurred  upon  (i) the
               removal  of  Employee  as  the  Chief  Executive  Officer  of the
               Company,  (ii) any material  diminution in the nature or scope of
               the authorities,  powers,  functions,  duties or responsibilities
               attached to such  positions or (iii) the  material  breach by the
               Company of this Agreement if, in any such case, Employee does not
               agree to such change and elects to terminate  his  employment.  A
               termination by reason of a Constructive Termination shall be made
               by  delivery  by  Employee  of a letter to the  Board;  provided,
               however,  that,  prior to the termination of this Agreement for a
               basis set forth in this Subsection 7.4(b)(3) (which is capable of
               being  cured),  the Board shall be given  notice of the basis for
               termination  by Employee and a reasonable  opportunity  (not less
               than thirty (30) days) to cure such breach.


                                      -8-
<PAGE>

                    (4) In the event that  Employee's  employment  is terminated
               for any reason  (other than for Cause,  death or  disability)  by
               Employee  or the  Company  within  the twelve  (12) month  period
               following a change in control of the Company,  the Company  shall
               pay Employee a severance and non-competition payment equal to (i)
               Base  Salary and  benefits  on the same bases as are set forth in
               Sections  7.4(b)(1)(i),  (ii), (iii) and (iv) above plus (ii) the
               greater of (A) two (2) times the sum of the Base  Salary plus the
               Bonus  Compensation in respect of the year immediately  preceding
               the  year  of   termination   and  (B)  Base   Salary  and  Bonus
               Compensation  on the  same  bases  as are set  forth  in  Section
               7.4(b)(1)(v) and (vi) above.  Such severance and  non-competition
               payment  shall be  payable  in a lump sum on the first day of the
               month following the termination.

                    (5) If this  Agreement is not renewed beyond the Stated Term
               for at  least  one  year on  substantially  similar  terms by the
               parties  hereto or if this Agreement is terminated by the Company
               (other than as a result of death or disability of Employee or for
               Cause and other  than in  connection  with a change in  control),
               including by reason of a Constructive Termination,  in accordance
               with this  Section 7 during the last  twelve  (12)  months of the
               Stated  Term,  the Company  shall pay  Employee a  severance  and
               noncompetition  payment  equal to (i) Base  Salary,  benefits and
               Bonus Compensation on the same bases as are set forth in Sections
               7.1(a),  (b),  (d) and (e)  above  plus  (ii) the sum of the Base
               Salary  plus  the  Bonus  Compensation  in  respect  of the  year
               immediately preceding the year of termination. Such severance and
               non-competition  payment  shall be payable  in twelve  (12) equal
               monthly  installments  commencing  on the  first day of the month
               following  termination.  Notwithstanding  and  in  place  of  the
               severance and noncompetition payment described in the immediately
               preceding  sentence,  if this Agreement is not renewed beyond the
               Stated Term,  Employee  ceases  employment with the Company after
               the Stated  Term and a change in control  of the  Company  occurs
               within  twelve  (12)  months  after the date of  nonrenewal,  the
               Company  shall  pay  Employee  a  severance  and  non-competition
               payment  equal to (x) two (2)  times  the sum of the Base  Salary
               plus the Bonus  Compensation  in respect of the year  immediately
               preceding  the year of  nonrenewal,  less (y) the amount  paid to
               Employee   under   clause  (ii)   above.   Such   severance   and
               non-competition  payment  shall be  payable  in a lump sum on the
               first day of the month following the change in control.

                    (6) If Employee terminates his employment  voluntarily prior
               to the expiration of the Stated Term, Employee shall be paid Base
               Salary,  benefits and Bonus Compensation on the same bases as are
               set forth in Sections 7.1(a), (d) and (e) above.

                    (7) Employee shall not be required to mitigate the amount of
               any severance and non-competition payment provided for under this
               Agreement by seeking other employment or otherwise.

     8. Confidential Information.

          8.1 Employee  agrees not to use,  disclose or make  accessible  to any
     other  person,  firm,  partnership,  corporation  or any other  entity  any
     Confidential  Information (as defined below)  pertaining to the business of
     the Company except (i) while employed by the


                                      -9-
<PAGE>

     Company, in the business of and for the benefit of the Company or (ii) when
     required to do so by a court of competent jurisdiction, by any governmental
     agency having supervisory authority over the business of the Company, or by
     any administrative body or legislative body (including a committee thereof)
     with  jurisdiction  to order  the  Company  to  divulge,  disclose  or make
     accessible such information. For purposes of this Agreement,  "Confidential
     Information"  shall mean  non-public  information  concerning the Company's
     financial  data,   statistical  data,  strategic  business  plans,  product
     development  (or other  proprietary  product  data),  customer and supplier
     lists,   customer  and  supplier   information,   information  relating  to
     governmental relations,  discoveries,  practices, processes, methods, trade
     secrets, marketing plans and other non-public, proprietary and confidential
     information  of the Company that,  in any case, is not otherwise  generally
     available to the public and has not been disclosed by the Company to others
     not  subject  to  confidentiality   agreements.  In  the  event  Employee's
     employment is terminated  hereunder for any reason,  he  immediately  shall
     return to the Company all Confidential Information in his possession.

          8.2  Employee  and the  Company  agree  that  the  covenant  regarding
     confidential  information  contained  in  this  Section  8 is a  reasonable
     covenant under the circumstances, and further agree that if, in the opinion
     of any court of competent jurisdiction,  such covenant is not reasonable in
     any respect, such court shall have the right, power and authority to excise
     or modify such  provision or  provisions  of this  covenant as to the court
     shall appear not reasonable and to enforce the remainder of the covenant as
     so amended.  Employee  agrees that any breach of the covenant  contained in
     this  Section  8 would be  irreparably  injure  the  Company.  Accordingly,
     Employee  agrees  that the  Company,  in  addition  to  pursuing  any other
     remedies it may have in law or in equity,  may obtain an injunction against
     Employee from any court having  jurisdiction  over the matter,  restraining
     any further violation of this Section 8.

          8.3 The  provisions  of this  Section 8 shall  extend for the Term and
     shall survive the  termination of this Agreement for the greater of (x) the
     period in which severance and non-competition payments are made pursuant to
     this Agreement or (y) two years from the date this Agreement is terminated.

     9. Non-Competition; Non-Solicitation.

          9.1  Employee  agrees  that,  during  the  Non-Competition  Period (as
     defined in Section 9.4 below),  without  the prior  written  consent of the
     Company:  (i) he shall not,  directly or  indirectly,  either as principal,
     manager, agent, consultant,  officer,  director,  greater than five percent
     (5%) holder of any class or series of equity securities, partner, investor,
     lender or  employee  or in any other  capacity,  carry on, be engaged in or
     have any financial  interest in or otherwise be connected  with, any entity
     which now, or at the time, has material operations which are engaged in any
     business activity competitive (directly or indirectly) with the business of
     the Company  including,  for these purposes,  any business in which, at the
     termination of his employment,  there was a bona fide intention on the part
     of the Company which was  communicated to Employee to engage in the future;
     and (ii) he shall  not,  on behalf of any  competing  entity,  directly  or
     indirectly, have any dealings or contact with any suppliers or customers of
     the Company.


                                      -10-
<PAGE>

          9.2 During the Non-Competition  Period,  Employee agrees that, without
     the prior  written  consent of the Company (and other than on behalf of the
     Company),  Employee shall not, on his own behalf or on behalf of any person
     or entity,  directly or  indirectly,  hire or solicit the employment of any
     employee  who has been  employed  by the Company at any time during the six
     (6) month period immediately preceding such date of hiring or solicitation.

          9.3   Employee   and  the  Company   agree  that  the   covenants   of
     non-competition  and  non-solicitation  contained  in  this  Section  9 are
     reasonable covenants under the circumstances, and further agree that if, in
     the opinion of any court of competent  jurisdiction  such covenants are not
     reasonable  in any  respect,  such court  shall  have the right,  power and
     authority  to  excise or  modify  such  provision  or  provisions  of these
     covenants  as to the court shall appear not  reasonable  and to enforce the
     remainder of these covenants as so amended. Employee agrees that any breach
     of the covenants  contained in this Section 9 would irreparably  injure the
     Company.  Accordingly,  Employee  agrees that the  Company,  in addition to
     pursuing any other remedies it may have in law or in equity,  may obtain an
     injunction  against  Employee from any court having  jurisdiction  over the
     matter, restraining any further violation of this Section 9.

          9.4 The  provisions  of this  Section 9 shall  extend for the Term and
     survive the  termination  of this  Agreement for (i) two (2) years from the
     date of  such  termination  in the  event  that  Employee  terminates  this
     Agreement  (other  than by  reason  of a  Constructive  Termination)  or if
     Employee is  terminated by the Company for Cause and (ii) one (1) year from
     the date of such  termination  in the event that  Employee is terminated by
     the  Company   without  Cause   (including  by  reason  of  a  Constructive
     Termination) (herein referred to as the "Non-Competition Period").

     10.  Notices.  All notices and other  communications  hereunder shall be in
writing and shall be deemed to have been given if delivered  personally  or sent
by facsimile  transmission or overnight courier. Any such notice shall be deemed
given when so delivered personally or sent by facsimile  transmission  (provided
that a confirmation copy is sent by overnight  courier) or one day after deposit
with an overnight courier, as follows:

To the Company:   Safety Components International, Inc.
                  2160 North Central Road
                  Fort Lee, New Jersey  07024
                  Telephone:  201-592-0008
                  Telecopy:  201-592-7501
                  Attention:  Chairman of the Board of Directors and to each
                              member of the Compensation Committee of the Board
                              of Directors

To Employee:      Robert A. Zummo
                  9963 North 79th Place
                  Scottsdale, Arizona  85258
                  Telephone:
                  Telecopy:


                                      -11-
<PAGE>

     11. Entire Agreement.  This Agreement,  the Old Employment Agreement (until
April 1, 1999  only),  the SMIP  Plan,  the Stock  Option  Plan and the SAR Plan
contain the entire  agreement  between the  parties  hereto with  respect to the
matters contemplated herein and supercede all prior agreements or understandings
among the parties related to such matters  (including without limitation the Old
Employment Agreement from and after April 1, 1999).

     12. Binding Effect.  Except as otherwise  provided  herein,  this Agreement
shall be binding upon and inure to the benefit of the Company and its successors
and assigns and upon Employee.  "Successors and assigns" shall mean, in the case
of the Company, any successor pursuant to a merger,  consolidation,  or sale, or
other transfer of all or substantially all of the assets or capital stock of the
Company.

     13. No  Assignment.  Except  as  contemplated  by  Section  12 above,  this
Agreement shall not be assignable or otherwise transferable by either party.

     14. Amendment or Modification;  Waiver.  No provision of this Agreement may
be amended or waived unless such  amendment or waiver is authorized by the Board
and is agreed to in writing, signed by Employee and by a duly authorized officer
of the Company.  Except as otherwise specifically provided in this Agreement, no
waiver by either  party  hereto of any breach by the other  party  hereto of any
condition  or  provision  of this  Agreement to be performed by such other party
shall be deemed a waiver of a similar or  dissimilar  provision  or condition at
the same or at any prior or subsequent time.

     15. Fees and Expenses. If either party institutes any action or proceedings
to enforce  any rights the party has under  this  Agreement,  or for  damages by
reason  of any  alleged  breach of any  provision  of this  Agreement,  or for a
declaration of each party's rights or obligations  hereunder or to set aside any
provision hereof,  or for any other judicial remedy,  the prevailing party shall
be entitled  to  reimbursement  from the other party for its costs and  expenses
incurred thereby,  including but not limited to, reasonable  attorneys' fees and
disbursements.

     16. Governing Law. The validity, interpretation, construction, performance
and enforcement of this Agreement shall be governed by the internal laws of the
State of Delaware, without regard to its conflicts of law rules.

     17. Titles.  Titles to the Sections in this  Agreement are intended  solely
for  convenience  and no  provision  of this  Agreement  is to be  construed  by
reference to the title of any Section.

     18.   Counterparts.   This  Agreement  may  be  executed  in  one  or  more
counterparts,  which  together shall  constitute one agreement.  It shall not be
necessary  for each  party to sign each  counterpart  so long as each  party has
signed at least one counterpart.


                                      -12-
<PAGE>

     19. Severability.  Any term or provision of this Agreement which is invalid
or  unenforceable  in  any  jurisdiction  shall,  as to  such  jurisdiction,  be
ineffective  to the  extent  of  such  invalidity  or  unenforceability  without
rendering  invalid or  unenforceable  the remaining terms and provisions of this
Agreement or affecting  the validity or  enforceability  of any of the terms and
provisions of this Agreement in any other jurisdiction.


                                      -13-
<PAGE>

     IN WITNESS  WHEREOF,  the parties hereto have executed this Agreement as of
the day and year first set forth above.

                                     SAFETY COMPONENTS INTERNATIONAL, INC.


                                     By: /s/
                                         ------------------------------------
                                         Name: Jeffrey J. Kaplan
                                         Title:  Executive Vice President and
                                                 Chief Financial Officer

                                      /s/
                                     ----------------------------------------
                                     Robert A. Zummo


                                      -14-