EMPLOYMENT AGREEMENT

         This employment  agreement (this  "Agreement") is made and entered into
on  this  the __ day of  October,  1997  by and  between  JTM  Industries,  Inc.
("Employer"),  a Texas  corporation with its principal place of business located
at 1000 Cobb Place Blvd.,  Bldg.  400,  Kennesaw,  Georgia  30144 and Clinton W.
Pike, Sr. ("Employee"),  an individual who resides at 725 Towne Green Boulevard,
#1417, Kennesaw, Georgia 30144.

         WHEREAS, Employer desires to employ Employee and Employee desires to be
employed by Employer on the terms and conditions set forth in this Agreement.

         NOW,  THEREFORE,  in consideration of the premises and mutual covenants
contained  herein and other good and  valuable  consideration,  the  receipt and
sufficiency  of which are hereby  acknowledged,  the parties  agree as set forth
herein.

1.       EMPLOYMENT

         Employer employs Employee and Employee accepts employment from Employer
pursuant to the terms and conditions of this Agreement.

2.       DUTIES.

         a. Subject to a change in title or  responsibility at the discretion of
Employer,  that  in no way  materially  decreases  Employee's  responsibilities,
Employee  is  engaged by  Employer  as  Executive  Vice  President  in charge of
Employer's  currently  existing:  operations  and sales west of the  Mississippi
River; non-traditional sales; and (iii) research and development. Employee shall
perform such duties as are from time to time reasonably  assigned to Employee by
Employer consistent with Employee's position.

         b. Employee shall devote Employee's entire business time, attention and
energies to the Employer's business and shall not at any time during the term of
this  Agreement be engaged in any other business  activity  which  interferes or
competes with Employer's business.

3.       TERM, EXTENSION, TERMINATION.

         a. Except as hereinafter  provided,  the term of this  Agreement  shall
commence on the date first above written and shall  terminate on the fifth (5th)
anniversary thereafter.

         b. The term of this Agreement shall be  automatically  extended for one
year  periods  beginning on the fifth  anniversary  date of this  Agreement  and
ending one year  therefrom  unless either party notifies the other of its desire
to not renew the term of this  Agreement by giving written notice of such desire
to the other  party in writing at any time  within  sixty (60) days prior to the
expiration of the then current term.

         c. Either party may terminate this Agreement  without cause upon thirty
(30) days notice to other party. Provided however,  that Employer's  termination
of this Agreement, other than as set forth below, shall not terminate Employer's
obligation to make when due all compensation  payments set forth in Paragraphs 4
through 6 of this  Agreement for the balance of the original term for so long as
Employee does not compete with the business of the Employer.

         d. Employer  shall have the right to terminate this Agreement for cause
at any time. If Employer  terminates  this Agreement for cause there shall be no
obligation  on the part of Employer  to give prior  notice to  termination.  For
purposes of this Agreement, cause shall include:

                  i.  willful  and/or  unjustified  or unexcused  violations  of
     express Employer policies,  guidelines,  rules or regulations, as set forth
     in  Employer's  Human  Resources  manual(s)  as may be amended from time to
     time;

                  ii. theft, misappropriation or embezzlement of property and/or
     funds of Employer  and/or its  subsidiaries as determined by an independent
     third party;

                  iii.  material  breach of fiduciary  duty owed to Employer for
     Employee's material personal benefit;

                  iv. conviction of any felony;

                  v. habitual  intoxication  or drug  addiction at work or which
     affects work performance,  provided,  however,  that habitual  intoxication
     and/or drug  addiction  shall not  constitute  cause if  Employee  receives
     appropriate,  in Employer's discretion, and successful treatment for either
     condition.

         e. Upon  termination for cause, in accordance with this Agreement,  and
after the date of such termination,  Employer shall have no further  obligations
or  liability  hereunder,  or  otherwise,  to pay or provide  salary,  incentive
compensation, and employee benefits.

         f. If the Employee's employment with Employer is terminated by Employee
voluntarily,  after the date of such termination  Employer shall have no further
obligation or liability to pay or provide salary, incentive,  compensation,  and
other  employee  benefits,  except as may be  otherwise  provided  in Section 7,
hereof.  Provided however, that in such event, Employee shall abide by the terms
of the Covenant  Not To Compete set forth in Section 9,  hereof,  for so long as
Employer  continues to pay Employee the salary and insurance  benefits  paid, or
provided to him, as of the date of the termination of this Agreement.

         g. If  Employee  is unable to  perform  his job for a period of six (6)
consecutive months because of physical or mental  disability,  Employee's rights
under this Agreement  shall then  terminate,  and Employer shall have no further
obligation or liability to pay or provide salary and employee  benefits,  except
that Employee shall be entitled to such benefits as he may have as a participant
in Employer's  disability  benefit plan, and except as may be otherwise provided
in Section 7, hereof.

         h. In the event that  Employee's  employment  by Employer is terminated
because of Employee's  death,  after the date of death,  Employer  shall have no
further  obligation  or  liability to Employee or  Employee's  heirs for salary,
incentive,  compensation  or benefits,  except as may be  otherwise  provided in
Section 7, hereof.

4.       COMPENSATION.

         a. For the  services  to be rendered by  Employee,  and for  Employee's
covenant not to compete with Employer,  as set forth herein,  Employer shall pay
Employee and Employee  shall accept as full  compensation  for such services and
agreement the compensation set forth herein.

         b. A base salary of $160,000.00 per year, payable in equal installments
on  the  regular  corporate  payroll  dates  of  Employer,   subject  to  normal
withholding and other applicable taxes and deductions.  On each anniversary date
of this Agreement,  or such other time as the parties may agree,  Employee shall
receive a merit increase in accordance with existing written  Employer  policies
and guidelines.

         c. An annual  performance  bonus up to 30% of  Employee's  current base
salary consistent with Employer's policies.  The performance bonus shall be paid
in a lump sum within sixty (60) days of the end of the Employer's fiscal year or
such other time as the parties may agree. The performance bonus will be based on
objective  performance  (based on EBIT,  defined as earnings before interest and
taxes, within Employee's area of responsibility) and personal  performance goals
set annually by the Employer  prior to each fiscal year.  In the event  Employer
fails to set new  performance  goals prior to the sixtieth  (60th) day following
the start of a new fiscal year,  then the  previous  fiscal  year's  performance
goals shall control.

         d.  Employee  shall be entitled to an  additional  bonus if actual EBIT
within Employee's area of  responsibility  ("actual EBIT") exceeds budgeted EBIT
within Employee's area of responsibility ("budgeted EBIT"), as set forth below:

                  i. If actual EBIT exceeds  budgeted EBIT by 30% or more in any
     fiscal  year,  then  Employee  shall  receive a bonus  equal to 50% of base
     salary;

                  ii. If actual EBIT exceeds budgeted EBIT by 50% or more in any
     fiscal  year,  then  Employee  shall  receive a bonus equal to 100% of base
     salary; and

                  iii. If actual EBIT  exceeds  budgeted  EBIT by 75% or more in
     any fiscal year,  then Employee shall receive a bonus equal to 200% of base
     salary.

         e. Employer shall pay Employee a signing bonus of  $250,000.00  payable
as follows:

                  i. $100,000.00 within thirty (30) days of Employee's execution
     of this Agreement;

                  ii. $100,000.00 on January 2, 1998; and

                  iii. $50,000.00 on January 2, 1999.

                  iv. If Employee  voluntarily  terminates his  employment  with
     Employer or is  terminated  for cause  within one (1) year from the date of
     this Agreement,  Employee shall repay to Employer the signing bonus paid by
     Employer.

5.       ADDITIONAL BENEFITS.

         Employee  shall be entitled  to such other and further  benefits as are
made  available  to  additional  full-time  employees  of  Employer  in  similar
positions as Employee,  subject to  qualification  periods,  including,  but not
limited to:

                  i. An automobile,  automobile maintenance,  medical and dental
         insurance, 401(k) or other retirement plan, life insurance, and company
         related expense reimbursement. All such benefits shall be in accordance
         with the  applicable  standards  or policies  in place for  officers of
         Employer as of September 1, 1997;

                  ii. Four (4) weeks annual paid vacation;

                  iii.  Twelve  (12)  days   illness/disability   leave  in  any
     continuous twelve (12) month period;

                  iv.  Payment  by the  Employer  on behalf of the  Employee  of
     membership dues in such professional,  civic or social organizations as the
     Employer and Employee may agree; and,

                  v.  Payment by the  Employee  of all costs  incidental  to the
     annual physical examination of Employee at a facility of Employee's choice.

6.       NEW BUSINESS PROCUREMENT.

         In the event  Employer  enters  into a  contract  with an entity  after
execution  of this  Agreement  and the  contract  is a result of the  efforts of
Employee,  then Employee shall be entitled to a bonus of one-half of one percent
(.5%) of the value of the contract.  For the purpose of this Agreement only, the
value of the  contract  shall be  determined  as  follows:  The  Employer  shall
determine the amount of the  Employer's  investment in the project within thirty
(30) days of the contract execution and that amount shall be deemed the value of
the  contract.  A bonus earned under this section shall be due and payable sixty
(60) days after the date the contract is signed by Employer.

7.       PHANTOM STOCK.

         a.  Subject  to the  conditions  and  requirements  set  forth  in this
Agreement,  Employer  hereby grants to Employee a "phantom stock" right relating
to one (1) share of common stock of the Employer  which  represents  one percent
(1%) of the  outstanding  shares of common  stock of  Employer as of the date of
this Agreement,  subject to adjustment as provided in (e),  below.  The Employee
shall become  vested in fifty  percent  (50%) of the phantom  stock right on the
date that is forty five (45) days after the  execution  of this  Agreement,  and
shall become  vested in the  remaining  fifty percent (50%) of the phantom stock
right on the first anniversary of the execution of this Agreement, provided that
Employee  remains  employed by Employer on each such date. The parties agree and
acknowledge that the grant of the phantom stock right hereunder shall not confer
upon the  Employee  the right to receive  any  actual  equity of any kind in the
Employer,  and the Employee shall not be entitled to any privileges of ownership
of a  stockholder  of the Employer in  connection  with the phantom stock right.
Rather,  such phantom stock right shall only represent the right of the Employee
to receive a payment should either of the following events occur:

                  i. the sale of all of the  outstanding  stock of the Employer,
                  or its parent  company,  to a third party or entity not owning
                  such stock as of the date of this  Agreement.  In such  event,
                  the Employee  shall  receive,  within thirty (30) days of such
                  sale, a lump sum cash  payment  equal to the fair market value
                  (as determined in accordance with (f), below) of the shares of
                  common stock to which this phantom  stock right then  relates,
                  to the extent  vested,  determined as of the date of the sale;
                  or

                  ii. the  completion  of a public  offering of the stock of the
                  Employer,  or its parent company.  In such event, the Employee
                  shall receive, within thirty (30 days of the completion of the
                  public offering, a lump sum payment in cash or common stock of
                  the Employer, as determined by the Employer, equal to the fair
                  market value (as determined in accordance  with (f), below) of
                  the shares of common stock to which this  phantom  stock right
                  then relates, to the extent vested, determined, as of the date
                  of the public offering.

         b. If the Employee voluntarily terminates his employment with Employer,
dies or becomes  disabled (as set forth in  paragraph 3. g.), his phantom  stock
right, to the extent vested,  shall be valued as of the date that his employment
is  terminated,  he dies or he  becomes  disabled.  In any  event,  no lump  sum
distribution  shall be made until the  occurrence  of the  earlier of the events
described in paragraph 7. a. i. or ii.

         c. The phantom stock right shall be immediately  forfeited in the event
that the Employee's  employment  with Employer is terminated  for cause,  as set
forth in this Agreement,  or if,  following any  termination of employment,  the
Employee violates any of the restrictive covenants contained in this Agreement.

         d. The  Employee  shall not have the power to sell,  transfer,  pledge,
hypothecate,  assign,  mortgage,  anticipate  or otherwise  encumber the phantom
stock right.

         e. In the  event  of any  reclassification,  recapitalization,  merger,
consolidation,  reorganization,  stock  dividend,  stock split or reverse  stock
split,  or any  other  similar  change  in  corporate  structure  which,  in the
judgement of the Board of directors of the Employer  (the  "Board")  affects the
value of the  shares of common  stock of the  Employer,  the  Board  shall  make
equitable  adjustments  to the  number and class of shares  that  relate to this
phantom stock right.  However,  Employee  acknowledges  that his interest may be
diluted through future issuances of shares of stock of the Employer.

         f. For  purposes  of this  Section 7, fair  market  value of a share of
common stock of the  Employer  shall be  determined  by the Board acting in good
faith in its sole  discretion;  provided,  however,  that in the case of Section
7(a)(ii) where the public offering  relates to the common stock of the Employer,
the fair market value thereof shall be based on the public offering price.

8.       RELOCATION ALLOTMENT.

         In the event Employer relocates Employee's work location from Marietta,
Georgia to a location more than fifty (50) miles from Marietta, Georgia, then in
such event  Employer  shall pay Employee  $100,000.00  no later than thirty (30)
days prior to the move,  and upon such  payment  Employer  shall have no further
obligation to Employee for relocation expenses.

9.       COVENANT NOT TO COMPETE.

         a.  Employee  agrees that during the term of this  Agreement  and for a
period of one (1) year after the  termination  of this  Agreement,  he will not,
either  individually  or in  partnership  or in  conjunction  with any person or
persons, firm, association,  syndicate,  company, joint venture,  corporation or
other  entity  (of any  kind  whatsoever),  and  whether  as  principal,  agent,
shareholder,  officer, employee, investor, or in any manner whatsoever, directly
or indirectly  carry on or be engaged in or be concerned  with or interested in,
or advise,  lend money to,  guarantee the debts or obligations of, or permit his
name to be  used or  employed  by any  person  or  persons  (including,  without
limitation,  any corporation or other business  enterprise) which at any time is
or becomes  engaged in or concerned  with or interested in any business which is
in any manner  competitive with the business of Employer (the "Business") within
North America.

         b.  Without  limiting  the  foregoing,  Employee  further  agrees  that
Employee shall not directly or indirectly,  for himself or any other  individual
or business entity:

                  i. solicit Business for or from any person,  company, or other
         entity  which was a customer of  Employer or which is now or  hereafter
         becomes or could  become a  customer  of the  Employer  or to which the
         Employer  has  submitted a bid,  proposal or other offer to do business
         during the term of this Agreement and for the twelve (12) months period
         immediately preceding the effective date of this Agreement; or

                  ii.  use or release  to any third  party any trade  secrets or
     other   confidential   information   such  as:  customer  lists,   customer
     information,  employee lists, employee information,  intellectual property,
     and/or  sensitive  operational  information  that he was or may  have  been
     privileged to during his tenure with Employer, or its predecessors; or

                  iii. induce or attempt to persuade any person now or hereafter
     employed by the Employer or any successor,  affiliate or subsidiary thereof
     to terminate his employment relationship; or

                  iv.  advise any person or  business  entity not to do business
     with the Employer or any of their  respective  successors,  affiliates,  or
     subsidiaries; or

                  v. make any  disparaging,  defamatory  or  negative  comments,
     either orally or in writing, regarding or otherwise about the Employer, its
     officers, agents, employees or business operations.

10.      INTELLECTUAL PROPERTY.

         Any intellectual property rights (i.e. patents, copyrights, trademarks,
etc.),  of whatsoever  nature related in any manner to the business of Employer,
arising  during the term of this  Agreement  or which result from the efforts of
Employer  and/or  Employee  during the term of this Agreement  shall be the sole
property of Employer.

11.      MISCELLANEOUS

         a. This  Agreement may not be modified,  changed,  amended,  or altered
except in writing, signed by the Employee and Employer.

         b. All notice  given or required to be given shall be in writing,  sent
by United States first-class  certified or registered mail, postage prepaid,  to
Employee (or to Employee's spouse or estate upon Employee's death) at Employee's
last known address,  and to Employer at its principal offices.  All such notices
shall be effective  when  deposited in the mail in the manner  specified in this
paragraph. Either party by a notice in writing may change or designate the place
for receipt of all such notices.

         c. No course of conduct  between  Employer and Employee and no delay or
omission of Employer or Employee to exercise any right or power given under this
Agreement  shall:  (i) impair the subsequent  exercise of any right or power, or
(ii) be  construed  to be a waiver  of any  default  or any  acquiescence  in or
consent to the curing of a default  while any other  default  shall  continue to
exist, or be construed to be a waiver of such continuing default or of any other
right or power that shall  theretofore have arisen;  and, every power and remedy
granted by law and by this  Agreement to any party hereto may be exercised  from
time to time,  and as often as may be  deemed  expedient.  All such  rights  and
powers shall be cumulative to the fullest extent permitted by law.

         d. This Agreement  shall be governed in all respects and be interpreted
by and under the laws of the State of Georgia.

         e. Any  waiver  by any  party of any  provision  or  condition  of this
Agreement shall not be construed or deemed to be a waiver of any other provision
or condition of this Agreement,  nor a waiver of a subsequent breach of the same
provision or condition,  unless such waiver be expressed in writing by the party
to be bound.

         f. Any notice to be given under this Agreement  shall be in writing and
addressed or delivered to the following:

For Employee:                               For Employer:

725 Towne Green Boulevard, #1417            JTM Industries, Inc.
Kennesaw, Georgia  30144                    1000 Cobb Place Blvd., Bldg. 400
                                            Kennesaw, GA  30144
                                            Attn: President

         g. This Agreement constitutes the entire Agreement between Employee and
Employer.   All  previous  negotiations  and  representations  not  specifically
incorporated herein are superseded and are rendered null and void upon execution
of this  Agreement.  No  modification  of this  Agreement  shall be  binding  on
Employee or Employer unless in writing and signed by all parties.

         h.  Employee  agrees  that this  Agreement  is  reasonable,  that valid
consideration  has been received  therefor and that each party  affected by this
Agreement has been responsible for drafting the same. Employee undertakes not to
contest any action  taken by Employer to enforce the same and this clause may be
pleaded in  complete  estoppel of any  defense;  provided,  however,  that it is
agreed between Employee and Employer that notwithstanding the foregoing,  in the
event that any court of competent jurisdiction should determine that any portion
of the Covenant Not To Compete  contained herein should require  modification as
being unreasonable,  said Covenant Not To Compete shall be amended in accordance
with the decision of such court of competent  jurisdiction.  It is  acknowledged
and agreed by Employee that the compensation  and benefits (the  "compensation")
paid by Employer  pursuant to this Agreement was based in part upon the entering
into by Employee of the Covenant Not To Compete  under the scope set out herein,
and that  should a court  of  competent  jurisdiction  reduce  the  scope of the
Covenant Not To Compete contained herein as being unreasonable, it shall be open
to such court to reduce the consideration  paid and payable by Employer pursuant
to this Agreement accordingly, and in such case the Employee shall forthwith pay
to Employer the amount by which such consideration is reduced.

         i. In the event that  Employee  violates any of the  provisions of this
Agreement, Employer shall be entitled to maintain an action against Employee for
damages,  and since an  action  for  damages  could  not  adequately  compensate
Employer  for any such  violation,  in  addition  to  Employer's  remedy at law,
Employer shall also be entitled to injunctive relief.

         j. If any  section,  subsection,  sentence or clause of this  Agreement
shall be adjudged illegal, invalid or unenforceable such illegality, invalidity,
or unenforceability shall not affect the legality, validity or enforceability of
the  Agreement  as a whole or of any  section,  subsection,  sentence  or clause
hereof not so adjudged.

         IN WITNESS  WHEREOF,  intending to be legally  bound hereby the parties
hereto have duly executed this Agreement as of the day and year above written.

JTM INDUSTRIES, INC.                             CLINTON W. PIKE, SR.



_____________________                            _________________________
By:_____________
Its:____________