EMPLOYMENT AGREEMENT

         This Agreement is effective May 1, 2000 (the "Effective  Date"), by and
between Starcraft Corporation, an Indiana corporation ("Employer"),  and Richard
J. Mullin ("Employee").

                               W I T N E S S E T H

         WHEREAS,  Employee  is  employed  by  Employer  as its Chief  Financial
Officer for itself and each of its subsidiaries  and affiliates,  except Tecstar
("Job Responsibilities");

         WHEREAS,  Employer  desires to provide fair and reasonable  benefits to
Employee on the terms and subject to the conditions set forth in this Agreement;

         WHEREAS,  Employer  desires  reasonable  protection of its confidential
business  and  customer  information  which it has  developed  over the years at
substantial  expense and assurance  that Employee will not compete with Employer
for a  reasonable  period  of time  after  termination  of his  employment  with
Employer, except as otherwise provided herein.

         NOW,  THEREFORE,   in  consideration  of  these  premises,  the  mutual
covenants and  undertakings  herein  contained  and the continued  employment of
Employee to perform Job  Responsibilities  for Employer,  Employer and Employee,
each intending to be legally bound, covenant and agree as follows:

          1. Upon the  terms and  subject  to the  conditions  set forth in this
Agreement,  Employer  employs  Employee  to  perform  Job  Responsibilities  for
Employer,  and  Employee  accepts  such  employment.  Employee  will devote best
efforts to the service of  Employer,  to perform  such duties as may be assigned
and not to engage in other  employment  and/or  activities that conflict with or
impair his obligations as an employee of Employer.

          2. Employee agrees to serve as Employer's Chief Financial  Officer for
Employer and its subsidiaries in connection with the Job Responsibilities and to
perform such Job  Responsibilities  in that office as may reasonably be assigned
to him by  Employer's  President,  or Board  of  Directors,  from  time to time.
Employee  shall  devote  substantially  all his  business  time and  efforts  to
Employer's business and shall not engage in any other business.

          3. The term of this Agreement shall begin on the "Effective  Date" and
shall  end  on  the  date  which  is one  (1)  year  following  such  date  (the
"Anniversary  Date");  provided,  however,  that such term shall be extended for
additional  one (1) year terms on each  Anniversary  Date,  unless  either party
hereto gives  written  notice to the other party not to so extend  within ninety
(90) days prior to such  Anniversary  Date,  in which case no further  extension
shall occur and the term of this Agreement shall end on the Anniversary  Date as
of which the notice not to extend is given (such term,  including  any extension
thereof  shall herein be referred to as the  "Term").  A notice not to extend by
either party shall be a  termination  of  employment  prior to expiration of the
Term of this Agreement for all purposes of this Agreement,  including  section 7
and  section 8 hereof.  Such  notice  not to extend  shall be in the form of the
"Notice of Termination" defined in section 10 hereof, and shall contain specific
reference to specific  provisions  of section 7 hereof  relied upon for any such
termination on the Anniversary Date or otherwise.

          4. Employee  shall receive an annual salary of One Hundred  Sixty-five
Thousand Dollars ($165,000) ("Base  Compensation")  payable at regular intervals
in  accordance  with  Employer's  normal  payroll  practices now or hereafter in
effect.  Employer may  consider  and declare from time to time  increases in the
salary it pays Employee and thereby increases in his Base Compensation. Employer
may also  declare  decreases  in the salary it pays  Employee  if the  operating
results of Employer are  significantly  less favorable than those for the fiscal
year then ending,  and Employer  makes  similar  decreases in the salary it pays
other senior executive officers of Employer.

          5. So long as  Employee is employed  pursuant  to this  Agreement,  he
shall be included as a participant in all present and future  employee  benefit,
retirement, and compensation plans generally available to employees of Employer,
consistent with his Base Compensation, his Job Responsibilities and his position
as Chief Financial Officer of Employer and its subsidiaries,  including, without
limitation,  Employer's 401(k) plan, stock incentive plan, Executive Bonus Plan,
split  dollar  life  insurance   program,   and  group  life   insurance   plans
(collectively, "Benefit Plans").

          6. So long as  Employee  is  employed  by  Employer  pursuant  to this
Agreement, Employee shall receive reimbursement from Employer for all reasonable
business expenses  approved by Employer,  upon submission to Employer of written
vouchers and statements for reimbursement.

          7. Subject to the  respective  continuing  obligations of the parties,
including but not limited to those set forth in subsections 8(A), 8(B), 8(C) and
8(D) hereof,  Employee's  employment by Employer may be terminated  effective on
any  Anniversary  Date or otherwise  prior to the expiration of the Term of this
Agreement as follows:

         (A)      Employer,  upon  written  notice to  Employee,  may  terminate
                  Employee's employment with Employer at any time for cause. For
                  purposes of this subsection 7(A),  "cause" shall be defined as
                  (i)  misconduct,  (ii)  breach  of  fiduciary  duty  involving
                  personal profit,  (iii) intentional  failure to perform stated
                  duties,  (iv)  conviction of a violation of any law,  rule, or
                  regulation (other than minor traffic  violations),  or (v) any
                  breach of any term, condition or covenant of this Agreement.

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         (B)      Employer  may  fail to  renew  this  Agreement  effective  any
                  Anniversary Date, or may terminate Employee's  employment with
                  Employer at any time, without cause.

         (C)      Employee,  by written  notice to Employer,  may  terminate his
                  employment  with Employer at any time for cause.  For purposes
                  of this subsection  7(C),  "cause" shall be defined as (i) any
                  action by  Employer  to  remove  Employee  as Chief  Financial
                  Officer of Employer  and its  subsidiaries,  except  where the
                  Employer acts to remove  Employee from such office for "cause"
                  as  defined  in  subsection  7(A)  hereof,  or (ii)  breach by
                  Employer of a term, condition or covenant of this Agreement.

         (D)      Except as otherwise provided in section 3 regarding nonrenewal
                  on any Anniversary Date, and in addition thereto, Employee, at
                  any time and upon thirty (30) days written notice to Employer,
                  may terminate his employment with Employer without cause.

          8. In the event of termination of Employee's  employment with Employer
pursuant to section 7 hereof, which shall include a nonrenewal of this Agreement
on any  Anniversary  Date as  provided in section 3 hereof,  compensation  shall
continue to be paid by Employer to Employee as follows:

         (A)      In the event of  termination  for cause by Employer or without
                  cause  by  Employee  pursuant  to  subsection  7(A)  or  7(D),
                  respectively, compensation provided for herein (including Base
                  Compensation)  shall  continue to be paid,  and Employee shall
                  continue  to  participate  in  the  Benefit  Plans  and  other
                  perquisites  as provided  in sections 5 and 6 hereof,  through
                  the  date  of   termination   specified   in  the   notice  of
                  termination.  Any benefits payable under such Benefit Plans as
                  a result of  Employee's  participation  in such plans  through
                  such date shall be paid when due under those  plans.  The date
                  of termination specified in any notice of termination pursuant
                  to  subsection  7(A) shall be no later than the last  business
                  day of the month in which such notice is provided to Employee.

         (B)      In the event of termination  without cause by Employer or with
                  cause  by  Employee  pursuant  to  subsection  7(B)  or  7(C),
                  respectively, compensation provided for herein (including Base
                  Compensation)  shall  continue to be paid,  and Employee shall
                  continue  to  participate  in  the  Benefit  Plans  and  other
                  perquisites  as provided  in sections 5 and 6 hereof,  through
                  the  date  of   termination   specified   in  the   notice  of
                  termination.  Any benefits payable under such Benefit Plans as
                  a result of  Employee's  participation  in such plans  through
                  such  date  shall  be paid  when due  under  those  plans.  In
                  addition,  Employee  shall be  entitled to continue to receive
                  from Employer his Base  Compensation at the rates in effect at
                  the time of termination and benefits under the health and life
                  insurance  plans for one (1)  additional six (6) month period,
                  provided,  however that  Employer  will not maintain any other
                  Benefit  Plan for the  continued  benefit of Employee  and his
                  dependents during such period.

         9. In order to induce Employer to enter into this  Agreement,  Employee
agrees as follows:

         (A)      Unless otherwise required to do so by law, including the order
                  of a court or government agency, Employee shall not divulge or
                  furnish trade secrets (as defined in IND. CODE Sec.  24-2-3-2)
                  of Employer or any  confidential  information  acquired by him
                  while  employed by Employer  concerning  the policies,  plans,
                  procedures  or  customers  of Employer to any person,  firm or
                  corporation,  other than Employer or upon its written request,
                  or use any  such  trade  secret  or  confidential  information
                  directly or indirectly  for  Employee's own benefit or for the
                  benefit  of  any  person,   firm  or  corporation  other  than
                  Employer,   since  such   trade   secrets   and   confidential
                  information  are  confidential  and shall at all times  remain
                  property of Employer.

         (B)      That during his employment with Employer,  and for a period of
                  one (1) year after  termination  of  Employee's  employment by
                  Employer for reasons other than those set forth in subsections
                  7(B)  or  (C) of  this  Agreement,  Employee  shall  not:  (a)
                  compete, directly or indirectly, with the business of Employer
                  (and  any of its  subsidiaries  or  affiliates)  as  conducted
                  during  the  term of this  Agreement  (defined  as van,  sport
                  utility,  bus, and truck  conversions  and original  equipment
                  manufacturer   approved   supplier),   or  have  any  interest
                  (including  any  interest or  association,  including  but not
                  limited to, that of owner, part owner,  partner,  shareholder,
                  director,  officer,  employee,  agent,  consultant,  lender or
                  advisor) in any person,  firm or entity  which  competes  with
                  Employer in the  geographic  area  described  on the  attached
                  Exhibit A (each such person,  firm or entity is referred to as
                  "Competitor"); (b) solicit or accept business for or on behalf
                  --------- of any Competitor;  (c) solicit, induce or persuade,
                  or attempt to solicit,  induce or persuade, any person to work
                  for or provide services to or provide financial assistance to,
                  any  Competitor;  (d) solicit or accept for or on behalf of or
                  for the  benefit  of any  Competitor,  any  business  from any
                  person, firm or entity which during the term of this Agreement
                  was  a  vendor  or  supplier  to,  or  subcontractor  for,  or
                  commercial  purchaser  from,  Employer;  or (e)  engage in any
                  business,  either as an owner or representative or employee or
                  otherwise, that is competitive with any business engaged in by
                  Employer or any of its  affiliates if my  involvement  in such
                  business   would  require  the   performance   of  duties  and
                  acceptance  of  responsibilities  the  same  or  substantially
                  similar  to those  performed  and  assumed  during  Employee's
                  employment  with Employer.  Employee  recognizes that Employer
                  and its affiliates market products  worldwide and,  therefore,
                  performance of the same or substantially similar duties in any
                  geographic   region  would  be   detrimental   to   Employer's
                  legitimate interests; Employer has a legitimate interest which
                  these provisions are reasonably necessary to

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                  protect; the restrictions on competition  contained herein are
                  reasonable in time and geographic  scope; and Employee is, and
                  shall not be, unreasonably restricted in gainful employment by
                  these provisions.

         (C)      If Employee's  employment  by Employer is  terminated  for any
                  reason by either Employee or Employer, Employee will turn over
                  immediately    thereafter    to    Employer    all    business
                  correspondence,  letters,  papers, reports,  customers' lists,
                  financial  statements,  records,  drawings,  credit reports or
                  other confidential information or documents of Employer or its
                  affiliates in the  possession  or control of Employee,  all of
                  which  writings  are and  will  continue  to be the  sole  and
                  exclusive property of Employer or its affiliates.

         (D)      If Employee's  employment by Employer is terminated during the
                  Term of this  Agreement  for reasons set forth in  subsections
                  7(B)  or  (C)  of  this  Agreement,  Employee  shall  have  no
                  obligations to Employer with respect to  noncompetition  under
                  subsections 9(A) and 9(B).

         10.  Any   termination  of  Employee's   employment  with  Employer  as
contemplated by section 3 and section 7 hereof,  except in the  circumstances of
Employee's  death,  shall be  communicated by written "Notice of Termination" by
the  terminating  party to the other party hereto.  Any "Notice of  Termination"
must refer to one or more of  subsections  7(A),  7(B),  7(C), or 7(D) and shall
indicate  the  specific  provisions  of this  Agreement  and one or more of such
subsections of section 7 relied upon,  and shall set forth in reasonable  detail
the facts and  circumstances  claimed  to  provide a basis for such  termination
under one or more of such subsections of section 7.

         11. Anything in this Agreement to the contrary notwithstanding, payment
of Base  Compensation  by the  Employer or to or for the benefit of the Employee
pursuant to subsection  8(B) hereof shall be inclusive of payments  attributable
to the  confidentiality  and  noncompetition  covenants  of section 9 hereof and
shall be payable  whether or not  deductible by the Employer for federal  income
tax purposes.

         12. If a dispute arises  regarding other  provisions of this Agreement,
including  enforcement  of the  confidentiality  and  noncompetition  provisions
hereof,  then such  shall be heard  only by the judge and not by a jury,  in any
court of general  jurisdiction  in Elkhart  County,  Indiana,  to which sole and
exclusive  jurisdiction  each party irrevocably  consents.  The prevailing party
shall be entitled to its costs,  expenses and  reasonable  attorney's  fees.  No
attempt will be made to  consolidate,  by  counterclaim  or otherwise,  any such
action or  proceeding  with any other action or  proceeding  in which there is a
trial by jury or in which a jury trial cannot be or has not been waived.

         13.  For   purposes   of  this   Agreement,   notices   and  all  other
communications  provided  for herein  shall be in writing and shall be deemed to
have been given when personally delivered, or mailed by United States registered
or certified  mail,  return receipt  requested,  postage  prepaid,  addressed as
follows:

         If to Employee:   Richard J. Mullin
                           3326 Deer Lake Drive
                           South Bend, IN 46614

         If to Employer:   Starcraft Corporation
                           2703 College Avenue
                           Post Office Box 1903
                           Goshen, IN  46526
                           Attention: Michael H. Schoeffler, President

Or to such address as either party herein may have  furnished to the other party
in writing in  accordance  herewith,  except  that  notices of change of address
shall be effective only upon receipt.

         14. The validity,  interpretation,  and  performance  of this Agreement
shall  be  governed  by the laws of the  State  of  Indiana.  No  agreements  or
representation,  oral or  otherwise,  express or  implied,  with  respect to the
subject  matter hereof have been made by either party which are not set forth in
this  Agreement.  The invalidity or  unenforceability  of any provisions of this
Agreement  shall  not  affect  the  validity  or  enforceability  of  any  other
provisions of this Agreement  which shall remain in full force and effect.  This
Agreement is binding upon and inures to the benefit of personal representatives,
heirs, successors and assigns.

         IN  WITNESS  WHEREOF,  the  parties  have  caused the  Agreement  to be
executed and delivered this 1st day of September, 2000.

"Employee"                                  "Employer"
                                            STARCRAFT CORPORATION


/s/ Richard J. Mullin                       By: /s/ Michael H. Schoeffler
-------------------------------                ---------------------------------
Richard J. Mullin                                  Michael H. Schoeffler,
                                            Its:   President


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                                    EXHIBIT A

         In Japan,  Europe,  and any of the 48  contiguous  States of the United
States of America;  it being  acknowledged by Employee that the Company conducts
business in all such States,  and also it is  acknowledged  by Employee that the
Company presently  conducts a substantial  amount of its business in each of the
following States:

                                    Wisconsin
                                    Michigan
                                    Illinois
                                    Indiana
                                    Ohio
                                    Pennsylvania
                                    New York
                                    Oklahoma
                                    Texas
                                    California





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