PERFORMANCE-BASED
                             COMPENSATION AGREEMENT


     THIS  AGREEMENT,  entered into as of this ___ day of  ___________,  between
CHAPPARRAL  BOATS,  INC.,  a  Georgia   corporation   (hereinafter   called  the
"Company"), and JAMES A. LANE, JR. (hereinafter called the "Employee").


                              W I T N E S S E T H:

     WHEREAS,  the Company  desires to employ  Employee and Employee  desires to
accept employment on the terms and conditions hereinafter stated; and

     NOW,  THEREFORE,  in  consideration  of the  employment  of Employee by the
Company,  and the promises and mutual covenants and agreements herein contained,
the parties agree as follows:

                                 1. Definitions

     a)   The term  "Pre-tax  Profits" as used  herein  means the profits of the
          Company  determined in accordance with generally  accepted  accounting
          principles consistently applied prior to:

          (i)  any  provision  being made for a Special  Payment  (as defined in
               Section 1(c);

          (ii) any recognition of an extraordinary gain or loss;

          (iii) any provision for federal and state income taxes;

          (iv) any  provision  being made for the bonus  provided for in Section
               3(b)  hereof and any bonus  provided  for in Section  3(b) of the
               performance based compensation  agreement between the Company and
               William S. Pegg dated the date hereof; and

          The parties  acknowledge  that in determining  Pre-tax Profits (i) the
          cost of payments  referred to in Section 3(b) hereof shall be expenses
          in the period accrued;  (ii) interest on the amount of working capital
          employed  for  expansion  through   acquisitions  and/or  for  Capital
          Improvements  shall  accrue  for the  account of Parent at the rate of
          one-half  percent (1/2%) over the prime rate charged by SunTrust Bank,
          Atlanta,  Georgia  at the  date of such  employment  of  funds,  which
          interest  shall  accrue  from the date such funds are  contributed  or
          designated  for such  employment  through the date on which such funds
          are deemed repaid to Parent; and (iii) such profit shall be determined



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          by the independent  certified public accountant  regularly employed by
          the  Company  in  accordance   with  generally   accepted   accounting
          principles  consistently  applied except as herein  modified;  and, in
          particular,  a sale of goods by the  Company  shall  not be  deemed to
          occur until the purchaser accepts delivery thereof.

     (b)  The term "Parent" as used herein means Marine Products Corporation,  a
          Delaware corporation.

     (c)  The term "Special  Payment" as used herein means any management fee or
          charge  assessed  by Parent  against the  Company  other than  charges
          (which are no greater  than  would be  charged by an  unrelated  third
          party) for goods and services  furnished to the Company by Parent of a
          type which the Company  customarily  obtains or requests and which the
          Company would require or would desire to obtain from a third party but
          for their availability from or through Parent. Additionally,  the term
          "Special Payment" shall include  intercompany  overhead  allocation or
          general accounting fee.

                               2. Term and Duties

     (a)  Employee  shall serve the Company as its  President,  Chief  Executive
          Officer,  Chief  Financial  Officer and  Treasurer for a term of seven
          years beginning November 3, 2000 and ending November ___, 20___ unless
          earlier terminated as provided herein.

     (b)  In  addition  to those  duties and  responsibilities  set forth in the
          corporate  bylaws of the  Company,  Employee  shall have the duties of
          leadership and  responsibility  normally  associated  with the offices
          President,  Chief  Executive  Officer,  Chief  Financial  Officer  and
          Treasurer of and shall be responsible for marketing, dealer relations,
          accounting  and  administration.  He  shall  use his best  efforts  to
          perform  his duties in a manner  which is in the best  interest of the
          Company.  His  responsibilities  shall  include  the  negotiation  and
          execution of contracts on behalf of the Company in the ordinary course
          of business,  and the employment and supervision of personnel required
          for the  operation  of the Company,  and such other duties  consistent
          with  his  position  with  the  Company  as may  from  time to time be
          assigned  to him by the  Chairman  of the  Board of  Directors  of the
          Company or the  President  of the Parent if the Board of  Directors of
          the Company shall so designate.

     (c)  For so long as Employee is employed by the  Company,  Employee  agrees
          (i) to devote all his time,  energy and skill during regular  business
          hours to the  performance  of the  duties of his  employment  (accrued
          vacations and reasonable  absences due to illness excepted),  and (ii)
          not to engage  directly or  indirectly in any active work for which he
          receives  compensation  or other  emolument  without the prior written
          consent of the  Chairman of the Board of  Directors  of the Company or
          such  other  person as the Board of  Directors  of the  Company  shall
          designate from time to time,  provided that nothing  contained  herein
          shall be deemed to  preclude  Employee  from  owning 1% or less of the


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          outstanding  shares of any publicly  traded company or from serving on
          the board of  directors  of any company in which  Employee  invests in
          accordance with the terms of this Agreement.

                                 3. Compensation

     (a)  Employee  shall  receive  a base  salary of  $67,841  per year paid in
          approximately  equal weekly  installments in arrears and in accordance
          with the Company's normal payroll and withholding procedures.

     (b)  In addition to the  compensation  provided for in Section 3(a) hereof,
          Employee  shall be paid an incentive  bonus equal to ten (10%) percent
          of Pre-tax Profits.  The Pre-tax Profits for each fiscal year (or part
          thereof)  during the term of this Agreement  shall be estimated at the
          end of each calendar month and an advance payment of the amount of the
          estimated  incentive  bonus which has been  earned  during such fiscal
          year (less previous advances) shall be paid to Employee following such
          determination  and prior to the end of the next following  month.  The
          definitive  amount of the  incentive  bonus shall be determined by the
          firm  of  certified  public  accountants  employed  by the  Parent  in
          connection with their  examination of the financial  statements of the
          Company for each fiscal year during the term of this  Agreement  which
          determination  shall be final and binding on Employee and the Company.
          Following  such  determination  the  Company  shall pay  Employee  any
          additional  incentive  bonus due him or Employee  shall  reimburse the
          Company for any  over-payments of the incentive bonus, as the case may
          be.

                                   4. Notices

     Any  notice  required  or  permitted  to be given to one party by the other
party  hereto  pursuant  to this  Agreement  shall be in  writing  and  shall be
personally  delivered or sent by United  States Mail,  certified or  registered,
return receipt requested,  first class postage and charges prepaid, in envelopes
addressed to the parties as follows:

                  Employee:       James A. Lane, Jr.
                                  Industrial Park Blvd.
                                  Nashville, Georgia   31639

                  Company:        Chaparral Boats, Inc.
                                  c/o Marine Products Corporation
                                  2170 Piedmont Road, N.E.
                                  Atlanta, Georgia  30329
                                  Attention:  Richard A. Hubbell



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or at such other  addresses  as shall be  designated  in writing as aforesaid by
either  party to the other party  hereto.  Notices  delivered in person shall be
effective on the date of delivery.  Notices sent by United  States Mail shall be
effective upon the date of actual receipt.

                                  5. Assignment

     The assignment by Employee of this Agreement or any interest herein,  or of
any money due or to become due by reason of the terms hereof,  without the prior
written consent of the Company, shall be void. This Agreement may be assigned by
the Company to any subsidiary or successor;  provided,  that in the event of any
such  assignment,  the Company  shall obtain an  instrument in writing from such
assignee  assuming the obligations of the Company hereunder and shall deliver an
executed copy thereof to Employee.

     IN WITNESS  WHEREOF,  the parties  hereto have executed this  Agreement and
have affixed their seals as of the date first above written.

                                 COMPANY:

                                 CHAPARRAL BOATS, INC.


                                 By:
                                     ----------------------------
                                       Richard A. Hubbell
                                 Its:  Vice President
                                                            (CORPORATE SEAL)


Attest or Witness:


By:
    --------------------------------
Title:
       -----------------------------


                                 EMPLOYEE:


                                                               (SEAL)
                                 ------------------------------
                                 James A. Lane, Jr.



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