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                                                                  EXHIBIT 10.8.3


                    SECOND AMENDMENT TO EMPLOYMENT AGREEMENT



         THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT made as of the 1st day of
January, 1999 by and between Thomas W. Klein (the "Executive"), currently
residing at 1057 Abeto Court, Chula Vista, California 91910, and Bacou USA
Safety, Inc., a corporation organized and existing under the laws of the State
of Delaware (the "Company"), with its principal offices at 10 Thurber Boulevard,
Smithfield, Rhode Island 02917.


                              W I T N E S S E T H:


         WHEREAS, the Executive and the Company entered into that certain
Employment Agreement as of the 3rd day of June, 1998 (the "Employment
Agreement"); and

         WHEREAS, the Executive and the Company entered into that certain First
Amendment to Employment Agreement (the "First Amendment") as of the 3rd day of
August, 1998; and

         WHEREAS, the Executive and the Company wish to amend the terms of the
Employment Agreement and the First Amendment, effective as of the date hereof.

         NOW, THEREFORE, in consideration of the mutual promises herein
contained, the Company and the Executive hereby agree as follows:


         1.       Section 2 of the Employment Agreement (as amended by the First
                  Amendment) is hereby revised to read as follows:

                           2. PERIOD OF EMPLOYMENT. The Company shall employ the
                  Executive, and the Executive shall perform the duties assigned
                  him by the Company, for a term beginning January 1, 1999 to
                  December 31, 2001 (the "Three-Year Term"). On January 1, 2002,
                  and at the end of each year thereafter, the period of
                  employment shall be automatically extended, without further
                  action by either party, for successive one-year periods (each,
                  a "Renewal Term") unless at least six months prior to the end
                  of any Term either party shall have served written notice on
                  the other of its election to allow this Agreement to terminate
                  at the end of such Term. 


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                  The Three-Year Term and any Renewal Term are sometimes
                  collectively referred to herein as the "Term".

                           If either party notifies the other party that he or
                  it shall not extend the period of employment beyond the end of
                  the Term, the Company may, at its option, decide that the
                  Executive shall take a leave-of-absence for part or all of the
                  remaining time of his employment, continuing to receive all
                  compensation as if actively working.


         2.       Section 3 of the Employment Agreement is hereby amended by
                  adding a new subsection (v) thereto, which shall read as
                  follows:

                  (v)      The Executive's employment being terminated by the
                           Company without cause during the Three-Year Term. If
                           the Board of Directors of the Company shall determine
                           that the Executive's employment shall be terminated
                           without cause (as "cause" is defined in Section 3(iv)
                           hereof) prior to the end of the Three-Year Term, the
                           Executive's employment shall terminate as of such
                           effective date. In such event, the Company shall
                           continue to pay the Executive for the remainder of
                           the Three-Year Term at a rate of 50% of his Base
                           Salary (as defined in Section 4(a)) then in effect.


         3.       Section 3 of the Employment Agreement is further amended by
                  adding a new subsection (vi) thereto, which shall read as
                  follows:

                  (vi)     The Executive shall voluntarily terminate his
                           employment during the Three-Year Term. If the
                           Executive shall terminate his employment voluntarily,
                           then he shall pay the Company for the remainder of
                           the Three-Year Term at a rate of 25% of his Base
                           Salary then in effect.


         4.       Section 4(a) of the Employment Agreement (as amended by the
                  First Amendment) is hereby amended by deleting the term "Two
                  Hundred Twenty Thousand Dollars ($220,000.00)" and inserting
                  "Two Hundred Thirty Thousand Dollars ($230,000)" in lieu
                  thereof.


         In all other respects, the Employment Agreement (as amended by the
First Amendment) shall remain in full force and effect.


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         IN WITNESS WHEREOF, the Executive and the Company have duly executed
this Second Amendment to Employment Agreement as of the day and year first above
written.


BACOU USA SAFETY, INC.



By: /s/ Walter Stepan                       /s/ Philip B. Barr
    Walter Stepan                           Philip B. Barr
    Chairman, President and CEO             Vice Chairman, Secretary & Treasurer


EXECUTIVE:


/s/ Thomas W. Klein
Thomas W. Klein




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