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                                EXHIBIT (10)(vi)

                             Material Contracts --
                              Employment Agreement
                            between Richman Gordman
                           1/2 Price Stores, Inc. and
                           Jeffrey J. Gordman, dated
                               February 1, 1997.







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                              EMPLOYMENT AGREEMENT

     This Employment Agreement (the "Agreement") is made as of February 1,
1997, between RICHMAN GORDMAN  1/2 PRICE STORES, INC., a Delaware corporation
("Company") and Jeffrey J. Gordman ("Executive").


     RECITALS:

     Executive is currently the President and Chief Executive Officer for
Company.  Company and Executive desire that Executive continue in this position
for Company upon the terms and conditions stated in this Agreement.


     IT IS AGREED:

     1. Position and Duties.  Company hereby employs Executive in the capacity
of President and Chief Executive Officer.  Executive shall perform the duties
as are reasonably associated with this position as Company may determine from
time to time.  Executive shall have the authority to enable him to carry out
his duties.

     2. Term.  The term of this Agreement shall commence as of the date hereof
and continue for a term of three (3) years.  On each anniversary of the
execution of this Agreement, the term shall automatically be extended for
another year unless either party gives notice of nonextension to the other
prior to such anniversary date.

     3. Compensation.  Company shall pay Executive a base salary of Two Hundred
Twenty-Five Thousand Dollars ($225,000) per year (the "Base Salary"), payable
biweekly in accordance with Company's normal payroll practices and subject to
normal withholding, including without limitation withholding for FICA and other
taxes.  The Base Salary shall be subject to such annual increases as Company's
Compensation Committee  shall determine are appropriate, provided that the Base
Salary shall not be less than $225,000.  Any such annual increases shall become
effective at the beginning of each fiscal year of Company during the term of
this Agreement.  Notwithstanding the foregoing,  Executive shall be eligible to
be considered for a performance bonus from time to time or to be considered for
a mid-year increase in Base Salary, in each case at the sole discretion of
Company,  as recommended by Company's  Compensation Committee.

     4. Benefits.





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            a. General.  Executive also shall be entitled to the following
      benefits (the "Benefits"):

            (1) Payment by Company of premiums for short term disability
            insurance (100% of salary for up to six months)  and director and
            officer liability insurance for Executive, and a bi-weekly benefits
            allowance determined in accordance with Company's executive
            benefits  policy currently in place;

                 (2)  Payment by Company of membership dues for executive in
            Prairie Life Club;

            (3)  Contribution by Company to 401(k) plans of Executive on terms
            applicable to other senior management participants in such 401(k)
            plans; and

            (4)  All other then current executive benefits offered by Company
            and not otherwise specified above.

      Any amounts payable to Executive under any benefit plans in respect of
      any calendar year during which Executive is employed by Company for less
      than the entire such year shall, unless otherwise required by government
      regulation of the applicable plan, be prorated in accordance with the
      number of days in such calendar year during which he is so employed.

           b.  Vacations.  Executive shall be entitled to the number of paid
      vacation days in each calendar year determined in accordance with
      Company's vacation plan, but in no event less than twenty (20) working
      days (four weeks) per calendar year.  Executive shall also be entitled to
      all paid holidays generally given by Company to its executives.

           c.  Services Furnished.  Company shall furnish Executive in Omaha,
      Nebraska with office space, secretarial assistance and such other
      facilities and services as shall be suitable to Executive's position and
      adequate for the performance of Executive's duties.

      5. Reimbursement of Business Expenses.  Executive shall be entitled to
receive prompt reimbursement for all reasonable expenses incurred in performing
services for Company, including reasonable entertainment expenses and
reasonable travel and living expenses while away from home in the performance
of services for Company, provided that such expenses are incurred and accounted
for in accordance with Company's policies and procedures in effect from time to
time.

      6. Termination.  For purposes of this Agreement, "Termination Date" shall
mean the last day of Executive's employment hereunder.  This Agreement and
Executive's employment hereunder may be terminated as follows:




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           a. Death.  This Agreement shall terminate without notice 
automatically upon the Executive's death.  In such case, the Termination Date 
shall be the date of death.

           b. Total Disability.  Company may terminate this Agreement following
      Executive's total and continuous disability for a period of 180
      consecutive days if the Board of Directors determines in good faith that
      the disability prevents the Executive from carrying out his duties;
      provided that such termination must be exercised by Notice of Termination
      delivered to Executive prior to substantial cure of such disability.  In
      such case, the Termination Date shall be the date of delivery of the
      Notice of Termination, or such later date as may be specified in the
      Notice of Termination.

           c. Cause.  Company may terminate this Agreement for Cause provided
      the conditions of this Section 6(c) are met.  For purposes of this
      Agreement, "Cause" shall mean (i) willful dishonesty which materially
      damages Company or (ii) willful failure to substantially perform duties
      if such performance is not commenced within five (5) business days after
      written notice is delivered to Executive specifically identifying the
      failure.  Company shall initiate termination for Cause by delivering a
      Notice of Termination to Executive.  Upon delivery of the Notice of
      Termination under clause (i) above, Executive shall be immediately
      suspended, with pay, from his duties.  Executive shall not be suspended
      in connection with a Notice of Termination given under clause (ii) above.
      Company shall give Executive at least 15 days written notice of and an
      opportunity to be heard at a Board of Directors meeting at which the
      Board shall decide whether to rescind the Notice of Termination.  If the
      Notice of Termination is not rescinded, the Termination Date shall be the
      date of the Board of Directors meeting, or such later date as may be
      specified by the Board.

           d.  Without Cause.  Company may terminate this Agreement at any time
      without Cause upon 30 days' Notice of Termination delivered to Executive.
      In the event Company materially changes Executive's duties or authority
      as provided in this Agreement, at Executive's option exercised at any
      time following such event, Executive may deem such conditions to be
      notice of termination by Company without Cause.

           e.  By Executive.  Executive may terminate his employment hereunder
      at any time with or without cause upon at least thirty (30) days' written
      notice of termination.

      "Notice of Termination", as used in this section, means a written notice
delivered to Executive by Company which states the specific termination
provision in this Agreement relied upon; sets forth in reasonable detail the
facts and circumstances claimed to provide a basis for termination of
Executive's employment under the provision so stated; and states the proposed
termination date in accordance with this Agreement.






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      7. Severance Compensation.  Upon termination of this Agreement, Executive
shall be entitled to the following severance compensation:

                 (a) Termination Without Cause.  Upon termination by Company
            without Cause, Executive shall be entitled to his then current Base
            Salary and  benefits under Section 4 hereof for the remainder of
            the term hereof.  The payment shall be paid within ninety (90) days
            after the Termination Date in a lump sum equal to the present value
            of the balance of such payments, such present value to be
            calculated based on a discount factor equal to the then-current
            general prime interest rate quoted for the fifth business day
            preceding the payment in the Wall Street Journal or if the Wall
            Street Journal is no longer being published, in a similar national
            financial publication.


                 (b) Termination for Nonperformance.  Upon termination of
            Executive under 6(c)(ii) of this Agreement, Executive shall be
            entitled to his then current Base Salary and benefits under Section
            4 hereof for the lesser of 12 months or the remaining term of this
            Agreement.  The payment shall be paid on a bi-weekly basis,
            pursuant to the provisions of Section 3 hereof.  At Company's
            option, the present value of any such remaining payments made be
            made in a lump sum, such present value to be determined in
            accordance with Section 7(a) above.

                 (c) Termination for Dishonesty, Resignation.  Upon termination
            of Executive under Section 6(c)(i) of this Agreement or if
            Executive resigns, he shall be entitled only to Base Salary and
            benefits under Section 3 of this Agreement through the Termination
            Date.

      8. Beneficiary Designation.  Executive may by written notice delivered to
Company during his lifetime designate which person(s), including primary and
contingent beneficiaries, in the event of his death during the term of this
Agreement, he elects to have receive any payments which would otherwise be due
him under this Agreement.  Executive may change his designations from time to
time and the last designation in writing filed with Company before his death
shall control.  Failing such designation, the payments shall be made to the
legal representative(s) of Executive's estate.  Company shall be fully
protected and absolved from any liability with respect to any payments made by
it hereunder in good faith and reasonably believed by it to be made in
compliance with any designation filed by Executive hereunder or, in the absence
thereof, to any persons reasonably believed by it in good faith to be entitled
to receive the same.

      9. Hiring of Employees, Trade Secrets, Etc.





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           a.  Hiring of Employees.  During the term of this Agreement and for a
      period of one year thereafter, Executive shall not for any reason 
      whatsoever, directly or indirectly, induce or attempt to influence any 
      management employee of Company or any subsidiary of Company to terminate 
      his or her employment with Company or such subsidiary of Company or to 
      hire any employee of Company or any subsidiary of Company.

           b.  Trade Secrets.  During the term of this Agreement and at all
      times thereafter, Executive shall not use for his personal benefit, or
      disclose, communicate or divulge to, or use for the direct or indirect
      benefit of any person, firm, association or company other than Company or
      any subsidiary of Company, any information regarding the business
      methods, business policies, procedures, techniques, research or
      development projects or results, trade secrets or other knowledge or
      processes of a proprietary nature belonging to, or developed by, Company
      or any other confidential information relating to or dealing with the
      business operations or activities of Company or any subsidiary of
      Company, made known to Executive or learned or acquired by Executive
      while in the employ of Company.

           c.  Covenant Against Competition.  Solely in the event that
      Executive is terminated for Cause in accordance with Section 7(a) or his
      employment terminates or is terminated under Section 7(b) above, for the
      period of one year Executive shall not compete against Company within 50
      miles of Company's corporate offices or any of its stores by, directly or
      as an agent or employee of another entity, performing services that are
      substantially similar to or are a competitive alternative to Company's
      primary business of off-price retailing.

           d.  Remedies.  Executive acknowledges that the restrictions
      contained in the foregoing Sections 9(a) and (b) (the "Restrictions"), in
      view of the nature of the business in which Company and its subsidiaries
      are engaged, are reasonable and necessary in order to protect the
      legitimate interests of Company and its subsidiaries, and that any
      violation thereof would result in irreparable injury to Company.
      Executive therefore further acknowledges that, in the event Executive
      violates, or threatens to violate, any Restrictions, Company and its
      subsidiaries shall be entitled to obtain from any court of competent
      jurisdiction, without the posting of any bond or other security,
      preliminary and permanent injunctive relief as well as damages and an
      equitable accounting of all earnings, profits and other benefits arising
      from such violation, which rights shall be cumulative and in addition to
      any other rights or remedies in law or equity to which Company or any
      subsidiary of Company may be entitled.

           e.  Invalid Provisions.  If any Restriction, or any part thereof, is
      determined in any judicial or administrative proceeding to be invalid or
      unenforceable, the remainder of the Restrictions shall not thereby be
      affected and shall be given full effect, without regard to the invalid
      provisions.




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           f.  Judicial Reformation.  If the period of time or the area
      specified in the Restrictions should be adjudged unreasonable in any
      judicial or administrative proceeding, then the court or administrative
      body shall have the power to reduce the period of time or the area
      covered and, in its reduced form, such provisions shall then be
      enforceable and shall be enforced.

           g.  Tolling.  If Executive violates any of the Restrictions, the
      restrictive period shall not run in favor of Executive from the time of
      the commencement of any such violation until such time as such violation
      shall be cured by Executive to the satisfaction of Company.

     10. Other Investments.  Nothing herein shall prohibit investments by the
Executive in other persons and enterprises, provided that such investments
shall not interfere with duties delegated to the Executive.

     11. Notices.  Any notice under this Agreement shall be deemed given to
Executive when deposited in the U.S. Mail postage prepaid addressed to him at
his last known residence and otherwise when delivered to him personally and to
Company when deposited in the U.S. Mail postage prepaid addressed to Company at
its principal office in Omaha, Nebraska and otherwise when delivered to Company
at such address, or to such other place as either party may direct from time to
time in writing.

     12. Miscellaneous.  No provision of this Agreement may be modified or
waived unless such waiver or modification is agreed to in writing signed by
Executive and Company.  No waiver by either party shall be deemed a waiver of
similar or dissimilar provisions or conditions at the same or at any prior or
subsequent time.

     13. Severability.  The invalidity or unenforceability of any provision(s)
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.

     14 Successors and Assigns.  The rights and obligations of Company under
this Agreement shall be binding upon and shall benefit its successors and
assigns.  Company shall not sell substantially all of its assets or undertake a
liquidation or dissolution of Company without providing reasonable assurances
to Executive that this Agreement will be honored by the successor to Company's
business.

     15. Entire Agreement.  This Agreement sets forth the entire agreement of
the parties hereto with respect  to the subject matter contained herein.  This
Agreement supersedes all prior agreements, promises, covenants, arrangements,
communications, representations or warranties, whether oral or written, by any
officer, employee or representative of any party hereto in respect thereof.




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     16. Governing Law.  This Agreement shall be construed and enforced in
accordance with the laws of the State of Nebraska.

     17. Survival.  The provisions of Sections 6, 7, 8 and  9  of this
Agreement shall survive the termination of this Agreement.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first above written.

                                  RICHMAN GORDMAN  1/2 PRICE STORES, INC.


                                  By /s/ Paul M. Bass, Jr.
                                    --------------------------------
                                  Title Chairman
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                                  EXECUTIVE


                                  /s/ Jeffrey J. Gordman
                                  ----------------------------------
                                  Jeffrey J. Gordman




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