BONUS AGREEMENT

     THIS BONUS AGREEMENT ("Agreement") is made and entered into effective as of
the ______ day of  ______________,  1998, by and between Bentley  International,
Inc. ("Bentley"), a Missouri corporation, and Pauline Raschella ("Raschella").

     WHEREAS,  Raschella is the  President  and Chief  Operating  Officer of and
chief designer for Bentley's former  subsidiary,  Windsor Art, Inc.  ("Windsor")
and contributed substantially to the profitability of Windsor while it was owned
by Bentley;

     WHEREAS, Bentley has sold Windsor to Interiors, Inc. ("Interiors") for cash
and notes;

     WHEREAS,  Bentley  holds  stock  in  and a  note  from  Interiors,  Windsor
represents a  substantial  asset of Interiors  and secures said note and Bentley
thus has a substantial stake in the future success of Windsor;

     WHEREAS,  providing a bonus to Raschella will not only award  Raschella for
past  performance  but will also serve as an inducement for Raschella to work to
increase  the  profitability  of  Windsor  and  Interiors  and to  continue  her
employment with Windsor,  improving the probability  that Bentley will be repaid
on the note  outstanding  and that the stock in Interiors  owned by Bentley will
appreciate;

     NOW  THEREFORE,  in  consideration  of the material  promises and covenants
hereinafter   set  forth  in  this   Agreement   and  other  good  and  valuable
consideration,  the  receipt  of  which  is  hereby  acknowledged,  Bentley  and
Raschella agree as follows:

     1. Bonus. Bentley shall pay Raschella a bonus, subject to the terms hereof,
     of:

     A. Two Hundred Thousand Dollars  ($200,000) in cash on the date hereof;

     B.110,000 shares of Common Stock of Bentley (the "Bentley  Shares'),  
     subject0 to  the  conditions  and  restrictions   recited  below,  a  
     certificate(s)representing  such shares to be  delivered  within 10 
     business  days of the date hereof;

     C. 100,000 shares of Class A Common Stock of Interiors (the "Interiors
     Stock") payable to Raschella upon termination of the Escrow Agreement 
     between Interiors and Bentley dated as of July 30, 1998 (the "Escrow 
     Agreement"), subject to the provisions thereof, the following conditions,
     the provisions of that certain Stock Purchase Agreement between Bentley and
     Interiors dated as of July 30, 1998,  and the provisions of that certain 
     Securities Purchase and Registration Rights Agreement between Bentley and 
     Interiors dated as of July 30, 1998, along with any securities or cash 
     payments paid as dividends or stock splits in respect of such Interiors
     Stock;  provided, however, that if Interiors exercises its option to buy 
     back the 1,500,000 shares of Interiors Stock owned Bentley and subject to 
     the Escrow Agreement, then in lieu of the 100,000 shares of Interiors 
     Stock, Bentley shall pay to Raschella, upon termination of the Escrow 
     Agreement, a pro rata share (100,000/1,500,000) of the payment received 
     by Bentley in connection with Interiors' exercise of its option to buy back
     the 1,500,000 shares of Interiors Stock, which based on the option price 
     for said 1,500,000 shares of Interiors Stock, namely One Million Six 
     Hundred Twenty-Five Thousand Dollars ($1,625,000), is One Hundred Eight 
     Thousand, Three Hundred Thirty-Three and 33/100  Dollars ($108,333.33); 
     provided further, however, that the payment to Raschella of Interiors 
     Stock, or cash in the event Interiors executes Interiors' option, as 
     recited above, shall be subject to the condition that Raschella either
     continue to be employed by Windsor through the termination of the Escrow 
     Agreement, or that her employment with Windsor shall have been terminated 
     without cause by Windsor prior to such termination of the Escrow Agreement
     (such condition hereinafter referred to as the "Employment Condition"); and

     D. a 5%  participation  in all payments made under the $2,000,000 note made
     by Interiors in favor of Bentley dated July 30, 1998 (the  "Note"),  to be
     paid  over  from  Bentley  to  Raschella forthwith   upon  receipt  by  
     Bentley,   provided   that  the Employment  Condition  has been  satisfied,
     and,  provided, further  however, that if Interiors  defaults on the  Note,
     Raschella shall be entitled to a 5%  participation in all cash amounts 
     subsequently collected on the Note, after any expenses of  collection,  but
     Raschella  shall have no  interest in or other  right with  respect to any
     collateral  now  pledged as security  for the Note  acquired by Bentley as
     a result of any such default.

2.       Tax Withholding. All bonuses and payments hereunder shall be subject to
         any and all required federal, state and local tax withholding.

3.       Termination  of Prior Options.  Raschella  hereby agrees that all stock
         options  previously  granted  by Bentley to her have been or are hereby
         terminated.

4.       Alternative  Sale of Interiors  Stock.  Bentley shall have the right to
         assign 100,000 shares of Class A Common Stock of Interiors to Raschella
         at any time and upon such assignment Bentley's  obligations pursuant to
         Section 1.C above and the rights of Raschella  pursuant to said Section
         1.C shall  terminate.  In no event shall Bentley have any obligation or
         duty to sell or obtain  payment from  Interiors  for any Class A Common
         Stock of Interiors  which  Bentley  transfers to Raschella  pursuant to
         Section 1.C above or this Section 4.

5.       Restrictions on Transfer of Shares Under Securities Laws.

         A.       Raschella  understands  and agrees that the Bentley Shares and
                  any Class A Common Stock of Interiors have not been registered
                  under the Securities Act and that, accordingly,  they will not
                  be  fully  transferable  except  as  permitted  under  various
                  exemptions  contained  in the  Securities  Act and  applicable
                  state securities laws or upon satisfaction of the registration
                  and prospectus delivery requirements of the Securities Act and
                  applicable state securities laws. Raschella  acknowledges that
                  she must  bear the  economic  risk of her  investment  in such
                  securities  for an  indefinite  period of time since they have
                  not been  registered  under the  Securities  Act and therefore
                  cannot be sold unless they are  subsequently  registered or an
                  exemption from registration is available.

         B.       Raschella hereby represents and warrants that she is acquiring
                  the Bentley  Shares and the Class A Common  Stock of Interiors
                  for investment purposes only, for her own account,  and not as
                  nominee or agent for any other  person,  and not with the view
                  to, or for resale in connection with, any distribution thereof
                  within the meaning of the Securities Act.

         C. Raschella hereby agrees with Bentley as follows:

                  (i)      The  certificates  evidencing  the Bentley Shares and
                           the  Class A  Common  Stock  of  Interiors  and  each
                           instrument or certificate issued in transfer thereof,
                           will bear substantially the following legend:

                           "The securities  evidenced by this  certificate  have
                           not been registered  under the Securities Act of 1933
                           and have been taken for investment  purposes only and
                           not with a view to the distribution thereof, and such
                           securities  may  not be sold  or  transferred  unless
                           there is an effective  registration  statement  under
                           such  Act  covering  such  securities  or the  issuer
                           corporation receives an opinion of counsel (which may
                           be counsel for the issuer  corporation)  stating that
                           such sale or transfer is exempt from the registration
                           and prospectus delivery requirements of such Act."

                  (ii)     The certificates  representing the Bentley Shares and
                           the  Class A  Common  Stock  of  Interiors  and  each
                           instrument or certificate issued in transfer thereof,
                           will  also  bear  any  legend   required   under  any
                           applicable state securities law.

                  (iii)    Absent an effective  registration statement under the
                           Securities  Act, and any necessary  state  securities
                           laws,  covering the disposition of the Bentley Shares
                           and/or  the  Class  A  Common  Stock  of   Interiors,
                           Raschella will not sell,  transfer,  assign,  pledge,
                           hypothecate or otherwise dispose of any or all of the
                           Bentley Shares without first providing issuer with an
                           opinion  of counsel  (which  may be  counsel  for the
                           issuer)  to the  effect  that  such  sale,  transfer,
                           assignment,    pledge,    hypothecation    or   other
                           disposition  will be exempt from the registration and
                           the   prospectus   delivery   requirements   of   the
                           Securities Act and the  registration or qualification
                           requirements of any applicable state securities laws.

                  (iv)     Raschella  consents to Bentley's and Interiors making
                           notations  on  their  respective  records  or  giving
                           instructions  to any  transfer  agent  of  the  their
                           respective   shares   in  order  to   implement   the
                           restrictions on transfer set forth in this subsection
                           5.C.

6.  Release.  Raschella  for herself and her heirs,  executors,  administrators,
successors and assigns,  releases and  discharges  Bentley and each of Bentley's
current and former  directors and officers  from all actions,  causes of action,
suits, debts, sums of money, accounts,  reckonings,  bonds, bills,  specialties,
covenants,   contracts,   controversies,    agreements,   promises,   variances,
trespasses,   damages,  judgments,   extents,  executions,  claims  and  demands
whatsoever,  known or unknown,  fixed,  contingent or  conditional  in law or in
equity  (the  foregoing  being  collectively  referred  to as  "Claims"),  which
Raschella and/or her heirs, executors,  administrators,  successors and assigns,
ever had, now have or hereafter  can,  shall or may have for, upon, or by reason
of any matter,  cause or thing whatsoever from the beginning of the world to the
date hereof,  other than any Claim which may arise pursuant to the terms of this
Agreement.

7.       Assignment; Agreement Binding; Severability;  Non-Waiver. Raschella may
         not  assign  or  delegate  any of  Raschella's  rights  or  obligations
         hereunder without the prior written consent of Bentley.  This Agreement
         shall be binding  upon,  and shall inure to the benefit of, the parties
         and their  respective  heirs,  legal  representatives,  successors  and
         permitted assigns.  The invalidity or  unenforceability  of any term or
         condition hereof shall in no way affect the validity or  enforceability
         of the  remaining  terms or  provisions  of this  Agreement.  A party's
         failure to exercise any of such party's rights in the event of a breach
         of this Agreement by the other party hereto shall not be construed as a
         waiver of any breach.

8.       Amendments;  Governing Law; Litigation. No amendments to this Agreement
         shall be binding unless in writing and signed by Raschella and Bentley.
         This  Agreement  shall be  interpreted,  construed  and in all respects
         governed in accordance with the laws of the State of Missouri,  without
         regard to the laws of conflicts.  If any litigation is instituted  with
         respect to this  Agreement,  the  prevailing  party in that  litigation
         shall  be  paid  by the  non-prevailing  party  all  expenses  of  such
         litigation, including reasonable attorneys' fees.

         IN WITNESS  WHEREOF,  the undersigned  have entered into this Agreement
effective as of the date first stated above.


Bentley International, Inc.


By: ______________________________          ___________________________
Title:____________________                          Pauline Raschella