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                                                                   EXHIBIT 10.53

                              EMPLOYMENT AGREEMENT

     This AGREEMENT made as of the 3rd day of November, 1997, by and between
Bigmar, Inc., a Delaware corporation (hereinafter, "the Employer" or
"Employer"), and William R. Ash, III (hereinafter, "the Executive" or
"Executive").

1.   Commencing on the Effective Date, as hereinafter defined, of this
     Agreement, Employer shall employ Executive as Chief Financial Officer to
     perform the duties normally incident to such positions.

2.   Executive agrees to devote all of Executive's business time, efforts,
     skills and attention to fulfill Executive's duties and responsibilities
     hereunder faithfully, diligently and competently.

3.   The term of this Agreement shall commence on November 3, 1997 (the
     "Effective Date") and shall terminate two years thereafter, unless sooner
     terminated as hereinafter provided, and shall be subject to automatic
     annual renewal thereafter unless at least sixty days prior to the end of
     the term of this Agreement or any annual renewal period Executive or
     Employer shall give written notice to the other that this Agreement shall
     not be renewed.

4.   Employer will pay to Executive hereunder a salary at the rate of  s
     compensation for all services to be rendered by Executive hereunder a
     salary at the rate of Eighty Thousand and 00/100 ($80,000.00) Dollars
     ("Base Salary") for the twelve-month period commencing on the Effective
     Date and for each twelve month period thereafter (each a "Twelve-Month
     Period") subject to annual cost of living increases as may be approved by
     and in the discretion of the Board of Directors of Employer. The Base
     Salary shall be payable once weekly.

5.   Employer may pay to Executive bonuses (in cash or stock options) as may be
     approved by and in the discretion of the Board of Directors of Employer.
     The performance of Executive shall be reviewed by the Chief Executive
     Officer on or about each anniversary of the Effective Date.

6.   Employer will reimburse Executive for all reasonable travel and business
     expenses incurred by Executive in connection with performance of
     Executive's services hereunder in accordance with the usual practices and
     policies of Employer in effect from time to time, upon presentation of
     vouchers.

7.   Executive will be eligible for and will be afforded an opportunity to
     participate in all benefit plans and programs which are currently afforded
     or which may be afforded during the term of this Agreement to other
     executive officers of Employer, including, without limitation, group
     insurance. health, hospital, dental, major medical, life and disability
     insurance, 401k, and stock option plans or other similar fringe benefits.

8.   Executive will be entitled to four weeks vacation during each Twelve-Month
     Period.

9.   Executive represents and warrants that, to the best of Executive's
     knowledge, Executive is in good health.
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10.  In the event of Executive's death during the term of this Agreement, this
     Agreement shall terminate immediately, provided, however, that Executive's
     legal representatives shall be entitled to receive the Base Salary which
     would otherwise have been due Executive had Executive worked through the
     end of the month of Executive's death plus two additional months of the
     Base Salary for the Twelve-Month Period in which Executive died.

11.  If during the term of this Agreement, Executive is unable to perform
     Executive's duties hereunder on account of illness or other incapacity, and
     such illness or other incapacity shall continue for a period of more than
     three consecutive months during any Twelve-Month Period, Employer shall
     have the right, on thirty days' notice to Executive, given after such three
     month period, to terminate this Agreement. In the event of any such
     termination Employer shall be obligated to pay to Executive the Base Salary
     which would otherwise be due Executive until the end of the month during
     which the termination occurred plus four additional months of the Base
     Salary for the Twelve-Month Period in which such termination occurred. If,
     prior to the date specified on such notice, Executive's illness or
     incapacity shall have ceased and Executive shall have resumed the
     performance of Executive's duties hereunder, Executive shall be entitled to
     resume Executive's employment hereunder as though such notice had not been
     given. Employer's Board of Directors shall determine in good faith, upon
     consideration of medical evidence satisfactory to it, whether Executive by
     reason of physical or mental disability shall be unable to perform the
     services required of Executive hereunder.

12.  If Employer shall terminate Executive's employment hereunder for Cause, as
     hereinafter defined, or if Executive shall voluntarily leave Executive's
     employment hereunder, Employer will pay to Executive within ten days after
     the termination of such Agreement an amount equal to the amount which
     Executive would have earned as the Base Salary hereunder through the end of
     the then current month in which such termination or departure occurred.
     Cause shall mean any gross malfeasance directly and materially affecting
     Employer or conviction of a felony directly and materially affecting
     Employer, each of determined in the sole discretion of Employer.

13.  If Executive's employment is terminated by Employer without Cause, this
     Agreement shall terminate immediately, provided, however, that Employer
     shall be obligated to pay Executive the Base Salary had Executive worked
     through the last day of the month in which Executive was terminated and
     three months of the Base Salary for the Twelve-Month Period in which
     Executive was terminated.

14.  Executive covenants and agrees that any work or research, or the result
     thereof, including without limitation, inventions, processes or formulae
     made, conceived or developed by Executive, alone or in connection with
     others, during Executive's employment with Employer, whether within or
     without the usual hours of employment, which are related to the business,
     research, development work or field of operation of Employer, or any of its
     subsidiaries or affiliates, shall to the extent of
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     Executive's interest therein be the sole and exclusive  property of
     Employer. Executive further agrees to disclose all such inventions,
     processes and  formulae completely and in writing to the Board of Directors
     of Employer and to no other persons  unless so directed in writing by the
     Board of Directors of Employer. To the extent of Executive's  interest
     therein, all papers and records of every kind, relating to any invention,
     process, formula,  improvement or patent included within the terms of this
     Agreement, which shall at any time come into  the possession of the
     Executive shall be the sole and exclusive property of Employer and shall be
     surrendered to Employer upon termination of Executive's employment by
     Employer or upon  Employer's request at any other time either during or
     after the termination of such employment.

15.  Executive covenants and agrees with Employer that Executive has not, and
     will not, during  Executive's employment with Employer and thereafter,
     directly or indirectly, use, communicate,  disclose or disseminate to
     anyone (except to the extent reasonably necessary for Executive to  perform
     his duties hereunder, except as required by law or except if generally
     available to the public  otherwise than through use, communication,
     disclosure or dissemination by the Executive) any  materials, documents or
     records containing confidential information concerning the businesses or
     affairs of Employer or of any of its affiliates or subsidiaries which
     Executive may have acquired in the  course of or as incident to Executive's
     employment or prior dealings with Employer or with any of its  affiliates
     or subsidiaries, including, without limitation, customer lists, business or
     trade secrets of, or  methods or techniques used by Employer of any of its
     affiliates or subsidiaries in or about their  respective businesses, or any
     information whatsoever concerning the customer or suppliers of any of
     them.

16.  Executive acknowledges that Executive's services and responsibilities are
     of particular significance to  Employer and that Executive's position with
     Employer has given and will give Executive a close  knowledge of its
     policies and trade secrets. Since the Employer is in a creative and
     competitive  business, Executive's continued and exclusive service to
     Employer under this Agreement is of a high  degree of importance.

     Executive covenants and agrees with Employer that Executive has not,
     and will not during Executive's  employment with Employer and for a
     period of two years after the termination of Executive's  employment
     with Employer, in any manner, directly or indirectly, (i) induce or
     attempt to influence any  present or future officer, employee, lessor,
     lessee, licenser, licensee or agent of Employers or its  subsidiaries
     or its affiliates to leave its respective employ or solicit or divert
     or service any customers  or clients of Employers or its subsidiaries
     or its affiliates or (ii) alone or as a partner, officer, director,
     employee, consultant or stockholder (except for ownership of no more
     than 5% of the capitol stock)  of any corporation, partnership or
     other entity be competitive with the business of Employer or its
     subsidiaries or affiliates. For purposes of subdivision (ii) above of
     this paragraph 16, (a) a business  shall be
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     presumed to be competitive if it conducts in whole or in part anywhere in
     Switzerland, Italy,  Germany and the United States any business in which
     Employer, its subsidiaries or affiliates has  engaged in or engages in
     during the term of Executive's employment with Employer or which  Employer,
     its subsidiaries or affiliates contemplated or contemplates engaging in,
     and the burden of proving otherwise shall be on Executive, and (b) the
     business activities of a subsidiary or division of a publicly held
     corporation shall not be deemed to include the business activities of other
     subsidiaries or divisions of such publicly held corporation.

     Nothing herein shall restrict or otherwise limit Executive from
     managing Executive's private investments which are not competitive
     with the businesses of Employer. Executive shall be permitted to serve
     as a director of companies which are not competitive with the
     businesses of Employer, so long as such services do not interfere with
     the performance of Executive's duties under this Agreement.

17.  Executive acknowledges that the remedy at law for any breach or threatened
     breach by Executive of the covenants contained in paragraphs 14, 15, and 16
     would be wholly inadequate, and therefore Employer or its subsidiaries or
     its affiliates shall be entitled to preliminary and permanent injunctive
     relief and specific performance thereof. Paragraphs 14, 15, and 16
     constitute independent and separable covenants that shall be enforceable
     notwithstanding rights or remedies that Employer or its subsidiaries or its
     affiliates may have under any provision of this Agreement, or otherwise. If
     any or all of the foregoing provisions of paragraph 14, 15, and 16 are held
     to be unenforceable for any reason whatsoever, it shall not in any way
     invalidate or affect the remainder of this Agreement which shall remain in
     full force and effect. If the period of time or geographical areas
     specified in paragraphs 14, 15, and 16 are determined to be unreasonable in
     any judicial proceeding, the period of time or areas of restriction shall
     be reduced so that this Agreement may be enforced in such areas and during
     such period of time as shall be determined to be reasonable.

18.  Executive represents and warrants to Employer that since commencement of
     Executive's employment with Employer, Executive was not, is not now and, in
     the future will not without the approval of the Board of Directors of
     Employer, become, under any obligation of a contractual or other nature to
     any person, firm or corporation which is inconsistent or in conflict with
     this Agreement, or which would prevent, limit or impair in any way the
     execution of this Agreement or the performance by Executive of Executive's
     obligations hereunder and Executive will indemnify and hold harmless
     Employer, its Directors, officers and employees against and in respect of
     all liability, loss, damage, expense or deficiency resulting from any
     misrepresentation, or breach of any warranty or agreement made by Executive
     in connection with Executive's employment hereunder or under Executive's
     Original Employer Agreement.

19.  The waiver by either party of a breach of any provision of this Agreement
     shall not operate as or be constructed as a waiver of any subsequent breach
     thereof.
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20.  Any and all notices referred to herein shall be sufficient if furnished in
     writing and sent by certified mail, return receipt requested, to the
     respective parties at the addresses set forth below, or such other address
     as either party may from time to time designate in writing.

          To Executive:                           To Employer:
          William R. Ash, III                     Bigmar, Inc.
          1718 Ford Road                          9711 Sportsman Club Road
          Delaware, Ohio 43015                    Johnstown, OH 43031

21.  This Agreement shall be binding upon, and shall inure to the benefit of,
     Employer and its successors and assigns, and Executive and Executive's
     legal representatives, heirs, legatees and distributees, but neither this
     Agreement nor any rights hereunder shall be assignable, encumbered or
     pledged by Executive.

22.  This Agreement constitutes the entire agreement between the parties hereto
     with respect to the subject matter hereof and supersedes any and all prior
     written or oral agreements between Employer and Executive with respect to
     the subject matter hereof. No modification, amendment or waiver of any of
     the provisions of this Agreement shall be effective unless in writing and
     signed by both parties hereto.

23.  This Agreement shall be construed and enforced in accordance with the laws
     and decisions of the State of Delaware.

24.  This Agreement may be executed in any number of counterparts, each of which
     shall be an original, but all of which together shall constitute one and
     the same Agreement. Delivery of an executed counterpart of a signature page
     to this Agreement by telecopier shall be effective as delivery of a
     manually executed counterpart of this Agreement.

25.  If any provisions or part of any provision of this Agreement is held for
     any reason to be unenforceable, the remainder of this Agreement shall
     nevertheless remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of
the 3rd day of November, 1997.

                                        Bigmar, Inc.

                                        By:  /s/John G. Tramontana
                                            ----------------------
                                        Name: John G. Tramontana
                                              Title:   President

                                             /s/William R. Ash, III
                                             ----------------------
                                             William R. Ash, III