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EMPLOYMENT AGREEMENT

        This AGREEMENT made as of the 1st day of July,  1996  (hereinafter,  the
"Effective  Date"),  by   and  between  Bigmar,  Inc.,  a  Delaware  corporation
(hereinafter,   "the  Employer"  or  "Employer"),   and  Albert  Z.  Hodge,  Jr.
(hereinafter, "the Executive" or "Executive").

        1.  Commencing on the Effective Date of this  Agreement,  Employer shall
employ  Executive  as Vice  President  Quality  Assurance  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 upon 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 as compensation for all services to be
rendered by Executive hereunder a salary at the rate of One Hundred Thousand and
00/100  ($100,000.00)  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 Executive  Vice-President
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 and stock option
plans or other similar fringe benefits.

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

        9. Employer will provide either  directly to Executive or on Executive's
behalf, an automobile allowance in the amount of $3,000



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for each Twelve-Month Period.

        10.  Executive  represents and warrants that, to the best of Executive's
knowledge, Executive is in good health.

        11. 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.

        12. 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.

        13. 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.

        14. 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.

        15.  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


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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  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 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.

        16. 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 customers or suppliers
of any of them.

        17.   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  convenants  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,  licensor,  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  Employer  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  capital  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


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paragraph  17,  (a)  a  business  shall  be  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.

        18.  Executive  acknowledges  that the  remedy at law for any  breach or
threatened breach by Executive of the covenants  contained in paragraphs 15, 16,
and 17 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  15,  16,  and  17  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 other provision of this Agreement,  or otherwise. If any or all of the
foregoing  provisions of paragraphs 15, 16, and 17 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 15, 16, and 17 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.

        19.   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.

        20.  The  waiver by either  party of a breach of any  provision  of this
Agreement  shall not operate as or be  construed  as a waiver of any  subsequent
breach thereof.


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        21.  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:

Albert Z. Hodge, Jr.                     Bigmar, Inc.
3349B Peachtree Corners Circle           6660 Doubletree Avenue
Norcross, GA 30092                       Columbus, OH 43229

        22. 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.

        23. 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.

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

        25. 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.

        26. 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 1st day of July, 1996.

                                          BIGMAR, INC.

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

                                              /s/ Albert Z. Hodge, Jr.
                                              --------------------------
                                              Albert Z. Hodge, Jr.

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