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EXHIBIT 10.12                                                            PAGE 25
                                  EMPLOYMENT AGREEMENT

PARTIES

      Alfin, Inc., a New York Corporation and its wholly owned subsidiary,
      Adrien Arpel, Inc., a Delaware Corporation with offices currently located
      at 720 Fifth Avenue, New York, New York, 10019, (the "Company") and
      Michael D. Ficke ("employee"), currently residing at 75 Waters Edge Road,
      Sparta, New Jersey, 07871.

      The employee is currently the Chief Financial Officer of the Company and
      has been employed by the Company since July 17, 1989.

PURPOSE

      The parties desire to enter into an employment agreement ("agreement"), as
      follows;

TERM

      The term of the agreement will be for a period of one year commencing on
      March 27, 1998 and ending on March 26, 1999. The agreement will renew
      automatically for successive 1 year periods unless either party notifies
      the other party, 90 days prior to the March 26th of each year, of their
      intent not to renew the agreement. Any notification must be in writing.
      This agreement shall survive a change in control, or ownership of the
      Company.

COMPENSATION

      The employee will continue to earn his current level of gross annual
      earnings of $125,000 payable on the 15th and 30th falls of each month. If
      the 15th or 30th falls on a weekend or holiday, then on the next business
      day.

BENEFITS

      The employee will have continued usage of a Company leased vehicle, which
      will be billed directly to the Company by the leasing agency.

STOCK OPTIONS

      The employee will be granted stock options ("Options"), to purchase
      100,000 shares of the Company's Common Stock at $0.68 per share. Of the
      100,000 options, 25,000 shall vest immediately, 25,000 on March 27, 1999,
      25,000 on March 27, 2000 and 25,000 on March 27, 2001. If the Company
      records earnings per share of $.30 or greater at the end of any fiscal
      year, then all non vested options shall vest immediately. The options
      shall expire 10 years after granted.

      The Option is not transferable by the Employee, except if the Employee
      dies or becomes physically disabled during the term of this agreement. If
      the employee dies or becomes

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      physically disabled, during the term of this agreement, then the
      employee's spouse may exercise such options for a period of 90 days from
      the date of death or physical disability.

      In the event that, prior to the delivery by the Company of all shares of
      Common Stock in respect of which the Option is granted, the number of
      outstanding shares of Common Stock of the Company shall be changed through
      the declaration of stock dividends, stock splits, recapitalization or
      other change affecting the outstanding Common Stock, the remaining number
      of shares of Common Stock still subject to the Option and the purchase
      price thereof shall be appropriately adjusted by the Company.

      The Options granted by the Company, to the employee, will be exercisable
      by the employee for a period of 90 days beyond the date of this agreement,
      or the termination of the employee by the Company, for any reason.

      BONUS

      The employee shall earn a bonus of 25,00 if the Company records a pre tax
      profit for two consecutive quarters. The Company's quarter ending periods
      are October 31, January 31, April 30, and July 31.




      Agreed to



     Date:           March 27, 1998
                 ------------------------


     On behalf of Alfin, Inc.                 /S/ Barry W. Blank
                                      -----------------------------------
                                      Barry W. Blank/Chairman


     On behalf of Employee:                  /S/ Michael D. Ficke
                                      -----------------------------------
                                      Michael D. Ficke