Exhibit 10-AN
                                  -------------


                  License Agreement Between Parlex Corporation
                          and Polyclad Laminates, Inc.


      This   Agreement  is  effective   June  1,  1996  by  and  between  Parlex
Corporation, a Massachusetts corporation, having its principal place of business
at 145 Milk Street,  Methuen,  Massachusetts,  01844 (hereinafter referred to as
"Parlex"), and Polyclad Laminates,  Inc., a Massachusetts corporation having its
principal place of business at 40 Industrial Park, West Franklin, New Hampshire,
03235 (hereinafter referred to as "Polyclad").

      WHEREAS Parlex has issued and pending  United States and foreign  patents,
which are  hereinafter  defined as "Licensed  Patents"  relating to  multi-layer
circuit board construction and fabrication;

      WHEREAS Polyclad desires to acquire certain license rights, as hereinafter
set  forth,  under the  Licensed  Patents,  and  Parlex is willing to grant such
rights on the terms set forth herein;

      NOW THEREFORE in consideration of the premises and the mutual  obligations
of the parties, the parties agree as follows:


1.0   DEFINITIONS
-----------------

      1.1   Permitted Products shall mean two dimensional,  multi-layer  printed
circuit  boards  which are not  designed  nor intended to be folded or bent upon
installation.  Incidental  flexibility  of  a  product  not  to  exceed  150  is
permissible in an otherwise permitted product.

      1.2   Excluded Products shall mean three-dimensional,  multi-layer printed
circuit  boards  which  are  designed  or  intended  to be  folded  or bent upon
installation,  or  multi-layer  flexible  circuit  boards  mountable  on a  flat
rigidized heat sink, and including without  limitation Type 3, Type 4 and Type 5
printed circuit or printed wiring boards as defined in MIL/STD-2118  dated 4 May
1984, a copy of which is attached hereto.

      1.3   Cap Material  shall mean a copper  layer  having a C stage  adhesive
coating thereon over which a B stage adhesive coating is provided.

      1.4   Licensed Patents shall mean the issued and pending United States and
foreign patents identified in Schedule A hereto, any patents resulting from such
applications,  continuations,  divisions, and  continuations-in-part and foreign
counterparts  thereof,  any reissues and reexaminations of any such patents, and
any improvement in any future patents of Parlex  dominated by one or more claims
of existing Licensed Patents.


2.0   LICENSE GRANT
-------------------

      2.1   Parlex  hereby grants to Polyclad  (meaning  Polyclad and any entity
which now or in the future Polyclad  controls,  or is under common control with,
or which controls Polyclad, but only so long as such entity is controlled by, is
under common  control with, or controls  Polyclad),  upon the terms as set forth
herein,  a royalty  bearing  license under the Licensed  Patents  solely for the
purpose  of  providing  to  customers  of  Polyclad a label  license  for use of
Polyclad  Cap  Material  in  the  fabrication  of  Permitted  Products  by  such
customers.  It is understood  that the term customers  includes  direct sales to
third  parties  unrelated to Polyclad as well as to internal  sales or transfers
within  Polyclad.  This  license  and  the  obligation  to pay  royalties  under
Paragraph 3.1 shall extend to sales by Polyclad of Cap Material  throughout  the
world.

      2.2   Polyclad  shall  sell  the Cap  Material  with the  following  label
license  notice  relating to Permitted  Products,  which shall be  conspicuously
provided on product packaging and literature in a manner  reasonably  acceptable
to the parties.  The notice  language and placement may be changed only with the
prior written approval of Parlex.

            This Cap  Material  is sold only for use in  fabricating
            two-dimensional multi-layer printed circuit boards which
            are not  designed nor intended to be folded or bent upon
            installation.  Unauthorized use of this Cap Material may
            subject the user to patent infringement liability.

      2.3   It is understood that Parlex has previously  granted certain license
rights in South Korea under the Licensed Patents to Samsung. Polyclad shall have
the right to sell Cap  Material to Samsung  and to any other  party  licensed by
Parlex under this Agreement,  for their use in manufacturing  Permitted Products
and/or  Excluded  Products.  Parlex shall notify Polyclad of the identity of any
such additional  parties  licensed when Parlex has entered into such license(s).
Polyclad  shall also have the right to sell Excluded and  Permitted  Products to
Parlex.

      2.4   Parlex does not intend to grant  further  licenses  for Cap Material
under the Licensed Patents other than those previously  granted;  however, it is
recognized that circumstances may require one or more other subsequent  licenses
to be granted under the Licensed Patents for Cap Material. In the event that Cap
Material  supplied  by  Polyclad  fails to meet  customer  production  volume or
quality requirements at competitive prices, Parlex shall have the right to grant
a license under the Licensed  Patents to only one additional  third party in the
United States or Europe;  however,  Polyclad  shall have a sixty (60) day period
within which to cure the production and/or quality deficiency. Parlex shall have
the right to grant a license to a third party under the Licensed Patents for any
country or countries  other than the United States or Europe in the event that a
customer for Cap Material  desires an  additional  source of such Cap  Material.
Parlex shall also have the right to grant a license  under the Licensed  Patents
to a party supplying Cap Material to Merix  Corporation,  but such license shall
be limited to facilities of Merix  Corporation  in existence as of the Effective
Date of this  Agreement.  Parlex shall notify Polyclad of any other such license
granted to a third party hereunder.  Any dispute  concerning the right of Parlex
to grant an additional license under this Agreement which is not resolved by the
parties shall be submitted to arbitration by either party as provided in Section
6.0 of this  Agreement.  Unless and until the  arbitration  panel has rendered a
decision in Parlex's  favor,  Parlex  shall not grant a license to the  disputed
licensee.

      2.5   In the event  that Cap  Material  sold by  Polyclad  in a country in
which no Licensed Patent has been granted,  is at a competitive  disadvantage by
reason of the unauthorized manufacture or sale of such material by a third party
in that country,  Polyclad shall notify Parlex of such situation and the parties
will promptly confer in an effort to negotiate a plan by which  Polyclad's sales
of Cap  Materials  in that  country can be more  competitive,  such as,  without
limitation,  a reduction or elimination of royalties paid under this  Agreement.
Any  failure  of the  parties  to arrive  at a  satisfactory  resolution  of the
competitive  situation in a particular  country shall be subject to  arbitration
under Section 6.0 hereof.

      2.6   Each of the parties hereby warrants and represents to the other that
they  have the  unencumbered  right to  enter  into  this  Agreement  and  shall
indemnify  and hold  harmless  the other  party in the event that a third  party
challenges such right.

      2.7   Licensor hereby releases Licensee and its customers from any and all
claims of infringement of the License Patent arising prior to the Effective Date
of the Agreement.  Licensee  confirms that it has not sold Cap Material prior to
the Effective Date of this Agreement.


3.0   PAYMENT AND REPORTS

      3.1   Polyclad  shall pay to Parlex a royalty of ten percent  (10%) of the
Net Sales Price of Cap Material  sold by Polyclad to third party  customers.  No
royalties are payable on sales of Cap Material by Polyclad to Parlex.  Net sales
price shall mean the invoice price (however expressed) to Polyclad's  customers,
less quantity and cash discounts actually allowed,  less returns, less sales and
other taxes and any transportation  and delivery charges borne by Polyclad.  For
internal  sales  of Cap  Material  within  Polyclad  for use in  Mass  Laminated
Materials,  Polyclad shall pay to Parlex a royalty of three cents  (3(cent)) per
square foot,  or equivalent  price per square meter,  of Cap Material so sold by
Polyclad.  No  further  royalty  will be paid for  subsequent  sales  outside of
Polyclad of Cap Material for which a royalty has been paid.

      3.2   On or before the thirtieth (30th) day after the end of each calendar
quarter  during the term of this  Agreement,  Polyclad  shall submit to Parlex a
written report setting forth for such quarter a computation of the royalties due
under Subparagraph 3.1, including any minimum royalties. Simultaneously with the
delivery  of each such  report,  Polyclad  shall pay  Parlex  the  amount of the
royalties due Parlex in accordance with such report.

      3.3   Polyclad shall maintain at its principal place of business  accurate
records  and books of account in respect of the sales of Cap  Material  on which
royalties are payable under this Agreement. Polyclad agrees to make such records
available for the inspection of an independent certified public accountant (CPA)
firm  designated  by Parlex  and  acceptable  to  Polyclad,  for the  purpose of
verifying,  at the  expense of  Parlex,  the  accuracy  of the amount of royalty
payments  hereunder at  reasonable  times as agreed by the parties,  but no more
than once each year. Such CPA firm shall only audit records and books of account
for a reporting  year within twelve (12) months after the end of that  reporting
year.


4.0   LITIGATION

      4.1   Polyclad  shall  promptly  notify  Parlex if Polyclad  learns of any
breach by  customers  of  Polyclad  of the label  license  restrictions  of this
Agreement.

      4.2   Parlex shall have the sole  responsibility  for  enforcement  of any
breach of the label license restrictions by customers of Polyclad.

      4.3   In the event that any third party infringes any Licensed Patent,  or
in the  event  any  claim is made or action  commenced  by a third  party  which
alleges  that a Licensed  Patent is invalid,  Parlex shall have the right at its
own expense, but shall not be obligated,  to bring an appropriate action against
such  infringer to cause such  infringement  to cease or  negotiate  appropriate
settlement  with such  infringer,  or to defend  such claim or action by a third
party. In the event Parlex shall fail so to do, after thirty (30) days notice by
Polyclad to Parlex, Polyclad shall have the right to: (a) discontinue payment of
royalties  hereunder  until such time as Parlex  institutes  action  against the
infringer or otherwise causes the infringement to cease or undertake the defense
of such  action by a third  party as the  situation  may be; (b)  terminate  the
present  Agreement  upon  ten  (10)  days  notice  to  Parlex;  or (c)  commence
litigation or other proceeding on its own behalf and at Polyclad's sole expense.
Parlex will render reasonable assistance to Polyclad in such litigation or other
proceeding,  at its own expense.  Parlex shall  permit,  and shall  execute such
documents as are necessary to permit  Polyclad to sue or defend in its own name,
and  shall,  if  required,  become  a named  party to such  litigation  or other
proceeding.  During such litigation or other  proceeding,  Polyclad may withhold
payment of royalties and shall  reimburse  Parlex for withheld  royalties at the
termination of such litigation or proceeding, by settlement or otherwise, to the
extent that any damages or settlement  amounts plus  reasonable  litigation fees
and costs exceed, if so, such withheld royalties.


5.0   CONFIDENTIALITY

      5.1   The  proprietary  information  of each party shall be  maintained in
confidence in accordance  with the separate  confidentiality  agreement  entered
into by the parties and attached hereto as Appendix A.

      5.2   Neither  Parlex  nor  Polyclad  shall  use the name of the other for
promotional or other  purposes nor disclose the terms of this Agreement  without
the prior written consent of the other; however,  either party may notify others
of the fact that this Agreement is in effect.


6.0   DISPUTES

      In the event of any dispute  under this  Agreement,  such  dispute will be
resolved by final and binding  arbitration held in Boston,  Massachusetts  under
the Commercial  Arbitration Rules of the American Arbitration  Association.  The
arbitration panel shall be composed of three (3) arbitrators,  one of whom shall
be  appointed  by each party and the third of whom shall be appointed by the two
party-appointed  arbitrators.  The  arbitration  decision  shall be binding  and
enforceable  and may be  entered  in any  court  having  jurisdiction  over  the
applicable party or parties.


7.0   TERM AND TERMINATION

      7.1   This initial term of this Agreement shall remain in force and effect
until the third  anniversary of the Effective Date. If at the end of the initial
three (3) year term Polyclad is not in breach of any material  provision hereof,
this Agreement shall continue in effect until the last to expire of the Licensed
Patents.

      7.2   This  Agreement  is agreed to have become  effective on June 1, 1996
(the "Effective Date") and Polyclad's liability to pay royalties shall be deemed
to have commenced on that date.

      7.3   In the event any royalties due from Polyclad  hereunder shall remain
unpaid after the same have become due and payable,  or in the event of any other
substantial  breach or default hereunder by Polyclad,  Parlex may terminate this
Agreement by notice to  Polyclad,  of the default,  and this  Agreement  and all
licenses and rights  containing  herein shall  terminate  thirty (30) days after
such notice unless  Polyclad shall have cured such breach or default within said
thirty (30) day notice period.

      7.4   Polyclad may terminate this Agreement at any time upon giving thirty
(30) days prior written notice to Parlex.  Polyclad  shall fill customer  orders
for  Licensed  Products  where the  manufacture  of same has been  substantially
completed prior to  termination.  Upon  termination of this Agreement,  Polyclad
shall discontinue the manufacture and sale of Cap Materials.

      7.5   In the  event  either  party  files a  petition  in  bankruptcy,  is
adjudicated bankrupt,  makes an assignment for the benefit of its creditors,  or
otherwise becomes the subject of any bankruptcy,  reorganization,  insolvency or
similar  proceedings,  the other  party shall have the right to  terminate  this
Agreement and all licenses and rights contained herein upon ten (10) days notice
thereof.

      7.6   Termination of this Agreement shall not affect the obligation  under
Paragraph 5.1 herein.


8.0   NOTICES

      All notices under this Agreement  shall be in writing and shall be sent by
telefax (confirmed by courier or certified or registered mail), to the receiving
party at the  respective  addresses  set forth below or such other  address as a
party may specify by notice to the other:


      If to Parlex:      Parlex Corporation
                         145 Milk Street
                         Methuen, MA 01844 U.S.A.

                         Attention: Peter J. Murphy
                                    President


      If to Polyclad:    Polyclad Laminates, Inc.
                         40 Industrial Park Drive
                         West Franklin, NH 03235 U.S.A.

                         Attention: James W. Crocker
                                    Executive Vice President
                                    Chief Operating Officer



9.0   GENERAL PROVISIONS

      9.1   This  Agreement  shall be construed and enforced in accordance  with
the laws of the  Commonwealth  of  Massachusetts  and  applicable  United States
federal law.

      9.2   Nothing in this Agreement shall convey or imply any license or right
by either party other than as expressly set forth in this Agreement.

      9.3   This Agreement  constitute the entire understanding and agreement of
the parties  with respect to the subject  matter  hereof,  supersedes  any prior
understandings  or  agreements,  and may not be  varied  or  modified  orally or
otherwise than by an instrument in writing duly executed by all of the parties.

      9.4   This  Agreement  may be  executed  simultaneously  in  two  or  more
counterparts,  each of  which  shall be  deemed  an  original,  but all of which
together shall constitute one and the same instrument.

      9.5   Any  headings in the  sections of this  Agreement  are  inserted for
convenience  only and  shall  not  constitute  a part  hereof  for any  purposes
whatsoever.

      9.6   Parlex and Polyclad  shall be deemed at all times to be  independent
contractors and nothing  contained herein is intended nor shall be construed for
any purpose as creating the relation of employer and employee between Parlex and
Polyclad or of designating either party as an agent of the other.

      9.7   Parlex  shall  have  no  product   liability  with  respect  to  the
manufacture and sale of Cap Material by Polyclad,  and nothing in this Agreement
shall be  construed  to  provide  or imply  any  product  warranty  by Parlex to
Polyclad or to customers of Polyclad.

      9.8   Parlex  shall  notify  Polyclad  of  the  issuance  of  each  patent
resulting from the pending patent  applications of the Licensed Patents.  Parlex
shall have no  obligation  to provide  Polyclad  with copies of any  unpublished
patent applications.

      9.9   This  Agreement  shall be  assignable  by  Parlex,  and shall not be
assignable  by Polyclad to any party other than a successor  of the  business to
which this Agreement  pertains  without the prior written  permission of Parlex.
Polyclad  shall  notify  Parlex of any  transfer  within the  Polyclad  group of
related companies of the business applicable to this Agreement.


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


                                        PARLEX CORPORATION



                                        By___________________________
                                            Peter J. Murphy
                                            President



                                        POLYCLAD LAMINATES, INC.



                                        By___________________________
                                            James W. Crocker
                                            Executive Vice President
                                            Chief Operating Officer