EMPLOYMENT AGREEMENT

                  THIS EMPLOYMENT AGREEMENT (this "Agreement"), is' entered into
as of August  27,  1997,  by and  between  Perry M.  Rynders,  a natural  person
currently  residing in the State of Minnesota (the "Employee") and Best, Inc., a
Minnesota corporation ("Best") .

                               W I T N E S S E T H

                  WHEREAS, the Employee, Fine Host Corporation ("Fine Host") and
certain other parties have entered into that certain Stock  Purchase  Agreement,
dated as of August 27, 1997 (the "Purchase  Agreement"),  pursuant to which Fine
Host has agreed to purchase all of the issued and  outstanding  capital stock of
Best;

                  WHEREAS,  in  order  to  protect  the  value  of the  business
acquired  under the Purchase  Agreement  and to secure for itself the benefit of
the  Employee's  background,  experience,  ability and  expertise,  Best and the
Employee desire to enter into the employment arrangements provided for herein in
consideration of the amounts payable to the Employee pursuant hereto;

                  WHEREAS,  it is a condition to the closing  under the Purchase
Agreement that the Employee and Best enter into this Agreement; and

                  WHEREAS,  Best desires to employ the Employee and the Employee
has  indicated  his  willingness  to  provide  his  services,  on the  terms and
conditions set forth herein.

                  NOW,  THEREFORE,  in consideration of the foregoing  premises,
and of the mutual covenants and agreements set forth herein,  the sufficiency of
which is hereby  acknowledged by each of the parties hereto,  the parties hereby
agree as follows:

                               A G R E E M E N T:

                  1.  Employment.  Best hereby agrees to employ the Employee and
the Employee  hereby accepts  employment  with Best, on the terms and subject to
the  conditions  hereinafter  set  forth.  Subject  to the terms and  conditions
contained herein,  the Employee shall (i) provide  administrative  and operating
oversight with respect to the retention of customer  accounts existing as of the
date hereof;  (ii) assist Fine Host and Best and its authorized  representatives
with respect to marketing  and sales efforts in  connection  with  obtaining new
customer accounts;  (iii) be responsible for the day-to-day operations of Best's
healthcare and corrections  divisions;  and (iv) perform such other services and
tasks related to the  foregoing as may be  reasonably  requested by the Board of
Directors  of Fine Host and Best from  time to time (the  "Services"),  and Best
hereby  engages the Employee to provide and perform the same. The Employee shall
have the title of Group  President - Healthcare and Corrections and shall report
directly  to the  President  and  Chief  Operating  Officer  of Fine  Host.  The
principal  location of the  Employee's  employment  shall be in  Minneapolis/St.
Paul,  Minnesota,  although the Employee  understands  and agrees that he may be
required to travel from time to time for business reasons.

                  2.         Term of Agreement. The term of this Agreement
shall commence on the date of this Agreement and terminate on
August _____, 2000 (the "Initial Term"), unless terminated at an
earlier date pursuant to Section 6 hereof; provided, however, that commencing on
the expiration  date of the term of this  Agreement,  the term of this Agreement
shall be  automatically  extended for an additional one year period on the terms
set forth in this  Agreement  unless,  not later than ninety (90) days preceding
the  expiration  date of the term of this  Agreement,  either party hereto shall
have given written  notice to the other that it does not wish to extend the term
of this  Agreement.  The Initial Term,  together with the extension  pursuant to
this Section 2, is referred to herein as the "Employee Term".

  3.      Compensation. (a) As compensation for the performance of the Services
     Best shall pay the Employee a salary (the  "Salary")  of one Hundred  Sixty
Thousand  Dollars  ($160,000)  per annum,  to be  reviewed  on an annual  basis,
payable in accordance with the payroll practices of Best as the same shall exist
from  time to time.  Employee  shall  also be  eligible  to  receive  additional
compensation  (the  "Bonus") in an amount and on terms  commensurate  with other
Fine Host Group Presidents.

                  (b) The  Employee  shall be  entitled to  participate  in such
health,  medical,  retirement  and  fringe  benefit  programs  as are  generally
available  to  executives  of Best from  time to time.  In  addition,  after the
expiration of the term, Employee shall be entitled to participate in such health
and medical programs during the Restricted Period (as hereinafter defined).

                  (c) The  Employee  shall be  eligible to  participate  in Fine
Host's Stock Option Plan in accordance with the terms of such plan.

                  (d) In addition to his Salary,  Bonus,  if any, and  benefits,
the Employee shall be entitled to a monthly car allowance of Eight Hundred Fifty
Dollars  ($850) during the Employee  Term in accordance  with the policy of Best
existing as of the date hereof.

                  (e) In addition to his Salary,  Bonus,  if any, and  benefits,
Best shall pay the outstanding  amount due on Employee's country club initiation
fees, and shall also pay any dues for such country club,  which amount shall not
exceed $300 per month, during the Employee Term.

                  4.  Exclusivity.  During the Employee Term, the Employee shall
devote his full time to the business of Best, shall faithfully serve Best, shall
in all respects conform to and comply with the lawful and reasonable  directions
and instructions  given to him by the Board of Directors of Fine Host or Best in
accordance  with the terms of this  Agreement  and shall use his best efforts to
promote and serve the interests of Fine Host and Best.

                  5.  Expenses.  While  this  Agreement  is in  effect  and  the
Employee is properly  performing  the Services in accordance  with the terms and
conditions of this  Agreement,  Best agrees to pay or reimburse the Employee for
all reasonable and proper  out-of-pocket  business  expenses incurred or paid by
the Employee on behalf of Best in furtherance of the Services in accordance with
Best's expense  reimbursement  policy,  as the same may be modified from time to
time;  provided,  however,  that any expense which  individually is in excess of
$1,000 must be approved by Fine Host's President and Chief operating  Officer in
writing prior to being  incurred by the Employee.  Any expenses which Best shall
be  expected to pay or to  reimburse  the  Employee  for shall be paid only upon
receipt by Best of timely and accurate  itemized receipts and statements for all
expenses  incurred by the Employee in accordance  with the  financial  policy of
Best, as in effect from time to time.

                  6.       Termination and Default.

                  (a)      Death.  This Agreement shall automatically
terminate  upon the death of the  Employee and upon such event,  the  Employee's
estate shall be entitled to receive the amounts specified in Section 6(d) below.

                  (b)      Disability.  If the Employee is unable to perform
the duties required of him under this Agreement because of illness,  incapacity,
or physical or mental disability,  this Agreement shall remain in full force and
effect and Best shall pay all  compensation  required to be paid to the Employee
hereunder,  unless the Employee is unable to perform the duties  required of him
under this  Agreement for an aggregate of 120 days (whether or not  consecutive)
during any 12-month  period  during the term of this  Agreement,  in which event
this Agreement (other than Sections 6(d), 7, 8, 9, 10 and 14 hereof), including,
but not  limited  to,  Best's  obligations  to pay any Salary or to provide  any
privilege under this Agreement, shall terminate.

                    (c) Just Cause.  Best may terminate  this  Agreement  (other
than Sections 6(d), 7, 8, 9, 10 and 14 hereof) for "Just Cause." For purposes of
this Agreement, "Just Cause,, shall mean: (i) the Employee's failure, neglect-or
refusal to perform his duties hereunder which failure,  neglect or refusal shall
not have  been  corrected  by the  Employee  within  30 days of  receipt  by the
Employee of written notice from Best of such failure,  neglect or refusal, which
notice  shall  specifically  set forth the  nature of said  failure,  neglect or
refusal; (ii) any willful or intentional act of the Employee that has the effect
of injuring the reputation or business of Best or its affiliates in any material
respect;  (iii) use of illegal  drugs by the  Employee or repeated  drunkenness;
(iv)  conviction  of the Employee  for the  commission  of a felony;  or (v) the
commission by the Employee of an act of fraud or  embezzlement  against Best. If
the Employee's  employment  hereunder is terminated for Just Cause, the Employee
shall be entitled to receive the amounts specified in Section 6(d) below. In the
event of  termination  pursuant to this Section 6(c),  Best shall deliver to the
Employee  written  notice  setting forth the basis for such  termination,  which
notice  shall  specifically  set forth the nature of the Just Cause which is the
reason for such termination.  Termination of the Employee's employment hereunder
shall be effective upon delivery of such notice of termination.

                  (d)  Payments.  In the event  that the  Employee's  employment
hereunder  terminates for any reason, Best shall pay to the Employee all amounts
accrued but unpaid hereunder through the date of termination in respect of wages
or unreimbursed  expenses.  Amounts owed by Best in respect of the consideration
or  reimbursement  for expenses  under the provisions of Sections 3 and 5 hereof
shall, except as otherwise set forth in this Section 6(d), be paid promptly upon
any  termination.  Upon any  termination of this  Agreement,  all of the rights,
privileges  and duties of the Employee  hereunder  shall  cease,  except for his
rights under this Section 6(d) and his  obligations  under  Sections 7, 8, 9, 10
and 14 hereunder.

                  7.       Secrecy and Non-Competition.

                  (a)  Non-Competition.   The  Employee  acknowledges  that  the
agreements  and  covenants  contained in this Section 7 are essential to protect
the value of Best's  business and assets and by virtue of his current and future
relationship  with  Best,  the  Employee  has  obtained  and  will  obtain  such
knowledge,   contacts,   know-how,  training  and  experience  and  there  is  a
substantial probability that such knowledge,  know-how,  contacts,  training and
experience  could be used to the  substantial  advantage of a competitor of Best
and to Best's  substantial  detriment.  The Employee also acknowledges that Fine
Host has  purchased  all of the  outstanding  Shares of Best in  reliance on the
covenants  made by the  Employee in this Section 7, and that Fine Host would not
have  acquired  the  Shares  of Best from the  Employee  in the  absence  of the
covenants made by the Employee in this Section 7. Therefore, the Employee agrees
that for the period  commencing on the date of this  Agreement and ending on the
fourth  anniversary  of the  termination  of the  Employee  Term (such period is
hereinafter  referred to as the  "Restricted  Period")  with  respect to the one
hundred mile radius  around any city in which,  or any  location at which,  Fine
Host,  Best or any of their  subsidiaries  or affiliates  is actively  providing
services  or  otherwise  doing  business on the date of the  termination  of the
Employee Term hereunder,  the Employee shall not participate or engage, directly
or indirectly,  for himself or on behalf of or in  conjunction  with any person,
partnership,  corporation  or  other  entity,  whether  as an  employee,  agent,
officer, director, shareholder,  partner, joint venturer, investor or otherwise,
in any  food  service  management  business  if such  activity  consists  of any
activity  undertaken  by  Fine  Host,  Best  or any  of  their  subsidiaries  or
affiliates;  provided that the Employee (i) may be a shareholder and director of
Cura Hospitality,  Inc. and (ii) may,  following the termination of the Employee
Term,  provide  consulting  services to nursing homes that elect to self-operate
their food service operations.

                  (b) Nondisclosure of Confidential  Information.  The Employee,
except in connection  with his employment  hereunder,  shall not disclose to any
person  or  entity  or use,  either  during  the  Employee  Term or at any  time
thereafter,  any  information not in the public domain or generally known in the
industry,  in any form,  acquired by the Employee while  performing the Services
for Best or any  predecessor  to Best's  business or, if acquired  following the
Employee Term, such  information  which, to the Employee's  knowledge,  has been
acquired,  directly  or  indirectly,  from any person or entity  owing a duty of
confidentiality to Fine Host or Best or any of their subsidiaries or affiliates,
relating to Fine Host or Best, their  subsidiaries or affiliates,  including but
not  limited to  information  regarding  customers,  vendors,  suppliers,  trade
secrets,  training  programs,  manuals  or  materials,   technical  information,
contracts,   systems,   procedures,   mailing  lists,  know-how,   trade  names,
improvements,  price lists,  financial or other data  (including  the  revenues,
costs or profits associated with any of the products or services of Fine Host or
affiliates thereof (including Best)),  business plans, code books,  invoices and
other financial  statements,  computer  programs,  software systems,  databases,
discs and printouts,  plans  (business,  technical or  otherwise),  customer and
industry lists,  correspondence,  internal reports,  personnel files,  sales and
advertising  material,   telephone  numbers,   names,  addresses  or  any  other
compilation of  information,  written or unwritten,  which is or was used in the
business of Fine Host or Best, or any  subsidiaries or affiliates  thereof.  The
Employee agrees and acknowledges that all of such information,  in any form, and
copies  and  extracts  thereof,  are and  shall  remain  the sole and  exclusive
property of Best,  and upon  termination of this  Agreement,  the Employee shall
return to Best the originals and all copies of any such information  provided to
or acquired by the Employee in connection  with the performance of the services,
and shall return to Best all files,  correspondence  and/or other communications
received maintained and/or originated by the Employee during the Employee Term.

                    (c) No  Interference.  During  the  Restricted  Period,  the
Employee shall not,  whether for his own account or for the account of any other
individual, partnership, firm, corporation or other business organization (other
than Fine Host or Best), directly or indirectly solicit, endeavor to entice away
from Best, its affiliates or subsidiaries,  or otherwise directly interfere with
the relationship of Best, its affiliates or subsidiaries with any person who, to
the  knowledge of the Employee,  is employed by or otherwise  engaged to perform
services for Best, its affiliates or  subsidiaries  (including,  but not limited
to, any independent  sales  representative  or  organizations) or who is, or was
within the then most recent twelve-month  period, a customer or client, of Best,
its predecessors or any of its subsidiaries or affiliates.  The placement of any
general classified or "help wanted"  advertisements and/or general solicitations
to the public at large shall not  constitute  a violation  of this  Section 7(c)
unless the Employee's name is contained in such advertisements or solicitations.

                  (d) Inventions,  etc. The Employee hereby sells, transfers and
assigns  to Best,  or to any  person or entity  designated  by Best,  all of the
right,  title and  interest  of the  Employee  in and to all  inventions,  sales
approaches or materials,  software,  ideas, training materials,  disclosures and
improvements,  whether patented or unpatented,  and copyrightable material, made
or conceived by the Employee, solely or jointly, in whole or in part, during the
Employee  Term which are not  generally  known to the public or the  industry or
recognized as standard  practice and which (i) relate to services,  trade names,
methods, ideas, apparatus,  designs, products, processes or devices which may be
sold,   leased,   used  or  under  construction  or  development  by  Best,  its
subsidiaries or affiliates or any franchise  affiliated with Best and (ii) arise
(wholly or partly) from the efforts of the Employee  during his employment  with
Best (an "Invention").  The Employee shall communicate  promptly and disclose to
Best,  in  such  form  as Best  requests,  all  information,  details  and  data
pertaining to any such Invention.  The Employee hereby irrevocably  appoints the
President  and  Chief  Operating  Officer  of Fine  Host as his true and  lawful
attorney to execute and  deliver,  with respect to any  Invention,  such form of
transfers and  assignments and such other papers and documents as reasonably may
be required to permit  Best or any person or entity  designated  by Best to file
and prosecute patent applications and, as to copyrightable  material,  to obtain
copyrights  thereon.  Best shall pay all costs  incident  to the  execution  and
delivery of such transfers,  assignments and other  documents.  Any Invention by
the  Employee  within  twelve  (12) months  following  the  termination  of this
Agreement  shall be deemed to fall within the  provisions  of this  Section 7(d)
unless the Employee  bears the burden of proof of showing that the Invention was
first conceived and made following such termination.

                  8. Injunctive Relief.  Without intending to limit the remedies
available  to  Best,  the  Employee  acknowledges  that a  breach  of any of the
covenants  contained  in  Section 7 hereof may  result in  material  irreparable
injury to Best or its  subsidiaries or affiliates for which there is no adequate
remedy at law, that it will not be possible to measure damages for such injuries
precisely and that,  in the event of such a breach or threat  thereof Best shall
be entitled to obtain a temporary  restraining  order  and/or a  preliminary  or
permanent  injunction,  without the  necessity  of proving  irreparable  harm or
injury as a result  of such  breach or  threatened  breach of  Section 7 hereof,
restraining  the Employee from  engaging in  activities  prohibited by Section 7
hereof or such other  relief as may be required  specifically  to enforce any of
the covenants in Section 7 hereof.

                  9. Extension of Restricted Period. In addition to the remedies
Best may seek and obtain  pursuant  to Sections 7 and 8 of this  Agreement,  the
Restricted  Period  shall be extended by any and all  periods  during  which the
Employee  shall be found by a court to have been in violation  of the  covenants
contained in Section 7 hereof.

                  10.  Audit and  Records.  The  Employee  shall  keep  accurate
records and books of account  showing all charges,  disbursements,  and expenses
made or incurred by the Employee in the performance of the Services.  Best shall
have the  right,  upon  reasonable  notice,  to audit at any time up to one year
after  payment  of  its  final  invoice,   the  direct  costs,   expenses,   and
disbursements made with respect to the Services.

                  11.  Assignability.  This Agreement  shall be binding upon and
inure to the benefit of the parties,  their legal  representatives,  successors,
and assigns.  This  Agreement  may not be assigned,  transferred,  conveyed,  or
encumbered,  whether voluntarily or by operation of law, by the Employee without
the prior  written  consent of Best  (which may be granted or withheld in Best's
sole and absolute judgment).

                  12.   Notices,   Etc.   All   notices,   demands,   and  other
communications  provided for hereunder shall be in writing (including  facsimile
or similar  transmission)  and mailed (by U.S.  certified  mail,  return receipt
requested,  postage prepaid),  sent, or delivered (including by way of overnight
courier  service),  (i) if to the Employee to Perry M.  Rynders,  1145  Aquarius
Lane, Eagan, MN 55123, (and in the case of facsimile  transmission,  to telecopy
no. ]; and (ii) if to Best, to 3 Greenwich Office Park,  Greenwich,  Connecticut
06831,  and in the  case  of  facsimile  transmission,  to  telecopy  no.  (203)
629-5089,  in each case to the  attention of Ellen Keats,  Esq.;  or, as to each
party,  to such other person  and/or at such other address or number as shall be
designated  by such  party in a  written  notice to the  other  party.  All such
notices,  demands,  and communications,  if mailed,  shall be effective upon the
earlier  of (i)  actual  receipt  by the  addressee,  (ii) the date shown on the
return  receipt  of such  mailing or (iii)  three (3) days after  deposit in the
mail. All such notices,  demands,  and communications,  if not mailed,  shall be
effective  upon the earlier of (i) actual  receipt by the  addressee,  (ii) with
respect to facsimile and similar electronic transmission, the earlier of (x) the
time that electronic  confirmation  of a successful  transmission is received or
(y) the date of  transmission,  if a confirming copy of the transmission is also
mailed as described above on the date of transmission, and (iii) with respect to
delivery by overnight  courier  service,  the day after deposit with the courier
service,  if delivery on such day by such courier is confirmed  with the courier
or the recipient orally or in writing.

                  13.      Amendments; Entire Agreement.  This Agreement
constitutes  the entire  understanding  and  agreement  between  the parties and
supersedes  all  previous  understandings,   agreements,   communications,   and
representations,   whether   written  or  oral,   concerning  the  treatment  of
information and other matters to which this Agreement relates.  No modification,
amendment,  or waiver of any  provision  of this  Agreement  shall be  effective
unless the same shall be in writing  and signed by each of the  parties  hereto.
Any waiver of any  provision of this  Agreement  shall be effective  only in the
specific instance and for the specific purpose for which given.

                  14. Severability and Governing Law. The Employee  acknowledges
and agrees that the covenants set forth in Section 7 hereof are  reasonable  and
valid in geographical  and temporal scope and in all other  respects.  If any of
such  covenants  or such  other  provisions  of this  Agreement  are found to be
invalid  or  unenforceable  by a final  determination  of a court  of  competent
jurisdiction  (a) the remaining terms and provisions  hereof shall be unimpaired
and (b) the invalid or unenforceable  term or provision shall be deemed replaced
by a term or provision that is valid and  enforceable  and that comes closest to
expressing the intention of the invalid or unenforceable term or provision. THIS
AGREEMENT  SHALL BE GOVERNED BY AND  INTERPRETED AND ENFORCED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF MINNESOTA  WITHOUT  GIVING  EFFECT TO THE CHOICE OF LAW
PROVISIONS THEREOF.

                  15. No Waiver;  Remedies.  No failure on the part of any party
to  exercise,  and no  delay in  exercising,  any  right,  power,  or  privilege
hereunder  shall  operate as a waiver  thereof;  nor shall any single or partial
exercise of any right hereunder  preclude any other or further  exercise thereof
or the exercise of any other right.  The remedies herein provided are cumulative
and not exclusive of any remedies provided by law.

     16. Captions.  The captions contained in this Agreement are for convenience
only and shall not affect the construction or  interpretation  of any provisions
of this Agreement.


                  17. Counterparts. This Agreement may be executed in any number
of counterparts and by different parties hereto in separate  counterparts,  each
of which when so  executed  shall be deemed to be an  original  and all of which
when taken together shall  constitute one and the same  instrument.  One or more
counterparts  of  this  Agreement  may be  delivered  via  telecopier  with  the
intention  that  they  shall  have  the  same  effect  as an  original  executed
counterpart hereof.

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



                     --------------------------------
                              Perry M. Rynders



                     BEST, INC.


                     By:_____________________________
                        Name:
                        Title: