EXHIBIT 10.2

                              EMPLOYMENT AGREEMENT

         This Employment Agreement is made and effective this 1st day of June of
1998 between AVTEAM, Inc., a Florida corporation ("Company"), and Mark Koondel
("Employee").

                                   AGREEMENTS

         In consideration of the mutual covenants contained herein, and for
other good and valuable consideration, receipt of which is acknowledged by the
parties, the Company and Employee agree as follows:

         1.    TERM OF EMPLOYMENT: The Company employs Employee and Employee
               accepts employment with the Company for a period of three (3)
               years beginning on the Effective Date of this Agreement as set
               forth above ("Initial Employment Term"). This Agreement shall be
               renewed automatically for an additional one-year period on the
               third anniversary date and on each subsequent one-year
               anniversary date unless the Company notifies Employee in writing
               or Employee notifies the Company in writing that such renewal
               shall not take place. Said notice shall be given not less than
               ninety (90) days prior to any such anniversary date.

               In the event of any extension of this Agreement for one or more
               consecutive one (1) year terms, the terms of this Agreement shall
               be deemed to continue in effect for the term of such extension
               ("Extended Employment Term"). The Initial Employment Term and the
               Extended Employment Term will be collectively referred to as the
               "Employment Term", unless otherwise specified by the Company. Any
               Extended Employment Term must be in writing, signed by the
               President of the Company.

         2.    DUTIES OF EMPLOYEE: Employee shall currently serve as the Chief
               Financial Officer, Treasurer, and Assistant Secretary and be
               responsible for overseeing the preparation of financial
               statements, budgets, forecasts, and external filings. Employee
               will coordinate reviews/audits, assist in company strategic
               planning, establish and monitor internal controls, coordinate
               banking matters, and perform other duties consistent with this
               position.

         3.    EXCLUSIVE SERVICES: Employee's services shall be exclusive to
               the Company, and Employee shall devote such portion of his
               productive time and attention to the business of the Company
               as shall be reasonably necessary to carry out his duties
               during the Employment Term. Employee shall not engage in any
               other businesses, duties, or pursuits whatsoever, or directly
               or indirectly render any services of a business, commercial,
               or professional nature to any other person or organization,
               whether for compensation or otherwise, unless such activity is
               fully disclosed to the Company and approved by the Company's
               President. This Agreement shall not be interpreted to prohibit
               Employee from making passive personal investments or
               conducting private business affairs if such activities do not
               materially interfere with the services required under this
               Agreement.

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         4.    NON-COMPETITION: To induce the Company to enter into this
               Agreement, Employee agrees that:

                  A.       DEFINED TERMS: The principal business of the Company
                           is value-added reselling of aftermarket jet engines,
                           jet engine components and new and used aircraft
                           material to other suppliers of aftermarket engines
                           and components, aircraft engine and component
                           manufacturers and their affiliates, overhaul
                           facilities, international and regional air carriers
                           and operators, and leasing companies (the
                           "Business"). Employee's employment with the Company
                           will bring Employee into close contact with the
                           members and other customers of the Company and with
                           the trade secrets and other confidential affairs of
                           the Company. The Company has a significant interest
                           in protecting its proprietary interest in, and the
                           goodwill associated with, the foregoing. As used in
                           this Section 4, the term "Restricted Period" means
                           the period of one (1) year following termination of
                           Employee's employment with the Company if Employee
                           resigns during the term hereof or nine (9) months
                           following termination of Employees employment with
                           the Company if Employer terminates Employee during
                           the term hereof.

                  B.       PERIOD OF EMPLOYMENT: During the term of Employee's
                           employment hereunder, Employee shall not, directly or
                           indirectly, either as an employee, employer,
                           consultant, agent, principal, partner, stockholder,
                           corporate officer, director, or in any other
                           individual or representative capacity, engage or
                           participate in or acquire, hold, or retain any
                           interest in any business which is competitive with
                           the Business of the Company in any location, or any
                           business selling to or doing business with the
                           Company, unless such participation or interest is
                           fully disclosed to the Company and approved by a
                           majority of the Company's President. The foregoing
                           notwithstanding, Employee may acquire, hold or retain
                           equity ownership of any publicly held company,
                           provided that such equity ownership does not exceed
                           five (5%) of the issued and outstanding shares of the
                           voting stock of such company.

                  C.       RESTRICTED PERIOD: During the Restricted Period,
                           unless the Company and Employee shall otherwise agree
                           in writing, Employee shall not, (i) compete directly
                           with the Company, (ii) enter into the employ of, or
                           render any services to, as an independent contractor
                           or otherwise, any person or entity engaged in the
                           Business (or any aspect thereof) in competition with
                           the Company, (iii) become interested, as an
                           individual, partner, co-venturer, shareholder,
                           officer, director, employee, principal, agent,
                           trustee or in any other relationship or capacity, in
                           any person or entity engaged in the Business (or any
                           aspect thereof) in competition with the Company; or
                           (iv) on his own behalf or on behalf of or as an
                           employee or agent of any other person or business,
                           contact or approach any person or business wherever
                           located, with a view to selling or assisting others
                           to sell products or services substantially competing
                           with the Business.

                  D.       ENFORCEABILITY: If any portion of Section 4 is held
                           to be illegal, unenforceable, void, or voidable, the
                           remainder shall remain in full force and effect, and
                           Section 4 shall be deemed altered and amended to the
                           minimum extent necessary to bring it within the legal
                           requirements of enforceability.

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         5.    UNIQUE SERVICES: Employee hereby represents and agrees that the
               services to be performed under the terms of this Agreement are of
               a special, unique, unusual, extraordinary, and intellectual
               character that gives them a peculiar value, the loss of which
               cannot be reasonably or adequately compensated in damages in any
               action at law. Employee, therefore, expressly agrees that the
               Company, in addition to any rights or remedies that the Company
               might posses, shall be entitled to injunctive and other equitable
               relief to prevent or remedy a breach of this Agreement by
               Employee.

         6.    INDEMNIFICATION: The Company shall defend Employee against all
               claims made against Employee, and it shall indemnify Employee
               for all losses sustained by Employee, in direct consequence of
               the discharge of Employee's duties on the Company's behalf,
               including any claim brought against, or any loss sustained by,
               Employee in his role as an officer or employee of the Company
               based on a claim that any of the Company's products or
               services infringe a third party patent, copyright or trade
               secret; provided, that Employee promptly notifies the Company
               in writing of any such claim, gives the Company full authority
               for the conduct of such defense and participates in and aids
               the Company's counsel by giving whatever time, information,
               expertise and assistance is reasonably requested for such
               defense. Employee agrees to indemnify and hold the Company and
               its shareholders harmless, individually and collectively, from
               and against any liabilities, claims, costs, or expenses
               (including shareholders) as a result of actions by Employee in
               excess of his authority as set forth herein.

         7.    CONFIDENTIAL INFORMATION: Employee acknowledges that in his
               employment hereunder, and during prior period of employment
               with the Company, he has occupied and will continue to occupy
               a position of trust and confidence. During the period of
               Employee's employment hereunder and the Restricted Period
               thereafter, Employee shall not, except as may be required to
               perform his duties hereunder or as required by applicable law,
               without limitation in time or until such information shall
               have become public other than by Employee's unauthorized
               disclosure, disclose to others or use, whether directly or
               indirectly, any Confidential Information regarding the
               Company. "Company Information" shall mean information about
               the Company, and its respective clients and customers that is
               not disclosed by the Company that was learned by Employee in
               the course of his employment by the Company, including
               (without limitation) any proprietary knowledge, trade secrets,
               data, formulae, information and client and customer lists,
               pricing policies, suppliers, market strategies, product
               development concepts and all papers, resumes, and records
               (including computer records) of the documents containing such
               Confidential Information. Employee acknowledges that such
               Confidential Information is specialized, unique in nature and
               of great value to the Company, and that such information gives
               the Company a competitive advantage. The Employee agrees to
               deliver or return to the Company, at the Company's request at
               any time or upon termination or expiration of his employment
               or as soon thereafter as possible, all documents, computer
               tapes and disks, records, lists, data, drawings, prints, notes
               and written information (and all copies thereof) furnished by
               the Company or prepared by the Employee during the term of his
               employment by the Company.

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         8.    COMPENSATION:

               A.  SALARY: The Company shall pay Employee an annual base salary
                   of $130,000 ("Salary"), payable in accordance with the normal
                   payroll procedures of the Company or at such other time or
                   times as Employee and the Company shall agree. Except as
                   otherwise provided herein, the Company's obligation to pay
                   Employee's salary under this Agreement shall cease as of the
                   date of termination of Employee's employment. Employer shall
                   review performance of Employee on or about each annual
                   anniversary of this agreement and in conjunction with the
                   overall Employee's performance evaluation, Employer shall
                   modify the compensation to reflect industry pay for other
                   comparable positions of publicly held aftermarket companies.

               B.  INCENTIVE COMPENSATION: Employee shall be eligible to
                   participate in the Company's Executive Incentive Compensation
                   Plan for each year of the term of this agreement.

         9.    TAX WITHHOLDING: The Company shall have the right to deduct or
               withhold from the compensation due to Employee hereunder any and
               all sums required for any and all federal, social security, state
               and local taxes, assessments or charges now applicable or that
               may be enacted and become applicable in the future.

         10.   EMPLOYEE BENEFITS:

               A.  VACATION TIME AND SICK LEAVE: Employee shall be entitled to
                   three (3) weeks of vacation and six (6) days of sick leave
                   without loss of compensation each year during the Employment
                   Term. For the purposes of this paragraph, a year shall begin
                   on the effective date of this Agreement as set forth above.
                   In the event that Employee takes vacation time or sick leave
                   in excess of the minimum numbers set forth in this paragraph,
                   the President shall determine whether or not Employee shall
                   receive compensation for such excess days. Unless otherwise
                   established by the Company's President, in the event that
                   Employee does not for any reason take the total amount of
                   vacation time authorized during any year, he shall be deemed
                   to have waived any entitlement to vacation time for that
                   year. Sick days may not be accumulated.

               B.  ADDITIONAL BENEFITS: Employee shall be entitled to all
                   employment benefits made available to other employees of the
                   Company. Such benefits shall include, but are not limited to,
                   health insurance, dental insurance, disability insurance,
                   life insurance, stock options, and retirement plan. Employee
                   shall also be reimbursed for professional memberships and CPE
                   course requirements to maintain his CPA license.

         11.   TERMINATION OF AGREEMENT:

               A.  TERMINATION FOR CAUSE: The Company may terminate Employee's
                   employment under this Agreement for "Cause", at any time, but
                   only in the event of (a) Employee's conviction of a felony
                   (provided, however, that following indictment for a felony,
                   and prior to conviction, the Company may, without limiting or
                   modifying in any other way its obligations under this
                   Agreement, suspend Employee from the performance of his
                   duties

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                   hereunder), or (b) a determination by the Company's
                   President, acting reasonably and in good faith, that Employee
                   has (1) neglected his material duties or performed his
                   material duties in an incompetent manner, (2) committed
                   fraudulent or dishonest actions, or (3) deliberately injured
                   or attempted to injure the Company; provided, however, that
                   Employee shall not be deemed to have been terminated for
                   Cause unless and until there shall have been delivered to him
                   a copy of a resolution duly adopted by the affirmative vote
                   of not less than a majority of the entire membership of the
                   President of the Company, finding that, in the good faith
                   opinion of such board, he was guilty of or had engaged in
                   conduct constituting Cause as set forth herein and specifying
                   the particulars thereof in detail.

                   B.    EFFECT OF TERMINATION FOR CAUSE: In the event of
                         termination of Employee for cause as set forth in
                         Subsection 11.A., or a voluntary termination by
                         Employee in breach of this Agreement without the
                         consent of the Company, Employee shall have no right to
                         any bonuses, salaries, benefits or entitlements other
                         than those required by law or specifically provided
                         under the terms of the applicable plan document.
                         Payment of any further bonuses or other salaries
                         claimed by Employee will be in the sole and absolute
                         discretion of the Company, and Employee shall have no
                         entitlement thereto.

                   C.    DISABILITY AND DEATH: If, during the Employment Term,
                         Employee should die or suffer any physical or mental
                         illness that renders him incapable of fulfilling his
                         obligation under this Agreement; and such incapacity
                         exists or may reasonably be expected to exist for more
                         than forty-five (45) calendar days in the aggregate,
                         the Company may, upon five (5) calendar days written
                         notice to Employee, terminate this Agreement. The
                         determination of the Company that Employee is incapable
                         of fulfilling his obligations under this Agreement
                         shall be final and binding.

                   D.    VOLUNTARY TERMINATION BY EMPLOYEE AT THE END OF THE
                         EMPLOYMENT TERM: In the event of voluntary termination
                         by Employee at the end of the Initial Employment Term,
                         or any Extended Employment Term, Employee shall be
                         entitled only to those amounts that have accrued to the
                         date of termination or are expressly payable under the
                         terms of the Company's applicable benefit plans or are
                         required by applicable law. The Company may, in its
                         sole and absolute discretion, confer such other
                         benefits or payments as it determines, but Employee
                         shall have not entitlement thereto.

                   E.    TERMINATION BY EMPLOYER AT THE END OF THE EMPLOYMENT
                         TERM: In the event that Employee's employment is
                         terminated by the Company at the end of the Initial
                         Employment Term or any Extended Employment Term as a
                         result of the Company's notice specified in Section 1
                         above, Employee shall be treated as in Subsection 11.D.

                   F.    TERMINATION BY EMPLOYER DURING THE EMPLOYMENT TERM: In
                         the event of termination by the Employer other than at
                         the end of the Initial Employment Term or Extended
                         Employment Term, other than for cause under Subsection
                         11.A., Employee shall be entitled to nine (9) months
                         base salary (at Employee's then current base) plus
                         COBRA premiums for nine (9) months payable in bi-weekly
                         installments similar to if Employee had continued
                         employment with the Company.

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                   G.    CONFIDENTIALITY. Nothing in this Section 11 shall
                         affect the rights of the parties under Section 4 above.

               12. ASSIGNMENT OF INTELLECTUAL PROPERTY RIGHTS:

                   A.     DEFINITION OF "INVENTIONS": As used herein, the term
                          "Inventions" shall mean all inventions, discoveries,
                          improvements, trade secrets, formulas, techniques,
                          data, programs, systems, specifications,
                          documentation, algorithms, flow charts, logic
                          diagrams, source codes, processes, and other
                          information, including works-in-progress, whether or
                          not subject to patent, trademark, copyright, trade
                          secret, or mast work protection, and whether or not
                          reduced to practice, which are made, created,
                          authored, conceived or reduced to practice by
                          Employee, either alone or jointly with others, during
                          the period of employment with the Company and for one
                          year following the termination of Employee's
                          employment with the Company which (1) relate to the
                          actual or anticipated business, activities, research,
                          or investigations of the Company, or (2) result from
                          or is suggested by work performed by Employee for the
                          Company (whether or not made or conceived during
                          normal working hours or on the premises of the
                          Company), or (3) which result, to any extent, from
                          use of the Company's premises or property.

                   B.     WORK FOR HIRE: Employee expressly acknowledges that
                          all copyrightable aspects of the Inventions are to be
                          considered "works made for hire" within the meaning
                          the Copyright Act of 1976, as amended (the "Act"),
                          and that the Company is to be "author" within the
                          meaning of such Act for all purposes. All such
                          copyrightable works, as well as all copies of such
                          works in whatever medium fixed or embodied, shall be
                          owned exclusively by the Company as of its creation,
                          and Employee hereby expressly disclaims any and all
                          interest in any of such copyrightable works and
                          waives any right of DROIT MORALE or similar rights.

                   C.     ASSIGNMENT: Employee acknowledges and agrees that all
                          Inventions constitute trade secrets of the Company or
                          the member of the Company, as applicable, and shall
                          be the sole property of the Company, as applicable or
                          any other entity designated by the Company. In the
                          event that title to any or all of the Inventions or
                          any part or element thereof, may not, by operation of
                          law, vest in the Company, as applicable, or such
                          Inventions may be found as a matter of law not to be
                          "works made for hire" within the meaning of the Act,
                          Employee hereby conveys and irrevocably assigns to
                          the Company, as applicable, without further
                          consideration, all his right, title and interest
                          throughout the universe and in perpetuity, in all
                          Inventions and all copies of them, in whatever medium
                          fixed or embodied, and in all written records,
                          graphics, diagrams, notes, or reports relating
                          thereto in Employee's possession or under his
                          control, including, with respect to any of the
                          foregoing, all rights of copyright, patent,
                          trademark, trade secret, mask work, and any and all
                          other proprietary rights therein, the right to modify
                          and create derivative works, the right to invoke the
                          benefit of any priority under any international
                          convention and all rights to register and renew same.

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                   D.    PROPRIETARY NOTICES; NO FILINGS; WAIVER OF MORAL
                         RIGHTS: Employee acknowledges that all Inventions shall
                         at the sole option of the Company bear the Company's
                         patent, copyright, trademark, trade secret, and mask
                         work notices. Employee agrees not to file any patent,
                         copyright, or trademark applications relating to any
                         Invention, except with prior written consent of an
                         authorized representative of the Company. Employee
                         hereby expressly disclaims any and all interest in any
                         Inventions and waives any right of DROIT MORALE or
                         similar rights, such as rights of integrity or the
                         right to be attributed as the creator of the Invention.

                   E.    FURTHER ASSURANCE: Employee agrees to assist the
                         Company, or any party designated by the Company,
                         promptly on the Company's request, whether before or
                         after the termination of employment, however such
                         termination may occur, in perfecting, registering,
                         maintaining, and enforcing, in any jurisdiction, the
                         Company's rights in the Inventions by performing all
                         acts and executing all documents and instruments deemed
                         necessary or convenient by the Company, including, by
                         way of illustration and not limitation:

                         1.  Executing assignments, applications, and other
                             documents and instruments in connection with (a)
                             obtaining patents, copyrights, trademarks, mask
                             works, or other proprietary protections for the
                             Inventions and (b) confirming the assignment to the
                             Company of all right, title, and interest in the
                             Inventions or otherwise establishing the Company's
                             exclusive ownership rights therein.

                         2.  Cooperating in the prosecution of patent,
                             copyright, trademark and mask work applications, as
                             well as in the enforcement of the Company's rights
                             in the Inventions, including, but not limited to,
                             testifying in court or before any patent,
                             copyright, trademark or mask work registry office,
                             or any other administrative body.

                             Employee will be reimbursed for all out-of-pocket
                             costs incurred in connection with the foregoing, if
                             such assistance is requested by the Company after
                             the termination of employment. In addition, to the
                             extent that, after the termination of employment
                             for whatever reason, Employee's technical expertise
                             shall be required in connection with the
                             fulfillment of the aforementioned obligations, the
                             Company will compensate Employee at a reasonable
                             rate for the time actually spent by Employee at the
                             Company's request rendering such assistance.

                   F.    POWER OF ATTORNEY: Employee hereby irrevocably appoints
                         the Company to be his Attorney-in-Fact in his name and
                         on his behalf to execute any document and to take any
                         action and generally to use his name for the purpose of
                         giving to the Company the full benefit of the
                         assignment provisions set forth above.

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                   G.    CONSENT TO USE OF NAME: The Company reserves the right
                         (but shall not have the obligation) to publicize
                         Employee's name and background in connection with the
                         marketing of the Inventions or the enforcement of the
                         Company's rights therein. Employee is responsible for
                         supplying to the Company his resume or curriculum vitae
                         for such purposes. Employee agrees that the Company
                         shall have the sole control over the type style, type
                         size, or placement of his name on any materials, or
                         over the final content of any biography used in said
                         material.

                   H.    DISCLOSURE OF INVENTIONS: Employee will make full and
                         prompt disclosure to the Company of all Inventions
                         subject to assignment to the Company, and all
                         information relating thereto in Employee's possession
                         or under his control as to possible applications and
                         use thereof.

                   I.    NO VIOLATION OF THIRD PARTY RIGHTS: Employee
                         represents, warrants, and covenants that he:

                         1.  will not, in the course of employment, infringe
                             upon or violate any proprietary rights of any third
                             party (including, without limitation, any third
                             party confidential relationships, patents,
                             copyrights, mask works, trade secrets, or other
                             proprietary rights);

                         2.  is not a party to any conflicting agreements with
                             third parties which will prevent him from
                             fulfilling the terms of employment and the
                             obligations of this Agreement;

                         3.  does not have in his possession any confidential or
                             proprietary information or documents belonging to
                             others and will not disclose to the Company, use,
                             or induce the Company to use, any confidential or
                             proprietary information or documents of others; and

                         4.  agrees to respect any and all valid obligations
                             which he may now have to prior employers or to
                             others relating to confidential information,
                             inventions, or discoveries which are the property
                             of those prior employers or others, as the case may
                             be.

                             Employee has supplied or shall promptly supply to
                             the Company a copy of each written agreement to
                             which Employee is subject (other than any agreement
                             to which the Company is a party) which includes any
                             obligation of confidentiality, assignment of
                             Inventions, or non-competition.

                             Employee agrees to indemnify and save harmless the
                             Company from any loss, claim, damage, costs or
                             expenses of any kind (including without limitation,
                             reasonable attorney's fees) to which the Company
                             may be subjected by virtue of a breach by Employee
                             of the foregoing representations, warranties, and
                             covenants.

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                  J.       OBLIGATIONS UPON TERMINATION: In the event of any
                           termination of his employment, for whatever reason,
                           Employee will promptly (1) deliver to the Company all
                           physical property, discs, documents, notes,
                           printouts, and all copies thereof and other materials
                           in Employee's possession or under Employee's control
                           pertaining to the business of the Company, including,
                           but not limited to, those embodying or relating to
                           the Inventions and the Confidential Information (as
                           defined in Sections 7 and 12.A. herein), (2) deliver
                           to the Company all notebooks and other data relating
                           to research or experiments or other work conducted by
                           Employee in the scope of employment or any Inventions
                           made, created, authored, conceived, or reduced to
                           practice by Employee, either alone or jointly with
                           others, and (3) make full disclosure relating to any
                           Inventions.

                           If Employee would like to keep certain property, such
                           as material relating to professional societies or
                           other non-confidential material, upon the termination
                           of employment with the Company, he agrees to discuss
                           such issues with the Company. Where such a request
                           does not put Confidential Information of the Company
                           at risk, the Company will customarily grant the
                           request.

                           Upon termination of employment with the Company,
                           Employee's obligations under this Section 12 shall
                           survive and the Employee shall, if requested by the
                           Company, reaffirm Employee's recognition of the
                           importance of maintaining the confidentiality of the
                           Company's Confidential Information and reaffirm all
                           of the Employee's obligations set forth in this
                           Section 12.

         13.   LIFE INSURANCE: The Company may, in its sole discretion, purchase
               such life insurance policies as it deems necessary or
               appropriate, naming Employee as the insured and the Company as
               beneficiary. Employee hereby agrees to submit to any reasonable
               medical examination required for the purchase of such insurance.

         14.   NOTICES: Any notices to be given hereunder by either party to the
               other shall be in writing and may be transmitted by personal
               delivery or by certified mail, return receipt requested. Mailed
               notices shall be addressed to the parties as follows:

               If notice is to the Company, to:

               AVTEAM, Inc.
               Miramar Park of Commerce
               3230 Executive Way
               Miramar, Florida  33025
               Attention:  President

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               with copy to:

               Baker & McKenzie
               701 Brickell Avenue, Suite 1600
               Miami, Florida  33131
               Attention:  Noel H. Nation, Esq.

               If notice is to Employee, to:

               Mark Koondel
               12435 N.W. 19th Place
               Coral Springs, Florida 33071

               Either party may change its address by written notice in
               accordance with this Section 14. Notices delivered personally
               shall be deemed communicated as of the dates of actual receipt;
               mailed notices shall be deemed communicated as of forty-eight
               (48) hours after the date of mailing.

         15.   ARBITRATION: Any controversy between the parties involving the
               construction or application of any of the terms, provisions or
               conditions of this Agreement or in any way connected with
               Employee's employment with the Company, including, but not
               limited to, breach of this Agreement, termination or discharge,
               claims of age, gender, race or disability discrimination, sexual
               harassment or civil rights violations shall, within thirty (30)
               days of the written notice to the other party, be submitted to
               final and binding arbitration as follows:

               A.  The arbitration shall be held in Miami, Florida

               B.  The arbitration shall be conducted by one arbitrator, who is
                   a member of the American Arbitration Association ("AAA") and
                   in accordance with the rules of the AAA then in effect,
                   subject to the specific exceptions set out in Subsection
                   15.C., unless both parties agree otherwise. The arbitrator
                   shall be chosen from a panel of persons with knowledge of an
                   experience in employment and employment law issues.

               C.  Notwithstanding any rule of the AAA to the contrary, (1) the
                   parties shall be entitled to conduct discovery (i.e.,
                   investigation of facts through deposition and other means)
                   which shall be governed by the Florida Rules of Civil
                   Procedure then in effect; (2) the arbitrator shall have all
                   power and authority relating to such discovery as are allowed
                   under the Florida Rules of Civil (3) the arbitrator shall
                   apply Florida substantive law; (4) at the election and at the
                   expense of either party, a Court Reporter may record the
                   hearing and such recording will be the official record of the
                   proceeding; and (5) the arbitrator shall specify the basis
                   for, and the type of damage award, if any, entered.

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               D.  The arbitrator's authority to order discovery and enter
                   judgement shall be final and binding. It may be enforced
                   through an order of a court of competent jurisdiction. Such
                   judgement may be reviewed by a court only on the grounds of
                   bias, improper conduct of the arbitrator, abuse of
                   discretion, or violation of public policy.

                   Notwithstanding the foregoing agreement to arbitrate, either
                   party may apply to any court of competent jurisdiction for
                   temporary restraining orders, preliminary injunctions,
                   permanent injunctions, or other extraordinary relief, to
                   remedy any actual or threatened unauthorized disclosure of
                   confidential information or unauthorized use, copying,
                   marketing, or distribution of confidential information. Such
                   application shall be made before the arbitrator is appointed
                   and assumes his or her responsibilities. The seeking of
                   injunctive relief shall not operate to prejudice the rights
                   of the parties to arbitrate their disputes.

         16.   ATTORNEYS' FEES AND COSTS: If either party fails to perform its
               respective obligations under this Agreement, and the other party
               is thereby required to incur attorneys' fees or other fees or
               costs, including but not limited to the costs of arbitration, the
               party so incurring such fees and costs shall be entitled to the
               payment of those fees and costs by the breaching party.

         17.   ENTIRE AGREEMENT: This Agreement supersedes any and all other
               agreements, either oral or in writing, between the parties hereto
               with respect to the employment of Employee by the Company and
               contains all of the covenants and agreements between the parties
               with respect to that employment in any manner whatsoever. Each
               party to this Agreement acknowledges that no representations,
               inducements, promises, or agreements, oral or written, have been
               made by any party, or anyone acting on behalf of any party, which
               are not embodied herein, and that no other agreement, statement,
               or promise not contained in this Agreement shall be valid or
               binding on either party.

         18.   MODIFICATIONS: Any modification of this Agreement shall be
               effective only if it is in writing and signed by both parties.

         19.   EFFECT OF WAIVER: The failure of either party to insist on strict
               compliance with any of the terms, covenants, or conditions of
               this Agreement by the other party shall not be deemed a waiver of
               that term, covenant, or condition, nor shall any waiver or
               relinquishment of any right or power at any one time or times be
               deemed a waiver or relinquishment of that right or power for all
               or any other times.

         20.   PARTIAL INVALIDITY: If any provision of this Agreement is held by
               a court of competent jurisdiction to be invalid, void, or
               unenforceable, the remaining provisions shall nevertheless
               continue in full force without being impaired or invalidated in
               any way, unless such partial invalidity materially affects the
               intent of the parties.

         21.   GOVERNING LAW: This Agreement shall be governed by and construed
               in accordance with the laws of the State of Florida.

                                       11
<PAGE>


         22.   ASSIGNABILITY: The rights and duties of either party hereunder
               shall not be assignable by either party, except that this
               Agreement and all rights and obligations hereunder may be
               assigned by the Company to, and be assumed by, any corporation or
               other business entity which succeeds to all or substantially all
               of the assets and business of the Company through merger,
               consolidation, acquisition of assets, or other corporate
               reorganization.

         23.   SURVIVAL: The covenants, agreements, representations and
               warranties contained in or made pursuant to this Agreement shall
               survive Employee's termination of employment irrespective of any
               investigation made by or on behalf of any party.

         IN WITNESS WHEREOF, the parties have executed this Agreement effective
as of the day and year first above written.

                             AVTEAM, INC.

                             By:      /s/ Donald A. Graw
                                      -----------------------------------------
                             Name:    Donald A. Graw
                             Title:   President and Chief Executive Officer

                             EMPLOYEE:

                             By:      /s/ Mark Koondel
                                      -----------------------------------------
                             Name:    Mark Koondel