Exhibit 10.12

                      SEVERANCE AND EMPLOYMENT AGREEMENT


1.    Recitals

      (a)         This  Severance  and  Employment  Agreement  ("Agreement") is
                  between  Odd  Job Store, Inc. (the "Company"), and  _________
                  (the "Employee")  dated March 27, 2003.  This Agreement is in
                  addition  to,  and not  in  lieu  of,  any  other  employment
                  agreement between the Company and Employee.

      (b)         The  address  of the  Company  is  200  Helen  Street,  South
                  Plainfield, New  Jersey 07080. The address of the Employee is
                  _________________________________.

      (c)         The Employee is currently  employed  by  the  Company  in the
                  capacity of __-________________________, and the Employee  is
                  one of the key employees of the Company.

      (d)         In  consideration of the mutual promises contained herein and
                  other  good  and valuable consideration, the Employee and the
                  Company have entered into this Agreement.

2.    Term of Agreement

      The Term of this Agreement shall commence on the date hereof and continue
until March 31, 2005; provided,  however,  that  if  a  Change  in  Control (as
defined  in  Section  3  below) occurs prior to March 31, 2005, the termination
date of the Agreement shall be the second anniversary of such Change in Control
(the "Term of Agreement").


 3.   Change in Control

      No benefit shall be  payable  hereunder (and Sections 4 through 10 and 18
shall not be applicable) unless a change  in  control of the Company shall have
occurred  within  the Term of Agreement and the Employee's  employment  by  the
Company shall have  been terminated within two years thereafter.   For purposes
of this Agreement, a  "change in control" of the Company shall mean a change in
control of a nature that  would  be required to be reported in response to Item
6(e) of Schedule 14A of Regulation  14A  (or  any  similar  item  or  successor
schedule)  promulgated  under  the  Securities Exchange Act of 1934, as amended
(the "Exchange Act"); provided that,  without  limitation,  such  a  change  in
control  shall  be  deemed  to  have  occurred  if and at such times as (i) any
"person" (as such term is used in Section 13(d)(3) and 14(d)(2) of the Exchange
Act) becomes the beneficial owner, directly or indirectly, of securities of the
Company  representing 50% or more of the voting power  of  the  Company's  then
outstanding  securities  (excluding  any  current  owner  of 50% or more of the
outstanding  stock)  or  (ii)  during  any  period  of  two consecutive  years,
individuals  who  at  the  beginning  of such period constitute  the  Board  of
Directors  cease for any reason to constitute  at  least  a  majority  thereof,
unless  the  election,   or  the  nomination  for  election  by  the  Company's
shareholders, of each new  director during such two year period was approved by
the affirmative vote of at least  two-thirds  of  the  directors  then still in
office who were directors at the beginning of said two-year period.    The date
on  which the change in control occurs shall be known as the "Change in Control
Date."

4.    Notice of Termination

      Any  termination  of  the  Employee's  employment  by  the Company or the
Employee shall be communicated by written Notice of Termination  to  the  other
party  thereto  and  shall  specify  the  date  of termination and indicate the
specific termination provision in this Agreement  relied  upon  and  shall  set
forth  in  reasonable  detail  the facts and circumstances claimed to provide a
basis for termination of employment under the provision so indicated.

5     Compensation

      The Employee shall be entitled, while employed by the Company, to receive
for the remainder of the Term of  Agreement  an  annual  base salary (the "Base
Salary"), payable in equal semi-monthly, bi-weekly, or weekly  installments, at
an  annual rate at least equal to the aggregate annual base salary  payable  to
the Employee  as  of  the Effective Date. The Base Salary may be increased (but
may not be decreased) at  any time and from time to time by action of the Board
of Directors of the Company,  any  committee  thereof, or any individual having
authority  to  take  such  action,  in accordance with  the  Company's  regular
practices. Any increase in the Base Salary  shall  not serve to limit or reduce
any other obligation of the Company hereunder.  In the  event of termination of
employment,  the  Employee  shall  be  entitled  to the severance  provided  in
Sections 7, 8, 9 or 10, as applicable.

6.    Benefit Plans

      (a)         The  Company  agrees to continue in  effect  any  perquisite,
                  benefit or compensation  plan  (including  its  annual  bonus
                  plan,  long-term  incentive plan, section 401(k) plan, dental
                  plan, life insurance  plan,  health  and  accident  plan,  or
                  disability  plan),  in which the Employee is participating as
                  of  the  date  prior  to  the  Effective  Date  (collectively
                  referred to as the "Benefit  Plans");  or  to  maintain plans
                  providing   substantially   similar   benefits,  unless   the
                  continuation of any such plan (or similar plan) would not, in
                  the good faith discretion of the Company,  be an economically
                  reasonable  decision,  taking  into  account  all  facts  and
                  circumstances;

      (b)          Other than as provided in paragraph (a), the Company  agrees
                  not  to  take  any  action  that  would  adversely affect the
                  Employee's  participation  in,  or  materially   reduce   the
                  benefits  under,  any  of  the  Benefit  Plans or deprive the
                  Employee  of  any material fringe benefit currently  enjoyed;
                  and

      (c)         The Company agrees to provide the Employee with the number of
                  paid vacation days  to  which  he  or  she is entitled on the
                  basis of years of service with the Company in accordance with
                  the Company's normal vacation policy in  effect  on  the date
                  hereof.

1.    Termination for Cause

      (a)         The  Company  may  terminate  the  Employee's  employment for
                  Cause. For the purposes of this Agreement, the Company  shall
                  have  "Cause"  to  terminate employment hereunder only (i) if
                  termination shall have  been  the result of an act or acts of
                  dishonesty  by  the  Employee  constituting   a   felony  and
                  resulting  or  intended  to result directly or indirectly  in
                  substantial gain or personal enrichment at the expense of the
                  Company; or (ii) upon the  willful  and  continued failure by
                  the Employee substantially to perform his  or her duties with
                  the  Company  (other  than  any  such failure resulting  from
                  incapacity due to mental or physical  illness) after a demand
                  in writing for substantial performance  is  delivered  by the
                  Company,  which demand specifically identifies the manner  in
                  which  the  Company   believes  that  the  Employee  has  not
                  substantially performed  his  or her duties, and such failure
                  results in demonstrably material  injury  to the Company. The
                  Employee's employment shall in no event be considered to have
                  been terminated by the Company for Cause if  such termination
                  took  place as the result of (i) bad judgment or  negligence,
                  or (ii)  any  act  or  omission  without  intent  of  gaining
                  therefrom  directly  or  indirectly  a  profit  to  which the
                  Employee  was  not  legally  entitled,  or  (iii)  any act or
                  omission  believed  in  good  faith  to  have  been in or not
                  opposed to the interest of the Company, or (iv)  any  act  or
                  omission in respect of which a determination be made that the
                  Employee  met  the  applicable standard of conduct prescribed
                  for indemnification or  reimbursement  or payment of expenses
                  under the Regulations of the Company or the laws of the State
                  of Ohio, in each case as in effect at the time of such act or
                  omission.

      (b)         If the Employee's employment shall be terminated  for  Cause,
                  the  Company  shall  pay  the  Employee  his or her full base
                  salary through the Date of Termination at  the rate in effect
                  at  the time Notice of Termination is given and  the  Company
                  shall  have no further obligations to the Employee under this
                  Agreement.

1.    Termination for Death or Disability

      (a)         The Company  may  terminate  this Agreement on account of the
                  Employee's  death  or for "Disability"  if  the  Employee  is
                  "Disabled." For purposes  of  this  Agreement,  the  Employee
                  shall  be considered Disabled only if, as a result of his  or
                  her incapacity  due  to physical or mental illness, he or she
                  shall have been absent  from  his  or  her  duties  with  the
                  Company  on  a  full-time  basis  for a period of ninety (90)
                  consecutive days.

      (b)         If the Company terminates this Agreement  on  account  of the
                  Employee's  death  or  because  the Employee is Disabled, the
                  Company shall pay to the Employee  (or his or her successors)
                  the  amounts,  and  provide  to  the Employee  the  benefits,
                  specified  in  Sections  5  and  6  through   the   Date   of
                  Termination.

1.    Termination of Employment by the Employee for Good Reason

      (a)The  Employee may terminate his or her employment for Good Reason. For
         purposes  of this Agreement, Good Reason will exist if any one or more
         of the following occur:

            (i)         Failure  by the Company to honor any of its obligations
                        under Sections 5, 6, or 8; or

            (ii)        A material adverse change in the nature or scope of the
                        functions,  responsibilities  or duties attached to the
                        position  with  the  Company which  the  Employee  held
                        immediately prior to the  Effective  Date,  without the
                        prior  written  consent of the Employee, which  is  not
                        remedied within 10  calendar  days after receipt by the
                        Company of written notice from  the  Employee  of  such
                        change; or

            (iii)       A determination by the Employee made in good faith that
                        as  a  result  of  a  change  in  control following the
                        Effective Date there has been a change in circumstances
                        that   significantly  affects  his  or  her   position,
                        including  without  limitation a material change in the
                        scope of the business  or other activities for which he
                        or  she  was  responsible  immediately   prior  to  the
                        Effective   Date,   he   or   she   has  been  rendered
                        substantially   unable   to   carry   out,   has   been
                        substantially  hindered in the performance of,  or  has
                        suffered  a  substantial   reduction  in,  any  of  the
                        authorities,  powers,  functions,  responsibilities  or
                        duties attached to the position  held  by  the Employee
                        immediately   prior   to   the  Effective  Date,  which
                        situation is not remedied within 10 calendar days after
                        written notice to the Company from the Employee of such
                        determination; or

            (iv)        The  Company  shall  relocate its  principal  executive
                        offices, or require the  Employee  to  have  his or her
                        principal  location  of  work  changed, to any location
                        which  is  in  excess  of  50 miles from  the  location
                        thereof immediately prior to  the  Effective Date or to
                        travel  away from his or her office in  the  course  of
                        discharging  his  or  her  responsibilities  or  duties
                        hereunder   significantly  more  (in  terms  of  either
                        consecutive days  or  aggregate  days  in  any calendar
                        year)  than  was  required of him or her prior  to  the
                        Effective Date without,  in  either  case,  his  or her
                        prior written consent.

1.    Compensation Upon Certain Terminations

      (a)   If the Company shall terminate the Employee's employment other than
pursuant  to  Sections 7 or 8 hereof or if the Employee shall terminate his  or
her employment  for  Good Reason pursuant to Section 9 hereof, then the Company
shall pay to the Employee in a lump sum on the fifth business day following the
Date of Termination, the following amounts:

            (i)         If  the termination occurs within the period commencing
                        on the  Change  in  Control Date and ending on the date
                        six (6) months after  the  Change  in  Control ___ (__)
                        months of Employee's then current base salary; or

            (ii)        If the termination occurs within the period  commencing
                        six  (6)  months  and a day after the Change in Control
                        Date and ending on the second anniversary of the Change
                        of Control Date, one-half  of the benefit payable under
                        clause (i) above; provided,  however, that no severance
                        payment under this clause (ii) shall be less than three
                        (3) months of Employee's then current base salary.

      (b)   If the Company shall terminate the Employee's employment other than
      pursuant to Sections 7 or 8 hereof or if the Employee shall terminate his
      or her employment for Good Reason pursuant to Section  9 hereof, then the
      Company  shall  continue in effect, at the Company's cost,  the  medical,
      dental, life insurance,  and health and accident plans in effect in which
      the Employee is participating  as of the Date of Termination for a period
      of three months.

      (c)   It is the intention of the  parties  that  this  Agreement provides
      special benefits to the Employee.  If benefits shall be  payable pursuant
      to  this  Agreement  due  to  a  cause  compensable  under any employment
      agreement or severance program applicable to Employee,  benefits pursuant
      to  this  Agreement  shall  be  in  lieu  of,  and  not  duplicative  of,
      corresponding benefits under such agreement or program.

1.    Successors, Binding Agreement

      The  Company will require any successor (whether direct or  indirect,  by
purchase, merger,  consolidation  or  otherwise) to all or substantially all of
the business and/or assets of the Company,  by  agreement in form and substance
satisfactory to the Employee, to expressly assume  and  agree  to  perform this
Agreement in the same manner and to the same extent that the Company  would  be
required  to  perform  it if no such succession had taken place. Failure of the
Company  to obtain such agreement  prior  to  the  effectiveness  of  any  such
succession  shall  be a breach of this Agreement and shall entitle the Employee
to compensation from  the  Company  in the same amount and on the same terms as
would apply if the Employee terminated  his  or her employment for Good Reason,
except that for purposes of implementing the foregoing,  the  date on which any
such  succession becomes effective shall be deemed the Date of Termination.  As
used in  this Agreement, "Company" shall mean the Company as defined herein and
any successor  to  its  business  and/or  assets as aforesaid that executes and
delivers the agreement provided for in this  section or which otherwise becomes
bound by all the terms and provisions of this  Agreement  by  operation of law.
This  Agreement  shall  inure  to  the  benefit  of and be enforceable  by  the
Employee's  personal  or  legal  representatives,  executors,   administrators,
successors, heirs, distributees, devisees and legatees. If the Employee  should
die  while  any  amount  would  still  be  payable  hereunder  had the Employee
continued to live, all such amounts, unless otherwise provided herein, shall be
paid  in  accordance  with  the terms of this Agreement to his or her  devisee,
legatee, or other designee or,  if  there  be  no  such designee, to his or her
estate.

2.    Notice

      Notices and all other communications provided for in this Agreement shall
be in writing and shall be deemed to have been duly  given  when  delivered  or
mailed  by  United  States  registered  mail, return receipt requested, postage
prepaid, addressed to the respective addresses  set  forth on the first page of
this Agreement, provided that all notices to the Company  shall  be directed to
the  attention  of  the  Secretary of the Company, or to such other address  as
either party may have furnished to the other in writing in accordance herewith,
except that notices of change of address shall be effective only upon receipt.

3.    Miscellaneous

      No provisions of this  Agreement  may  be  modified, waived or discharged
unless such modification, waiver or discharge is agreed to in writing signed by
the Employee and the Company. No waiver by either  party  hereto at any time of
any breach by the other party hereto of, or compliance with,  any  condition or
provision of this Agreement to be performed by such other party shall be deemed
a  waiver of similar or dissimilar provisions or conditions at the same  or  at
any  prior  or  subsequent  time.  No  agreement  or  representations,  oral or
otherwise,  express or implied, with respect to the subject matter hereof  have
been made by  either  party which is not set forth expressly in this Agreement.
The validity, interpretation,  construction  and  performance of this Agreement
shall be governed by the laws of the State of New Jersey.

4.    Validity

      The invalidity or unenforceability of any one  or more provisions of this
Agreement  shall  not  affect  the  validity  or enforceability  of  any  other
provision of this Agreement, which shall remain in full force and effect.


5.    Counterparts

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

6.    Arbitration

      Any  dispute or controversy arising under  or  in  connection  with  this
Agreement shall  be settled exclusively by arbitration in Newark, New Jersey in
accordance with the  rules  of  the  American  Arbitration  Association then in
effect; provided that all arbitration expenses shall be borne  by  the Company.
Notwithstanding   the   pendency  of  any  dispute  or  controversy  concerning
termination or the effects  thereof,  the  Company  will  continue  to  pay the
Employee  his  or her full compensation in effect immediately before any Notice
of Termination giving  rise to the dispute was given and continue him or her as
a participant in all compensation,  benefit  and insurance plans in which he or
she was then participating, until the dispute is finally resolved. Amounts paid
under  this  paragraph  are in addition to all other  amounts  due  under  this
Agreement and shall not be offset against or reduce any other amounts due under
this Agreement. Judgment  may be entered on the arbitrators' award in any court
having jurisdiction; provided,  however, that the Employee shall be entitled to
seek specific performance of his  or  her  right  to  be paid until the Date of
Termination during the pendency of any dispute or controversy  arising under or
in connection with this Agreement.

7.    Withholding of Taxes

      The  Company  may withhold from any amounts payable under this  Agreement
all federal, state, city  or  other  taxes as shall be required pursuant to any
law or government regulation or ruling.

8.    Legal Fees and Expenses

      It is the intent of the Company  that  the  Employee  not  be required to
incur the legal expenses associated with the enforcement of his or  her  rights
under this Agreement by litigation or other legal action in the event that  the
Employee  is  the  prevailing  party in the dispute.  Accordingly, if it should
appear to Employee that the Company  has  failed  to  comply  with  any  of its
obligations  under  this  Agreement  or  in  the event the Company or any other
person takes any action to declare this Agreement  void  or  unenforceable,  or
institute  any  legal  action to designed to deny, or to recover from, Employee
the  benefits intended to  be  provided  to  Employee  hereunder,  the  Company
irrevocably  authorizes the Employee from time to time to retain counsel of his
or her choice,  at  the  expense  of  the  Company  as  hereafter  provided, to
represent the Employee in connection with the interpretation or enforcement  of
this  Agreement, including the initiation or defense of any litigation or other
legal action,  whether  by  or  against  the  Company or any director, officer,
stockholder or other person affiliated with the  Company,  in any jurisdiction.
Notwithstanding any existing or prior attorney-client relationship  between the
Company  and  such  counsel, the Company irrevocably consents to the Employee's
entering into an attorney-client  relationship  with  such counsel, and in that
connection the Company and the Employee agree that a confidential  relationship
shall  exist  between the Employee and such counsel. The Company shall  pay  or
cause to be paid and shall be solely responsible for any and all attorneys' and
related fees and  expenses  incurred  by  the  Employee  under this Section 18;
provided, however, that Employee shall be obligated to reimburse the expense of
the Company for his or her counsel fees and related expenses  that  the Company
has  paid on Employee's behalf in the event that Employee is not the prevailing
party in the dispute.

                                    ODD JOB STORES, INC.


                                    By:
                                       ----------------------------
                                       Name:
                                            -----------------------
                                       Its:
                                            -----------------------



Dated:  April ___, 2003            --------------------------------