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                                                                   Exhibit 10.8


                              EMPLOYMENT AGREEMENT


        THIS EMPLOYMENT AGREEMENT, dated as of June __, 1997, by and between
REDHEADS, INC., a Delaware corporation having its principal place of business at
One Executive Boulevard, Yonkers, New York 10701 (hereinafter referred to as the
"Company"), and DAVID SEDERHOLT, an individual residing at 9 Brookside Road,
Ridgefield, Connecticut 06877 (hereinafter referred to as "Employee").

                                  WITNESSETH:

        WHEREAS, Employee has experience in the restaurant industry;

        WHEREAS, the Company desires to employ Employee, and Employee desires to
accept such employment, on the terms and conditions hereinafter set forth;

        NOW, THEREFORE, in consideration of the foregoing and of the mutual
covenants and agreements herein contained, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereby agree as follows;

        1.      EMPLOYMENT AND TERM.

                (a)  The Company hereby employs Employee, and Employee hereby
accepts employment with the Company, upon the terms and subject to the
conditions contained in this Agreement.

                (b)  The term of Employee's employment hereunder (the
"Employment Period") shall commence on the date hereof and shall continue for a
period of one (1) year, unless sooner terminated as hereinafter provided. The
Employment Period shall automatically renew for one-year periods unless either
party gives notice at least sixty (60) days prior to the expiration of the
current Employment Period that such party elects to terminate this Agreement at
the end of such Employment Period.

        2.      DUTIES AND RESPONSIBILITIES OF EMPLOYEE.

                (a)  Employee shall serve as the Company's executive vice
president and chief operating officer. During the term hereof, Employee shall
perform the duties associated with his office and such other duties of an
executive, managerial or administrative nature, all as shall be specified and
designated from time to time by the Board of Directors of the Company in
accordance with the job description.

                (b)  Employee will serve the Company faithfully to the best of
his ability, and shall devote substantially all of his business time, energy and
skills to the performance of his duties hereunder. Employee shall not, without
the prior written consent of the Company,

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engage, directly or indirectly, in (i) any compensated activity for any person
or entity other than the Company, or (ii) any business or professional activity
other than for the benefit of the Company, except for personal business and
professional activities disclosed to the Company upon the execution and
delivery of this Agreement.

        3. BASE SALARY.

           (a) For all services rendered by Employee under this Agreement, the
Company shall pay to Employee a salary of $100,000 per annum ("Base Salary").
Base Salary shall be payable in accordance with the Company's payroll
practices, as in effect from time to time. The Company agrees to review
Employee's Base Salary on an annual basis, but the decision to adjust such Base
Salary shall be in the Company's sole discretion and Employee shall have no
right or entitlement to any annual or other salary increase.

           (b) The Company agrees to consider payment of a bonus to Employee at
any time when it pays a bonus generally to its senior executives, it being
understood and agreed, however, that the determination of whether to pay a
bonus to Employee shall be in the sole discretion of the Company and Employee
shall have no right or entitlement to any bonus at any time.

           (c) Employee shall receive a monthly automobile expense payment of
$750 per month. Any reasonable and necessary out of pocket expense incurred by
Employee in connection of his duties hereunder shall be reimbursed to Employee
upon submission of expense reports supported by appropriate documentation and
receipts.

        4. OPTIONS. Concurrently with the execution and delivery of this
Agreement, the Company shall grant to Employee the right to purchase a number
of options (the "Employee Options") equal to 1.75% of its issued and
outstanding shares of its common stock at an exercise price of $1.50. The
Employee Options shall be subject to customary anti-dilution provisions, and
the exercise price thereof shall be subject to adjustment for certain other
events, such as stock splits, reverse stock splits and recapitalizations. The
Employee Options will vest 25% on each anniversary of the date hereof, and will
be fully vested on the fourth anniversary of the date hereof.

        5. BENEFITS.

           (a) During the Employment Period, Employee shall be entitled to
participate, to the extent eligible thereunder, in any group insurance or other
similar plan or plans which may be instituted by the Company for the benefit of
its executive employees generally, upon such terms as may be therein provided.

           (b) During the Employment Period, Employee shall be entitled to four
(4) weeks paid vacation per year.


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     6.   TERMINATION. Employee's employment hereunder may be terminated prior
to the expiration of the Employment Period as follows:

          (a)  (i) Automatically upon the death of Employee; or (ii) at the
option of the Company, by written notice to Employee or his personal
representative in the event of the Permanent Disability (as defined below) of
Employee. In the event of such written notice, Employee's employment with the
Company shall terminate effective on the 30th day after receipt of such notice
by Employee. As used herein, the term "Permanent Disability" shall mean a
physical or mental incapacity or disability which renders Employee unable to
substantially render the services required hereunder for sixty (60) days in any
365-day period, as certified by either Employee's attending physician or a
licensed physician retained by the Company for the purposes of making such
determination.


          (b)  At the option of the Company, by written notice to Employee upon
the occurrence of any one or more of the following events:

               (i)    any action by Employee constituting fraud, embezzlement or
                      dishonesty in the course of his employment hereunder;

               (ii)   any conviction of Employee of any felony or any crime
                      involving moral turpitude, as determined by the Company;

               (iii)  gross neglect or willful refusal by Employee to perform
                      his duties hereunder; or

               (iv)   failure by Employee to devote substantially all of his
                      business time to the performance of his duties hereunder.

          (c)  At the option of Employee, by written notice to the Company, only
in the event of a material breach by the Company of the terms hereof.

          (d)  At the option of the Company, by written notice to Employee in
the event that the Company shall (i) cease its operations or otherwise stop
doing business, (ii) dissolve or commence any proceeding for dissolution,
liquidation or the winding up of its affairs, or (iii) continence any
proceeding under any bankruptcy, reorganization, readjustment of debt,
arrangement or similar statute of any jurisdiction.

          (e)  At the option of the Company, on ninety (90) days' notice.

     7.   EFFECT OF TERMINATION.

          (a)  In the event of the termination of Employee's employment
hereunder prior to the expiration of the Employment Period for any reason, the
Company shall have no liability or obligation to Employee under this Employment
Agreement or otherwise in connection with his employment, other than as
specifically set forth in this Section 7.

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               (b)  Upon the termination of Employee's employment hereunder 
pursuant to Section 6(a), the Company shall pay to Employee's estate or
beneficiary, in the event of a termination pursuant to clause (i) of Section
6(a), or to Employee or his legal representative, in the event of a termination
pursuant to clause (ii) of Section 6(a), all Base Salary through the date of
termination, payable in one lump payment in cash within 30 days of termination.

               (c)  Upon the termination of Employee's employment hereunder
either: (i) by the Company pursuant to Section 6(b), 6(d), 6(e); or (ii) by
Employee for any reason other than pursuant to Section 6(c), then Employee
shall be entitled to receive all Base Salary through the date of termination,
payable in one lump payment in cash within 30 days of termination.

               (d)  Upon the termination of Employee's employment hereunder
either: (A) by the Company for any reason other than pursuant to Section 6(a),
6(b), 6(d), 6(e); or (B) by Employee pursuant to Section 6(c), then the sole
liability of the Company to Employee shall be to pay to Employee all Base Salary
which would have been payable to Employee during the balance of the Employment
Period had his employment not been so terminated. The amounts payable pursuant
to this Section 7(d) shall be payable at the same time as Base Salary would have
been paid to Employee had he not been so terminated.

          8.   COVENANTS AGAINST COMPETITION.

               (a)  During the period of Employee's employment with the Company
and for a period of one (1) year thereafter, Employee shall not, directly or
indirectly, anywhere within a ten (10) mile radius of the geographical areas or
territories in which the business of the Company or any subsidiary is presently
being conducted or may from time to time be conducted during Employee's period
of employment with the Company: (i) engage for his own account in any
Competitive Business (as defined below); (ii) render any services in any
capacity to any person or entity engaged in a Competitive Business; or (iii)
own, manage, control, participate in, consult with, endorse, render services
for, lend money to, guarantee the debts or obligations of, or otherwise become
economically interested, whether as a partner, shareholder, director, officer,
employee, consultant, principal, member, manager, agent, trustee, consultant or
in any other relationship or capacity, in any entity or person engaged in a
Competitive Business.

               (b)  Nothing contained herein shall prevent Employee from being
a passive owner of any publicly-traded stock of a corporation which is engaged
in a Competitive Business; provided that (i) Employee does not have any other
participation in the management, operations or business of such corporation,
and (ii) Employee is not a controlling person of, or a member of a group which
controls, such corporation.

               (c)  For purposes of this Agreement, "Competitive Business"
shall mean any restaurant in the casual dining segment other than a fast food
restaurant.



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                (d)  During the Employment Period and for a period of one (1)
year thereafter, Employee shall not, directly or indirectly, on behalf of
himself or any other person or entity: (i) solicit or encourage any employee of
the Company, or any subsidiary of the Company to leave the employ of the
Company, or such subsidiary; or (ii) solicit any customer of the Company or any
subsidiary.

                (e)  The provisions of this Section 9 shall be effective
commencing on the first anniversary of the date of this Agreement and thereafter
during the balance of the Employment Period, and shall continue in effect
thereafter for the periods provided above, regardless of the manner or reasons
for the termination of employment.

                (f)  The parties recognize that a remedy at law for a breach of
the provisions of this Section 9 may be inadequate and any breach or threatened
breach thereof will cause irreparable injury to the Company and its
subsidiaries. Accordingly, for their complete protection, the Company shall have
the right to obtain injunctive relief, whether mandatory or restraining, to
enforce the provisions hereof, without being required to post any bond or other
security. Such remedy shall not be exclusive and shall be in addition to any
other remedy, at law or in equity, which the Company may have for any breach or
threatened breach of this Section 9 by Employee.

                (g)  If a court of competent jurisdiction determines that any of
the provisions of this Section 8, or any part thereof, is unenforceable because
of the scope, duration or area of applicability of such provision(s), it is the
intention of the parties that the court making such determination shall; (i)
modify such scope, duration or area, or all of them, only to the extent required
to cause such provision(s) to be deemed enforceable; and (ii) that such
provision(s) as so modified shall then be deemed by such court to be applicable 
and enforceable in such modified form and shall be enforced.

           9.   NOTICES. Any and all notices or other communications required or
permitted to be given under any of the provisions of this Agreement shall be in
writing and shall be deemed to have been duly given when personally delivered or
mailed by first class registered mail, return receipt requested, or by
commercial courier or delivery service, or by facsimile, addressed to the
parties at the addresses set forth below (or at such other address as any party
may specify by notice to all other parties given as aforesaid):


                (a)     If to the Company:

                        Redheads, Inc.
                        One Executive Boulevard
                        Yonkers, New York 10701
                        Attention: President



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                (b)  If to the Employee

                     David Sederholt
                     9 Brookside Drive
                     Ridgefield, Connecticut 06877

           (10) MISCELLANEOUS.

                (a)  This writing constitutes the entire agreement of the
parties with respect to the subject matter hereof and may not be modified,
amended or terminated except by a written agreement signed by all of the parties
hereto.

                (b)  This Agreement shall not be assignable by Employee, but it
shall be binding upon, and shall inure to the benefit of, his heirs, executors,
administrators and legal representatives. This Agreement shall be binding upon
and inure to the benefit of the Company and its successors and assigns.

                (c)  No waiver of any breach or default hereunder shall be
considered valid unless in writing, and no such waiver shall be deemed a waiver
of any subsequent breach or default of the same or similar nature.

                (d)  Subject to Section 8(g) hereof, if any provision of this
Agreement shall be held invalid or unenforceable, such invalidity or
unenforceability shall attach only to such provision and shall not in any manner
affect or render invalid or unenforceable any other severable provision of this
Agreement, and this Agreement shall be carried out as if any such invalid or
unenforceable provision were not contained herein, unless the invalidity or
unenforceability of such provision substantially impairs the benefits of the
remaining portions of this Agreement.

                (e)  The section headings contained herein are for the purposes
of convenience only and are not intended to define or limit the contents of said
sections.

                (f)  This Agreement may be executed in two or more counterparts,
all of which taken together shall be deemed one original.

                (g)  This Agreement shall be deemed to be a contract under the
laws of the State of New York and for all purposes shall be construed and
enforced in accordance with the internal laws of said state without regard to
the principles of conflicts of law.

                (h)  This Agreement shall not confer any rights or remedies upon
any person or entity other than the parties hereto and their respective
successors and permitted assigns.

                (i)  Each party hereby irrevocably consents to the sole and
exclusive jurisdiction and venue of the courts of the State of New York located
in New York County and


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of any Federal court located in New York County in connection with any action
or proceeding arising out of or relating to this Agreement, or the breach
thereof. Each party hereby irrevocably waives any objection to the laying of
venue in New York County or based on the grounds of forum non conveniens, which
such party may now or hereafter have to the bringing of any action or
proceeding in such jurisdiction in respect of this Agreement.

          (j)  Employee represents and warrants that he is not bound by any
agreement and is not subject to any restrictive covenant which precludes his
employment by the Company as provided for herein.

          IN WITNESS WHEREOF, the Company has caused this Agreement to be
executed on its behalf by its officer thereunto duly authorized, and Employee
has hereunto set his hand, as of the date first above written.


                                       REDHEADS, INC.

                                       By: /s/ Charles Oliorf
                                       ------------------------------
                                       Title:  C.E.O.
                                       ------------------------------



                                       /s/ David C. Sederholt
                                       ------------------------------
                                               David Sederholt




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