EXHIBIT 10.3


                            OPTICAL CABLE CORPORATION
                              EMPLOYMENT AGREEMENT

This  agreement  made  effective   March 12, 1997  by and between  Optical Cable
Corporation,  having a place  of  business  at 5290  Concourse  Drive,  Roanoke,
Virginia  (hereinafter  referred to as OCC), and Robert  Kopstein,  (hereinafter
referred to as Kopstein).

WHEREAS,  OCC desires to employ  Kopstein  and  Kopstein  desires to accept such
employment upon the terms and conditions hereinafter set forth.

NOW,  THEREFORE,  in consideration of the mutual covenants and agreements herein
contained,  OCC  employs  Kopstein  and  Kopstein  accepts  employment  upon the
following terms and conditions:

1.       EMPLOYMENT  AND  DUTIES:  Kopstein  is  employed  as  President & Chief
         Executive  Officer of OCC. Kopstein hereby agrees to abide by the terms
         and conditions of this Agreement.

2.       TERM:  The  term  of  this  Agreement  shall  begin  on  March 12, 1997
         and shall terminate on the 31st day of October, 1998.

3.       STARTING DATE: This Agreement becomes effective March 12, 1997.

4.       COMPENSATION:  For all  services  rendered by  Kopstein,  OCC shall pay
         Kopstein  a  salary,  payable  monthly,  equal to 1.0% of the  previous
         fiscal year net sales and in order to stimulate  the growth of OCC, OCC
         shall pay  Kopstein a sales  commission  equal to 1.0% of the  positive
         difference between the current fiscal year net sales and the prior year
         net sales.  Said sales commission shall be paid monthly and paid within
         15 days after the end of the  month.  Said  sales  commission  shall be
         based on the  difference  in net sales between the period of employment
         in the current fiscal year and the corresponding period of the previous
         fiscal year.

5.       PATENT  RIGHTS:  Kopstein's  interest  in any  and  all  inventions  or
         improvements made or conceived by him, or which he may make or conceive
         at any time after the  commencement of and until the termination of his
         employment by OCC, either individually or jointly with others, shall be
         the exclusive  property of OCC, its successors,  assignees or nominees.
         He will make full and  prompt  disclosure  in  writing to an officer or
         official of OCC, or to anyone  designated  for that  purpose by OCC, of
         all inventions or improvements made or conceived by him during the term
         of his  employment.  At the  request  and  expense of OCC,  and without
         further   compensation   to  him,   Kopstein  for  all   inventions  or
         improvements  which  may be  patentable,  will do all  lawful  acts and
         execute  and  acknowledge  any and all  letters  patents  in the United
         States  of  America  and  foreign 



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   Shipping Address:   Phone No.    (540) 265-0690          Mailing Address:
5290 Concourse Drive   FAX          (540) 265-0724           P.O. Box 11967 
 Roanoke, VA 24019     Sales Dept    1-800-622-7711       Roanoke, VA 24022-1967
       USA             Internet  http://www.occfiber.com             USA


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         countries for any and all of the inventions and  improvements set forth
         herein,  and for vesting in OCC the entire  right,  title and  interest
         thereto. As used in this Agreement,  "inventions or improvements" means
         discoveries,  concepts,  and ideas, whether patentable or not, relating
         to any present of  prospective  activities of OCC,  including,  but not
         limited to, devices, processes,  methods, formulae,  techniques and any
         improvements to the foregoing.

6.       CONFIDENTIALLY;  DISCLOSURE  OR  INFORMATION:  Since the work for which
         Kopstein is employed  and upon which he shall be engaged  will  include
         trade secrets and  confidential  information  of OCC or its  customers,
         Kopstein shall receive such trade secrets and confidential  information
         in confidence and shall not, except as required in the conduct of OCC's
         business  publish or disclose,  or make use of or authorize any else to
         publish,  disclose,  or make use of any  such  secrets  of  information
         unless and until such  secrets or  information  shall have ceased to be
         secret or confidential as evidenced by general public  knowledge.  This
         prohibition as to publication and disclosures shall not restrict him in
         the exercise of his technical skill, provided that the exercise of such
         skill does not  involve  the  disclosure  to others not  authorized  to
         receive secret or confidential  information of OCC or its customers. As
         used in this Agreement,  "trade secrets and  confidential  information"
         means any formula, pattern device or compilation of information used in
         the business of OCC or its customers which gives OCC or its customer an
         opportunity to obtain advantage over competitors who do not know or use
         such information; the term includes, but is not limited to, devices and
         processes,  whether patentable or not, compilations of information such
         as  customer  lists,   business  and  marketing   plans,   and  pricing
         information  where much of the  information  involved  by be  generally
         known or available but where the  compilation,  organization  or use of
         the  information is not generally  known and is of  significance to the
         business of OCC or its  customers.  The  provisions of this paragraph 6
         shall apply throughout the period of Kopstein's employment with OCC and
         for twelve (12) successive months immediately  following termination of
         that employment by either party for any reason.

7.       NON-COMPETE:  Kopstein covenants and agrees that during the term of his
         employment with OCC (as employee,  consultant or otherwise) and for the
         twelve (12) consecutive  months  immediately  following  termination of
         that  employment by either party for any reason he will not own or have
         an  ownership  interest  in,  or  render  services  to, or work for any
         business  which  competes with OCC or is engaged in the same or similar
         business  conducted by OCC during the period of  Kopstein's  employment
         with OCC or wishing  three (3)  months  following  termination  of that
         employment;  nor will he call on, solicit or deal with any customers or
         prospective   customers  of  OCC  learned  about  or  developed  during
         Kopstein's  employment with OCC. This Agreement shall apply to Kopstein
         as an individual for his own account,  as a partner or joint  venturer,
         as an employee,  agent salesman or consultant for any person or entity,
         as an officer, director or shareholder.

8.       RETURN  OF  OCC  PROPERTY:  Immediately  upon  the  termination  of his
         employment  with  OCC,  Kopstein  will  turn  over  to OCC  all  notes,
         memoranda,  notebooks,  drawings,  records, documents, and all computer
         program source listings,  object files, and executable  images obtained
         from OCC or  developed  or  modified by him as part of his work for OCC
         which are in his possession or under his control,  whether  prepared by
         him or others, relating to any work done for OCC or relating in any way
         to the business of OCC or its customers, it being acknowledged that all
         such items are the sold property of OCC.


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9.       BENEFITS:  Kopstein  shall be entitled to such vacation and benefits as
         OCC may from time to time establish for employees of similar positions,
         responsibilities and seniority.

10.      BINDING ON OTHER  PARTIES:  This  Agreement  shall be binding  upon and
         inure  to  the  benefit  of   Kopstein,   his  heirs,   executors   and
         administrators,  and shall be binding  upon an inure to the  benefit of
         OCC and its successors and assigns.

11.      ENFORCEMENT  AND  REMEDIES:   This  Agreement  shall  be  enforced  and
         construed in accordance with the laws of the Commonwealth of Virginia.

         Each  party  acknowledges  that in the event of a breach or  threatened
         breach of the  confidentiality  of  non-compete  provisions  set out in
         paragraphs 6 and 7 of the Agreement,  damages at law will be inadequate
         and injunctive  relief is  appropriate in addition to whatever  damages
         may be  recoverable.  Kopstein  agrees  to  pay  the  costs,  including
         attorneys  fees,  incurred  by  OCC  in  enforcing  the  provisions  of
         paragraphs 6 and 7.

         Each and all of the several rights and remedies contained in or arising
         by reason of this Agreement shall be construed as cumulative and no one
         of them  shall be  exclusive  of any other or of any right or  priority
         allowed by law or equity.  Nothing in this  Agreement is intended to be
         in  derogation  of the rights of either  party under or pursuant to any
         federal or state statute.

12.      NOTICES:  Any  notice  required  or  desired  to be  given  under  this
         Agreement  shall be deemed given if in writing sent by U.S. Mail to his
         last known residence in the case of Kopstein or to its principal office
         in the case of OCC.

13.      SEVERABILITY  AND LIMITED  ENFORCEABILITY:  It is understood and agreed
         that,  should any portion of any clause or paragraph of this  Agreement
         be deemed too broad to permit enforcement to its full extent, then such
         restriction  shall be enforced to the maximum extent  permitted  bylaw,
         and the  parties  hereby  consent  and  agree  that  such  scope may be
         modified   accordingly  in  an  proceeding   brought  to  enforce  such
         restriction.  Further,  it is agreed that,  should any provision in the
         Agreement be entirely  unenforceable,  the remaining provisions of this
         Agreement shall not be affected.

14.      ASSIGNMENT:  This  Agreement and the rights and  obligations  hereunder
         shall be deemed  unique and  personal to Kopstein  and Kopstein may not
         transfer,  pledge, encumber, assign, anticipate, or alienate all or any
         part of this Agreement.

15.      PRIOR AGREEMENTS; MODIFICATION: No modifications or waiver of this
         Agreement,  or of any  provision  thereof,  shall be valid or  binding,
         unless in writing and  executed  by both of three  parties  hereto.  No
         waiver by either  party of any breach of any term or  provision of this
         Agreement  shall be construed as a waiver of any  succeeding  breach of
         the same or any other term or provision.

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


/s/ Kenneth W. Harber                                /s/ Robert Kopstein
---------------------                                ---------------------------
WITNESS                                              NAME


                                                     /s/ Robert Kopstein
                                                     ---------------------------
                                                     Robert Kopstein, President




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