SEPARATION AND RELEASE AGREEMENT
                        --------------------------------

This Separation and Release  Agreement ("this  Agreement") is entered into as of
April 20, 1999, by and between James L. Selsor,  an individual  residing at 5009
Grafton Street, Alexandria, VA 22312 ("Employee"); and GRC International,  Inc.,
a Delaware  corporation with its principal offices at 1900 Gallows Road, Vienna,
Virginia 22182 (together with its subsidiaries, the "Company").

                                   BACKGROUND
                                   ----------

The  parties  have  agreed to certain  matters  in  connection  with  Employee's
separation from the Company, and wish to set forth their agreement below.

                                    AGREEMENT
                                    ---------

NOW, THEREFORE, intending to be legally bound, the parties agree as follows:

1. Employment  Agreement.  Employee and the Company are parties to an Employment
Agreement  dated as of October 1, 1997 (as amended by an Amendment to Employment
Agreement  also  dated as of  October 1,  1997,  which  Amendment  automatically
terminated  on September  1, 1998)  ("Employment  Agreement").  Employee and the
Company  hereby  agree  that the  Employment  Agreement  is  hereby  terminated,
effective immediately.  Notwithstanding the foregoing,  Employee agrees that the
provisions  of Section  1(b)  (Duties,  regarding  non-solicitation),  Section 2
(Intellectual   Property)  and  Section  3  (Proprietary   Information)  survive
Employee's resignation,  and Employee agrees that the provisions of Section 1(b)
(Duties,  regarding  non-solicitation)  remain in effect  through  September 22,
2000. Employee also agrees that any violation of the foregoing  provisions shall
automatically render any benefits conferred by this Agreement null and void.

2. Resignation and Transition Plan.  Employee  provided the Company with six (6)
months advance written notice of his intent to terminate his employment on March
19, 1999.  Employee and the Company  mutually agree that the transition plan for
Employee's  resignation  from  the  Company  shall  be  as  follows.  Employee's
resignation  as an officer of the Company  shall be  effective  April 20,  1999.
Employee  shall make himself  available for special  projects  through April 30,
1999 to the extent specifically  requested by the Company's President.  Employee
will not be  expected  to report to work unless  specifically  requested  by the
Company's President.  Employee will be deemed to continue as an employee through
September 22, 1999. If the Company's  President requests  Employee's  assistance
through September 22, 1999, Employee shall provide reasonable assistance free of
charge. If the Company requests Employee's  assistance after September 22, 1999,
Employee shall provide reasonable assistance as a part-time-on-call employee, or
as a consultant under the Company's standard consulting agreement, at the hourly
rate of One Hundred Dollars ($100.00). <PAGE>

3.  Payments,  Benefits.  Employee will be deemed to continue as an employee and
will continue to receive his current salary and benefits  through  September 22,
1999, however, Employee will not accrue any additional PTO after April 30, 1999.
The Company's  records  indicate that Employee's  health club membership is paid
through  September  30,  1999,  and Employee may continue to use the health club
through that date. After September 22, 1999, Employee shall be entitled to COBRA
coverage,  provided he timely elects such  coverage,  at Employee's own expense,
for the period  prescribed by law. Employee will also be considered for a fiscal
1999 bonus in September 1999, in the Company's sole discretion. The Company also
agrees to forgive Employee's  currently  outstanding computer loan in the amount
of approximately $2,300.

3.       Stock Options.
         -------------

         (a) Employee has 6,000 incentive stock options under the Company's 1994
Employee  Stock Option Plan ("1994  Plan") with an exercise  price of $15.44 per
share,  originally  granted  on  November  4,  1994.  Those  options  are  fully
exercisable.  They will expire September 22, 1999, when Employee ceases to be an
employee of the Company.

         (b) Employee has 10,000 non-qualified stock options under the 1994 Plan
with an exercise price of $23.19 per share,  originally granted on September 21,
1995.  These  options  are  75%  exercisable,  but  subject  to  action  of  the
Compensation  Committee  ("Committee")  of the Company's  Board of Directors and
subject to all other  provisions  of the 1994  Plan,  they  shall  become  fully
exercisable  upon the execution of this  Agreement . They will expire  September
22, 1999, when Employee ceases to be an employee of the Company.

         (c) Employee has 6,250  non-qualified stock options under the 1994 Plan
with an exercise price of $18.313 per share, originally granted on September 26,
1996. These options are 50% exercisable,  but subject to action of the Committee
and subject to all other  provisions  of the 1994 Plan,  they shall become fully
exercisable upon the execution of this Agreement. They will expire September 22,
1999, when Employee ceases to be an employee of the Company.

         (d) Employee has 10,000 non-qualified stock options under the 1994 Plan
with an exercise price of $5.50 per share,  originally granted on July 24, 1997.
These  options are not yet  exercisable,  but subject to action of the Committee
and subject to all other  provisions  of the 1994 Plan,  they shall become fully
exercisable upon the execution of this Agreement. They will expire September 22,
1999, when Employee ceases to be an employee of the Company.

         (e) Employee has 20,000 non-qualified stock options under the Company's
1998 Employee  Stock Option Plan ("1998 Plan") with an exercise  price of $4.844
per share,  originally  granted on September 17, 1998. These options are not yet
exercisable,  but  subject to action of the  Committee  and subject to all other
provisions of

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<PAGE>

the 1998 Plan,  they shall become fully  exercisable  upon the execution of this
Agreement.  They will expire  September 22, 1999,  when Employee ceases to be an
employee of the Company.

         (f) As of March 31, 1999,  Employee has 988 non-qualified stock options
under the Company's  Cash  Compensation  Replacement  Plan ("CCRP") with various
exercise prices and exercisability dates.  Employee's eligibility to participate
in the CCRP  automatically  ends on April  30,  1999.  Subject  to action of the
Committee  and subject to all other  provisions  of the CCRP,  all of Employee's
CCRP  options  shall  become  fully  exercisable  upon  the  execution  of  this
Agreement.  They will expire  September  22, 2002,  pursuant to the terms of the
CCRP.

         (g)  Notwithstanding  anything to the contrary in the foregoing clauses
(a) through (f), if the actions taken with respect to Employee's options make it
difficult for the Company to engage in a "pooling-of-interests"  merger, clauses
(a)  through  (f) shall be null and void,  and  Employee's  options  may only be
exercised  if,  and to the  extent,  they  are  exercisable  according  to their
original terms and the terms of the respective  option plans. The  determination
of  whether  such  actions  make  such a merger  difficult  shall be made by the
Company in its sole  discretion.  The Company will make a  reasonable  effort to
notify  Employee  of any  pooling  guidelines  which may  adversely  affect  his
interests under this Agreement.

         (h)  Notwithstanding  anything to the contrary in the foregoing clauses
(a) through (g),  Employee shall contact the Company's General Counsel ("General
Counsel")  in advance  of his desire to  exercise  any given  option,  and shall
exercise his options in the manner indicated by the General  Counsel,  including
but not limited to payment of the exercise  price and  withholding  taxes in the
manner indicated by the General Counsel.

5. Voicemail,  E-mail, etc. The Company will maintain  Employee's  voicemail and
e-mail accounts for Employee's use through September 22, 1999.

6.  Confidentiality  of this  Agreement.  Both  parties  agree to  preserve  the
confidentiality  of this  Agreement,  except  that both  parties may discuss all
aspects of this Agreement with their attorneys and other professional advisors.

7. Company  Property.  Employee  represents and warrants that he has returned to
the Company  all  property  of the  Company  and its  subsidiaries  which was in
Employee's   possession  or  under  Employee's   control.   Notwithstanding  the
foregoing,  Employee  may retain his BMW Z3 car phone,  which was  purchased  at
Company expense,  and his portable  Qualcomm  cellular phone,  provided Employee
immediately  switches the billing for these phones to his personal account,  and
makes no calls at Company expense after April 30, 1999.

8.  Understanding.  Employee  agrees (i) that he fully  understands his right to
discuss all aspects of this Agreement with his private  attorney and that he has
availed

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<PAGE>

himself of this right to the  extent he has  desired to do so,  (ii) that he has
carefully read and fully  understands  all of the provisions of this  Agreement,
and (iii) that he is voluntarily entering into this Agreement.

9.       Release.
         -------

         (a)  For  value  received,   including  the  additional   consideration
described  in this  Agreement,  Employee  hereby  fully and forever  surrenders,
releases,  acquits  and  discharges  the  Company,  its  affiliates,  directors,
officers,  employees,  agents,  attorneys and insurers, from any and all claims,
demands,  causes of action,  obligations  and  liabilities of any kind or nature
whatsoever,  arising from or relating to Employee's  employment with the Company
or the termination of such employment,  including,  without  limitation,  claims
arising under Title VII of the Civil Rights Act of 1964,  as amended,  the Equal
Pay Act, as amended,  the Age  Discrimination  in Employment  Act, the Americans
with  Disabilities  Act, and/or any other federal,  state or local law governing
discrimination  in  employment  and/or  the  payment  of wages and  benefits  to
employees, and/or claims for costs and attorneys' fees.

         (b) Employee  acknowledges receipt of this Agreement on April 19, 1999.
In  accordance  with  the Age  Discrimination  in  Employment  Act,  as  amended
("ADEA"),  and the Older Workers'  Benefit  Protection Act of 1990, (i) Employee
expressly  acknowledges  that he has been  advised to consult  with an  attorney
before signing this Agreement, (ii) Employee has twenty-one (21) days from April
19, 1999 to consider this Agreement, and (iii) Employee has seven (7) days after
signing this  Agreement to revoke this  Agreement.  This  Agreement  will not be
effective until the above seven (7) day revocation period has expired.  Employee
acknowledges  that he has been advised that this  release  includes,  but is not
limited to, all claims  under the ADEA arising up to and  including  the date of
execution of this Agreement by Employee.

10. Complaints,  Charges or Lawsuits.  Employee represents that he has not filed
any complaints or charges or lawsuits  against the Company with any governmental
agency  or any  court,  and that he will not do so at any  time  hereafter  with
regard to his employment,  the termination thereof or any thing else relating to
his  employment  or this  Agreement;  provided,  however,  this  shall not limit
Employee  from filing a lawsuit  for the sole  purpose of  enforcing  Employee's
rights under this Agreement.

11.  Employee  Not Aware of Any  Violation  of  Corporate  Standards of Conduct.
Employee represents and warrants that he is not aware of any action or situation
involving any violation of the Company's  Corporate  Standards of Conduct by any
employee,  director,  consultant of the Company, and that if he becomes aware of
any such action or  situation,  he will  report it to the Company in  accordance
with the Company's Corporate Standards of Conduct.

12. Binding  Effect.  This Agreement  shall be binding upon the parties  hereto,
their heirs, assigns or successors in interest.

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<PAGE>

13. Attorney Fees. If any action, proceeding, or arbitration is instituted by or
against any of the  parties in order to enforce  any of the terms or  provisions
hereof, or to construe the rights of the parties hereunder,  then the prevailing
party shall be entitled to recover  all costs  thereof and  reasonable  attorney
fees as part of the  judgment,  whether  or not such  action  is  prosecuted  to
judgment.

14. General  Terms.  This Agreement  contains the entire  agreement  between the
parties,   and  all  prior  negotiations,   understandings  and  agreements  are
superseded  by this  Agreement,  except as  described  above with respect to the
Employment   Agreement   between   Employee  and  the  Company.   No  amendment,
modification,  supplement,  termination  or  waiver  of any  provision  of  this
Agreement  shall be effective  unless in writing and signed by the party against
whom enforcement is sought,  and then only in the specific  instance and for the
specific purpose given.

15. Further Documents.  The parties agree to execute all such other documents as
may be necessary to carry out the provisions and intent of this Agreement.

16. Choice of Law,  Forum.  This  Agreement and all disputes  arising  hereunder
shall be governed by the laws of the Commonwealth of Virginia, without regard to
conflict of laws. All disputes arising hereunder or in connection herewith shall
be resolved in the Circuit Court of Fairfax  County,  Virginia,  and each of the
parties hereby irrevocably submits to the jurisdiction of said court.

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<PAGE>

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

WITNESS                                  GRC INTERNATIONAL, INC.


---------------------------              By:
                                             -----------------------------------
                                             Gary L. Denman
                       President & Chief Executive Officer


WITNESS                                  JAMES L. SELSOR


---------------------------              ---------------------------------------
                                         James L. Selsor


                                         ---------------------------------------
                                         (date)

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<PAGE>