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                                                                   EXHIBIT 10.20

                              EMPLOYMENT AGREEMENT


AGREEMENT, dated as of November 1, 1998 by and between Bikers Dream, Inc., a
California corporation, and its affiliated companies (collectively, the
"Company" "Corporate Group"), and Harold L. Collins, an individual, residing at
XXXXXXXXXXXXXXXXXXXXXXXXX, California XXXXXXXXXX ("Executive").

                               W I T N E S S E TH:

WHEREAS, the Company is in the business of manufacturing, retailing, selling,
distributing, and servicing of heavyweight motorcycles, parts, and accessories
(the "Business");

WHEREAS, the Company wishes to avail itself of the advice and services of
Executive, and Executive wishes to be employed by the Company;

NOW, THEREFORE, in consideration of the premises and of the mutual agreements
set forth herein, the parties hereto agree as follows:

1.      Retention and Term. Subject to the terms and conditions of this
        agreement, the Company agrees to employ Executive, and Executive hereby
        accepts employment by the Company, as its General Counsel, commencing on
        the date hereof and continuing for a period of three (3) years (the
        "Term"), unless extended or earlier terminated pursuant to this
        Agreement.

2.      Duties.

        (a)     During the Term, Executive shall render his services to the
                Company as General Counsel, and shall have such powers and shall
                perform such duties as usually pertain to such office and as may
                reasonably be requested by the Company commensurate with his
                position and consistent with the requirements of this Agreement.
                Executive shall report directly to the President and CEO of the
                Company. Executive's performance shall be periodically reviewed
                to assess Executive's performance for the purpose of determining
                such matters as salary increases, additional stock option
                awards, bonuses, etc.

        (b)     Executive agrees to devote his full working time and efforts to
                the business and affairs of the Corporate Group, subject to the
                following with respect to the "Initial Period," and hold such
                offices in members of the Corporate Group to which he shall
                accept, such acceptance not to be unreasonably withheld and to
                which from



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                time to time he may be elected or appointed, provided that they
                are of the same character and of at least the same degree of
                responsibility as the offices in the Company he shall hold
                pursuant to the terms of this Agreement.

        (c) The Initial Period will run from the effective date hereof until
Executive informs the Company that he has reached a point, with respect to his
former private law practice, that he is able to devote his full-time efforts to
the affairs of the Company. Until such time, Executive will devote half-time to
the affairs of the Company, with his compensation therefore adjusted
proportionally. Thereafter, Executive will devote his full-time efforts to the
affairs of the Company and his compensation will increase to the annual amount
set forth herein.

3.      Compensation.

        (a)     Salary. During the Term, unless otherwise stated, the Company
                shall pay to Executive an annual salary of $150,000 payable in
                monthly installments of $12,500. Executive's performance will be
                reviewed annually and his salary adjusted based on such review
                and the Company's financial condition.

        (b)     Executive shall be eligible to participate in such bonus plans,
                stock grants and/or stock option plans applicable to executive
                officers of the Company as may be established by the Board from
                time to time, pursuant to the terms of such plans.

4.      Benefits.

        (a)     Executive shall be entitled to health and hospitalization
                benefits without a waiting period, unless such benefits are
                already covered. In addition, Executive shall be entitled to
                disability and such other benefits as are made available from
                time to time to any executive employee of the Company. The
                Company's Director & Officer Liabilities Insurance shall be
                extended to the Executive.

        (b)     Executive shall be entitled to reimbursement for all normal and
                reasonable travel, entertainment and other expenses necessarily
                incurred by him in the performance of his duties hereunder, in
                all cases in accordance with Internal Revenue Service
                guidelines. Executive shall submit on a timely basis such
                itemized accounts of such expenses, together with such vouchers
                or receipts for individual expense items, as the Company may
                from time to time require under its established policies and
                procedures.

        (c)     Executive shall be entitled to two non-consecutive weeks'
                vacation each calendar year during the Term. No compensation
                shall be paid to Executive for any vacation not taken in respect
                of any calendar year, and Executive shall not be



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                entitled to carry over into any succeeding year any vacation
                time unused in the prior year.

5.      Termination on Death. If Executive dies during the Term, this Agreement
        shall thereupon immediately terminate.

6.      Termination for Certain Causes. In the event of Executive's (a)
        malfeasance, gross neglect or willful misconduct in the performance of
        his duties under this Agreement, b) failure to perform substantially his
        obligations under this Agreement (other than by reason of death or
        disability contemplated by Section 4(e) or (5) or (c) act of fraud,
        gross dishonesty or harassment against the Company or any of its
        employees, which default under clause (a) or b) (if susceptible to cure)
        continues uncured 30 days after written notice from the Company to
        Executive, this Agreement and Executive's employment hereto terminated
        by the Company without notice except as contemplated by this sentence.

6.a.    Other Termination. In the event Executive's employment is terminated for
        any other reason, Executive will be entitled to six (6) months
        severance, if then employed for one (1) year or less, and one (1) year
        severance if then employed for more than one (1) year.

7.      Payments Upon a Change in Control.

        (a)     On the date of any termination of Executive's employment
                hereunder arising pursuant to a Change in Control (as
                hereinafter defined), if there exists no basis for termination
                pursuant to Section 6 of this Agreement, the Company shall pay
                to Executive an amount equal to six (6) month's salary, as
                determined according to the amount paid to Executive at the time
                of termination, payable on a monthly basis.

        b)      A "Change in Control" shall occur when:

                (i)     any person (as such term is used in Sections 3(a)(9) and
                        13d(3) of the Securities Exchange Act of 1934 as in
                        effect on the date hereof, herein called the "Act"),
                        other than a person beneficially owning (as such term is
                        used in Section (d)(1) of the Act) 15% or more of the
                        voting securities of the Company on May 1, 1998 or any
                        person substantially all of the equity of which is owned
                        by the persons who beneficially owned the voting
                        securities of the Company on May 1, 1998, becomes the
                        beneficial owner, directly or indirectly, of securities
                        representing at least 25% of the combined voting power
                        of the then outstanding securities of the Company;



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                (ii)    During any period of twenty-four consecutive months
                        (commencing before or after the date of this Agreement),
                        individuals who, at the beginning of such period
                        constituted the Company's Board of Directors, cease for
                        any reason to constitute at least a majority thereof,
                        unless the election, or the nomination for election, of
                        each new director (A) was approved by a vote of at least
                        two-thirds of the directors then still in office who
                        were directors at the beginning of the period or B) was
                        pursuant to an arrangement the same or substantially
                        similar to any arrangement pursuant to which such new
                        director's predecessor was nominated;

                (iii)   unless theretofore approved by a vote of at least two
                        thirds of the Continuing Directors (as hereinafter
                        defined), there is the approval by the stockholders of
                        the Company of any merger or consolidation, or any sale,
                        lease, exchange, mortgage, pledge, transfer or other
                        disposition (in one transaction or a series of
                        transactions) of any assets of the Company or any
                        subsidiary with or to (A) any Interested Stockholder
                        hereinafter defined) or B) any other person which is, or
                        after such transaction would be, an Affiliate (as
                        hereinafter defined) of an Interested Stockholder; or

                (iv)    there is the approval by the stockholders of the Company
                        of any plan or proposal for the Company to be Acquired
                        (as hereinalter defined) or for the liquidation or
                        dissolution of the Company.

        (c)     The Company shall be considered to be "Acquired" only if the
                owners of their respective voting securities immediately prior
                to the effective date of any sale, reorganization, merger,
                consolidation, liquidation or similar transaction will not own
                immediately thereafter, as a result of having owned such voting
                securities, securities representing a majority of the combined
                voting power of the then outstanding securities of the Company
                or the entity that then owns, directly or indirectly, the
                Company or all or substantially all of its assets.

        (d)     "Interested Stockholder" shall mean any person (other than the
                Company, any subsidiary thereof, any person owning any voting
                securities of the Company on May 1, 1998 or any person
                substantially all of the equity of which is owned by the persons
                beneficially owned the voting securities of the Company on May
                1, 1998) who or which:

                (i)     is the beneficial owner, directly or indirectly, of
                        securities representing 10% or more of the combined
                        voting power of the then outstanding securities of the
                        Company;



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                (ii)    is an Affiliate of the Company, and at any time within
                        the two year period immediately prior to the date in
                        question was the beneficial owner, directly or
                        indirectly, of securities representing 10% or more of
                        the combined voting power of the then outstanding
                        securities of the Company;

                (iii)   is an assignee of or has otherwise succeeded to any
                        voting securities of the Company which were at any time
                        within the two year period immediately prior to the date
                        in question beneficially owned by an Interested
                        Stockholder, if such assignment or succession shall have
                        occurred in the course of a transaction or series of
                        transactions not involving a public offering within the
                        meaning of the Securities Act of 1933.

        (e)     "Affiliate" shall have the meaning ascribed to such term in Rule
                12b-2 of the General Rules and Regulations under the Act.

        (f)     "Continuing Director" means any member of the Company's Board of
                Directors who is unaffiliated with the Interested Stockholder
                and was a member of the board prior to the time that the
                Interested Stockholder became an Interested Stockholder and any
                successor or a Continuing Director who is unaffiliated with the
                Interested Stockholder and is recommended to succeed a
                Continuing Director by a vote of at least two-thirds of the
                Directors then on the Board.

8.      Confidentiality.

        (a)     Executive understands and acknowledges that, as a result of
                Executive's employment with the Company, he shall necessarily
                become informed of, and shall have access to, confidential
                information of the Company's products, including, without
                limitation, inventions, trade secrets, technical information,
                know-how, plans, specifications, marketing plans and
                information, pricing information, identity of customers and
                prospective customers, identity of suppliers, and that such
                information, even though it may have been or may be developed or
                otherwise acquired by Executive, is the exclusive property of
                the Company, to be held by Executive in a fiduciary capacity and
                solely for the Company's benefit. Executive shall not at any
                time, either during or subsequent to his employment hereunder,
                reveal, represent (transfer or otherwise disclose to any person,
                Company or other entity, or use, any of the Company's
                confidential information which Executive, in the exercise of
                reasonable diligence knows to be confidential, without the
                written consent of the members of the Company other than
                Executive), except for use on behalf of the Company in
                connection with the Business and except for such information
                which legally and legitimately is or becomes of general public
                knowledge from authorized sources other than Executive. The duty



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                of confidentiality does not apply to generic legal knowledge or
                expertise acquired during the period of employment or legal
                strategies or techniques employed during this time. This
                obligation of confidentiality is in addition to the obligation
                that an attorney owes to a client as to confidential
                communications.

        b)      Upon the termination of his employment with the Company for
                reason, Executive shall promptly deliver to the Company all
                drawings, manuals, letters, notebooks, reports and copies
                thereof and all other materials, including, without limitation
                those of a secret or confidential nature, relating to the
                Business which are in Executive's possession or control. The
                Company shall reimburse Executive for any packing or moving
                costs reasonably incurred by Executive in connection with the
                foregoing delivery. This does not apply to legal forms or
                pleadings used or developed by Executive.

        (c)     For purposes of this Section 8 and Sections 9 and 10, the term
                includes the Company, any predecessor company, and any of their
                respective affiliates (including, without limitation,
                distributors, licensees, subsidiaries and joint ventures).

9.      Developments.

        (a)     Executive shall disclose promptly and fully, in writing whenever
                possible, to the Company and to its designated representatives
                and agents, all ideas, devices, inventions, improvements,
                developments, computer software, product marks and designations,
                information and know-how, whether or not patentable,
                copyrightable or otherwise protectable relating in any way to
                the Business (referred to together herein as "Developments"),
                which Executive conceived or made or may conceive or make,
                whether solely or jointly with others.

                (i)     while Executive is or has been employed with the Company
                        or its predecessors, whether during or out of the usual
                        hours of work; and

                (ii)    within one year after termination of Executive's
                        employment with the Company.

All of such Developments required to be disclosed to the Company are referred to
herein as the "Proprietary Developments." Executive agrees that all of
Executive's right, title and interest in and to the Proprietary Developments
shall be deemed to be held by Executive in a fiduciary capacity and solely for
the Company's benefit, shall be the sole and exclusive property of the Company
and shall be subject to the confidentiality provisions of this Agreement as
confidential



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information of the Company. This does not apply to general legal expertise,
knowledge, techniques or strategies.

        (b)     Executive, when requested to do so, either during or after his
                tenure with the Company, shall, for no additional compensation
                (except as contemplated Section 7(d)):

                (i)     assign and convey to the Company in writing Executive's
                        entire right, title and interest in and to the
                        Proprietary Developments to the extent not owned by the
                        Company as a matter of law from the time of their
                        creation;

                (ii)    execute, acknowledge and deliver all such instruments of
                        assignment, transfer and conveyance, and any such
                        further instruments and documents, in form and substance
                        satisfactory to the Company, as the Company shall
                        reasonably deem necessary or advisable to evidence the
                        vesting in the Company of all right, title and interest
                        of Executive in and to the Proprietary Developments;

                (iii)   assist the Company and its designated representatives
                        and agents preparing patent, copyright or other
                        applications, domestic and foreign, covering the same
                        and sign and deliver all such applications and
                        assignments thereof to the Company and;

                (iv)    generally, give all information and testimony, sign all
                        papers and do all things which may be needed or
                        reasonably requested by the Company to the end that the
                        Company may obtain, extend, reissue, maintain and
                        enforce United States and foreign patents or copyrights
                        or other rights or registrations covering the
                        Proprietary developments.

                (v)     This section does not apply to general legal advise
                        rendered which would be subject to the attorney-client
                        privilege that Bikers Dream, Inc. would otherwise enjoy.

        (c)     Executive hereby irrevocably nominates and appoints the Company
                as his attorney-in-fact to sign and deliver all such papers, and
                perform all such acts, mentioned in this Section 9, in the event
                of Executive's absence, unavailability, refusal or death, such
                and appointment hereby being granted with full authority in the
                premises, and such be deemed coupled with a valuable interest
                vested in the Company.



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        (d)     The Company shall bear all expenses which it causes to be
                incurred in obtaining, extending, reissuing, maintaining and
                enforcing such patents, copyrights or other rights or
                registrations and investing and perfecting title thereto in the
                Company, and shall pay Executive for any time which it may
                require of him therefore subsequent to the termination of his
                employment with the Company, such payment to be at an hourly
                rate equivalent to that at which Executive is or was paid (at
                her then-current or, if no longer employed by the Company the
                most recent, salary) during his employment with the Company.

        (e)     In the event of the unenforceability of all or part of the
                foregoing provisions of this Section 9, as determined by a court
                of competent jurisdiction, Executive hereby transfers and
                assigns to the Company such lesser interests in the Proprietary
                Developments including, without limitation, any and all United
                States and foreign patent rights and copy rights therein and
                renewals thereof, as may be determined by such a court to be a
                reasonable grant of interests under the circumstances, but, in
                any event, and without limitation, Executive shall be deemed to
                have granted to the Company not less than an irrevocable,
                non-exclusive license with the right to sub-license others, to
                manufacture, use, lease and sell the Proprietary developments
                which have not been assigned to the Company under the provisions
                of this Section 9 without payment of any royalty.

        (f)     Executive shall permit the use in a commercially reasonable
                manner of his name or likeness in connection with any use of, or
                other dealings by the Company in respect of any Proprietary
                Developments during and after the period of his employment
                hereunder.

10.     Non-Competition. Executive agrees that, for the period commencing on the
        date hereof and ending two (2) years after the termination of his
        employment with the Company for any reason, he shall not, anywhere in
        the United States of America (or lesser area or such lesser period as
        may be determined by a court of competent jurisdiction; a reasonable
        limitation on the competitive activity of Executive), directly or
        indirectly;

        (i)     engage, as an independent contractor or otherwise, in any
                activity for or on behalf of any person or entity in a line of
                business competitive with the Business, any aspect thereof,
                including any foreign person or entity that has a significant
                distribution system within the United States of America, or
                engage in any manner in the Business;

        (ii)    except for the benefit of the Company, solicit or attempt to
                solicit business of entities who were customers of the Company
                at any time within the prior two years (including prospective
                customers solicited by the Company) for products or



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                services the same or similar to those offered, sold, produced or
                under development by the Company or dealt in by Executive,
                during his employment therewith;

        (iii)   interfere with the Company, the Business or the conduct thereof
                by the Company, or otherwise divert or attempt to divert from
                the Company any business whatsoever;

        (iv)    solicit or attempt to solicit for any business endeavor any
                employee of the Company;

        (v)     use the name of the Company or any name used by the Company or
                any name similar to any thereof, or;

        (vi)    render any services as an officer, director, employee, partner,
                consultant or otherwise to, or have any interest as a member,
                stockholder, partner, lender or otherwise in, any person which
                is engaged in activities which, if performed by Executive would
                violate this Section 10.

11.     Remedies and Survival. Because the Company does not have an adequate
        remedy at law to protect its interest in its trade secrets, privileged,
        proprietary or confidential information and similar commercial assets,
        including, without limitation, any Proprietary Developments, or its
        business from Executive's competition, the Company shall be entitled to
        injunctive relief in addition to such other remedies and relief that
        would, in the event of a breach in the provisions of Sections 8, 9 or
        10, be available to the Company. The provisions 8, 9 and 10 and this
        Section 11 shall survive any termination of Executive's employment with
        the Company.

12.     Indemnification. Executive shall indemnify, defend and hold harmless the
        Company from and against, and reimburse the Company for, any loss,
        damage, liability (including any liability by reason of any settlement
        of a claim, action, suit or proceeding or expense (including reasonable
        attorneys' fees and disbursements) arising out of or connected with (a)
        any breach or inaccuracy of any covenant of Executive contained in this
        A or in any other document simultaneously delivered pursuant to or in
        connection with this agreement, or (b) any claim, action, allegation,
        suit or proceeding asserted or instituted arising out of any matter or
        thing covered by this Agreement or any document or agreement
        simultaneously delivered pursuant to or in connection with Agreement.

13.     Supersedes Prior Agreement. This Agreement merges any prior or
        contemporaneous agreements or understandings with respect to its subject
        matter and shall not be modified or terminated except by another
        agreement in writing executed by the Company and Executive. Failure of a
        party to enforce one or more of the provisions Agreement or to



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        require at any time performance of any of the obligations hereof shall
        not be construed to be a waiver of such provisions by such party nor to
        in any way affect the validity of this Agreement or such party's right
        thereafter to enforce any provision of this Agreement nor to preclude
        such party from taking any other action at any time which it would
        legally be entitled take.

14.     Severability. If any provision of this Agreement is held to be invalid
        or unenforceable by any court or tribunal of competent jurisdiction, the
        remainder of this agreement shall not be affected by such judgment, and
        such provision shall be carried out as nearly as possible according to
        its original terms and intent to eliminate such invalidity or
        unenforceability.

15.     Successors and Assigns. Neither party shall have the right to a personal
        Agreement, or any rights or obligations hereunder, without the consent
        of the other party; provided, however, that upon the sale or transfer of
        all or substantially all of the assets and business of the Company to
        another party, or upon the merger or consolidation of the Company with
        another Company, this Agreement shall inure to the benefit of, and be
        binding upon both the Executive and the party purchasing such assets,
        business and goodwill, or surviving such merger or consolidation, as the
        case may be, in the same manner and to the same extent as though such
        other party were the Company. Subject to the foregoing, this Agreement
        shall inure to the benefit of, and bind, the parties hereto and their
        legal representatives, heirs, successors or assigns.

16.     Communications. All notices and other communications under Agreement
        shall be in writing and shall be deemed to have been duly given at the
        time when mailed in any United States post office enclosed in a
        registered or certified postage-paid envelope and addressed as set forth
        at the beginning of this Agreement, or to such other as any party may
        specify by notice to the other parties, or delivered by Federal Express
        similar overnight courier to such address; provided, however, that any
        notice of change of address shall be effective only upon receipt.

17.     Construction; Counterparts. The headings contained in this Agreement are
        for convenience only and shall in no way restrict or otherwise affect
        the construct provisions hereof. References in this Agreement to
        Sections are to the sections of this agreement. This Agreement may be
        executed in multiple counterparts, each of which shall be an original
        and all of which together shall constitute one and the same instrument.

18.     Governing Law; Consent to Jurisdiction. This Agreement shall be governed
        by the laws of the State of California applicable to agreements made and
        fully to be performed therein by residents thereof. Executive hereby
        consents to the personal jurisdiction of the state and federal courts
        located in the State of California in connection with disputes arising



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        out of or in connection with this Agreement, and agrees that venue of
        any proceeding and connection therewith shall lie exclusively in such
        courts.

19.     The Company acknowledges it is aware that Executive has been consulted,
        in the past, by Herm Rosenman and his wife, Diana Rosenman, on personal
        legal matters and consents to Executive's continued representation of
        Mr. and Mrs. Rosenman on personal legal matters, at their own cost and
        expense.

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

                                            BIKERS DREAM, INC.


                                            By: /s/ H. Rosenman
                                               ---------------------------------
                                               Name: H. Rosenman
                                               Title: CEO


                                            EXECUTIVE


                                            By: /s/ Harold L. Collins    12/4/98
                                               ---------------------------------
                                               Name: Harold L. Collins



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