<PAGE>
                                                                   Exhibit 10.15

 
                             EMPLOYMENT AGREEMENT


     THIS EMPLOYMENT AGREEMENT, dated as of this 12th day of August, 1998, is by
and between U.S.A. Floral Products, Inc., a Delaware corporation (the "Company"
or "USA Floral") and Dwight Ferguson ("Employee").

                                   RECITALS

     The Company desires to obtain and have the benefit of the skills and
services of Employee, and Employee desires to make his skills and services
available to the Company, on the terms and conditions set forth herein.

     NOW, THEREFORE, in consideration of the mutual promises, terms, covenants
and conditions set forth herein, and the performance of each, the parties
hereto, intending legally to be bound, hereby agree as follows:

                                  AGREEMENTS

     1.   EMPLOYMENT; TERM.
          ---------------- 

          (a)  Initial Term.  The Company hereby agrees to employ Employee to
perform the duties described herein, and Employee hereby accepts employment with
the Company, for a term beginning on the date of consummation of the
transactions contemplated by that certain Stock and Assets Purchase Agreement
among DIMON Incorporated, Florimex Worldwide GmbH and the Company (the
"Commencement Date") and continuing until the second anniversary of the
Commencement Date (the "Initial Term").

          (b)  Renewal Terms.  Upon the second anniversary of the Commencement
Date, and upon each successive anniversary thereafter, the this Agreement shall
renew for an additional one-year term (each, a "Renewal Term") beginning on such
anniversary, unless either party has given the other written notice of its
             ------                                                       
intention not to renew not less than one month prior to the commencement of such
Renewal Term.  The Initial Term and all Renewal Terms are referred to
collectively as the "Term."

          (c)  Commencement Date.  If the Commencement Date does not occur on or
before December 31, 1998, then this Agreement shall be null and void and of no
further force or effect, and neither party shall have any obligation or
liability to the other whatsoever arising out of or related to this Agreement.

     2.   POSITION AND DUTIES.  The Company hereby employs Employee as Vice
          -------------------                                              
Chairman. As such, Employee shall have responsibilities, duties and authority
reasonably accorded to and expected of the deputy chief executive officer of the
Company.  Employee will report directly to the Chief Executive Officer or, at
the direction of the Board of Directors of the Company (the "Board"), to the
Board itself. Employee hereby accepts this employment upon the terms and
conditions herein 
<PAGE>
 
contained and agrees to devote all of his professional time, attention, and
efforts to promote and further the business of the Company. Employee shall
faithfully adhere to, execute, and fulfill all policies established by the
Company.

     3.   COMPENSATION.  For all services rendered by Employee, the Company
          ------------                                                     
shall compensate Employee as follows:

          (a)  Base Salary.  Effective on the date hereof, the base salary
payable to Employee shall be $220,000 per year, payable on a regular basis in
accordance with the Company's standard payroll procedures for executive
officers, but not less than monthly.  On at least an annual basis, the Board or
its Compensation Committee will review Employee's performance and may make
increases to such base salary if, in its sole discretion, any such increase is
warranted.

          (b)  Incentive Bonus.  During the Term, Employee shall be eligible to
receive an incentive bonus up to the amount, based upon the criteria, and
payable at such times as are, specified in Exhibit A attached hereto.  The
amount, manner of payment, and form of consideration, if any, shall be
determined by the Board, in its sole and absolute discretion, and such
determination shall be binding and final.  To the extent that such bonus is to
be determined in light of financial performance during a specified fiscal period
and this Agreement commences on a date after the start of such fiscal period,
any bonus payable in respect of such fiscal period's results may be prorated.
In addition, if the period of Employee's employment hereunder expires before the
end of a fiscal period, and if Employee is eligible to receive a bonus at such
time (such eligibility being subject to the restrictions set forth in Section 6
below), any bonus payable in respect of such fiscal period's results may be
prorated.

          (c)  Stock Options. Upon execution of this Agreement, USA Floral shall
grant Employee, subject to distribution to the Employee upon the Commencement
Date, non-qualified stock options, equivalent in all material respects to
options that would be available for grant pursuant to the USA Floral 1997 Long-
Term Incentive Plan, to purchase 50,000 shares of USA Floral common stock, which
shall vest at the rate of 25% per year, commencing one year from the date of
grant. The options will have an exercise price equal to the closing sale price
of USA Floral common stock on the date hereof. Employee shall be eligible to
participate in the Company's stock option plans and programs to the extent that
grants or awards thereunder are made to Employee by the Compensation Committee
of the Board in its discretion.

          (d)  Perquisites, Benefits, and Other Compensation.  During the Term,
Employee shall be entitled to receive all perquisites and benefits as are
customarily provided by the Company to its employees, subject to such changes,
additions, or deletions as the Company may make generally from time to time, as
well as such other perquisites or benefits as may be specified from time to time
by the Board.

          (e)  Car Allowance.  The Company shall pay for or reimburse Employee
monthly in an amount equal to the lesser of (i) Employee's actual monthly
expenses incurred by Employee for his use of an automobile in connection with
his employment with the Company and (ii) $500.00 per month.

                                       2
<PAGE>
 
     4.   EXPENSE REIMBURSEMENT.   The Company shall reimburse Employee for (or,
          ---------------------                                                 
at the Company's option, pay) all business travel and other out-of-pocket
expenses reasonably incurred by Employee in the performance of his services
hereunder during the Term.  All reimbursable expenses shall be appropriately
documented in reasonable detail by Employee upon submission of any request for
reimbursement, and in a format and manner consistent with the Company's expense
reporting policy, as well as applicable federal and state tax record keeping
requirements.

     5.   PLACE OF PERFORMANCE.
          -------------------- 

          (a)  Initial Place of Performance.  Employee shall perform his duties
and responsibilities from the Company's headquarters location in Washington,
D.C.  The Company understands that Employee's expenses of relocating to
Washington, D.C. shall be reimbursed to the extent eligible under the
reimbursement policies of DIMON Incorporated as part of Employee's conclusion of
employment with DIMON on or prior to the Commencement Date, and accordingly the
Company will not be providing Employee with any compensation or reimbursement
for expenses incurred in relocating to Washington, D.C. or its environs.

          (b)  Subsequent Relocations.  Employee understands that he may be
requested by the Company to relocate from Washington, D.C. to another geographic
location in order to more efficiently carry out his duties and responsibilities
under this Agreement or as part of a promotion or a change in duties and
responsibilities.  In such event, if Employee agrees to relocate, the Company
will provide Employee with a relocation allowance, in an amount determined by
the Company, to assist Employee in covering the costs of moving himself, his
immediate family, and their personal property and effects.  The total amount and
type of costs to be covered shall be determined by the Company, in light of
prevailing Company policy at the time.

     6.   TERMINATION; RIGHTS ON TERMINATION. Employee's employment may be
          ----------------------------------                              
terminated in any one of the followings ways, prior to the expiration of the
Term:

          (a)  Death.  The death of Employee before any termination hereunder
shall immediately terminate the Term, and no Severance Compensation (as defined
below) or other compensation shall be owed to Employee's estate.

          (b)  Disability.  If, as a result of incapacity due to physical or
mental illness or injury, Employee shall have been unable to perform the
material duties of his position on a full-time basis for a period of four
consecutive months, or for a total of four months in any six-month period, then
30 days after written notice to the Employee (which notice may be given before
or after the end of the aforementioned periods, but which shall not be effective
earlier than the last day of the applicable period), the Company may terminate
Employee's employment hereunder if Employee is unable to resume his full-time
duties at the conclusion of such notice period.  Subject to Section 6(f) below,
if Employee's employment is terminated as a result of Employee's disability, the
Company shall continue to pay Employee his base salary at the then-current rate
for the lesser of (i) 12 months from the effective date of termination, or (ii)
whatever time period is remaining under the 

                                       3
<PAGE>
 
then-current period of the Term (without regard to renewals thereof). Such
payments shall be made in accordance with the Company's regular payroll cycle.

          (c)  Termination by the Company "For Cause." The Company may terminate
the Term 10 days after written notice to Employee "for cause," which shall be:
(i) Employee's material breach of this Agreement, which breach is not cured
within 10 days of receipt by Employee of written notice from the Company
specifying the breach; (ii) Employee's gross negligence in the performance of
his duties hereunder, intentional nonperformance or mis-performance of such
duties, or refusal to abide by or comply with the directives of the Board, his
superior officers, or the Company's policies and procedures, which actions
continue for a period of at least 10 days after receipt by Employee of written
notice of the need to cure or cease; (iii) Employee's willful dishonesty, fraud,
or misconduct with respect to the business or affairs of the Company, and that
in the judgment of the Company materially and adversely affects the operations
or reputation of the Company; (iv) Employee's conviction of a felony or other
crime involving moral turpitude; or (v) Employee's abuse of alcohol or drugs
(legal or illegal) that, in the Company's judgment, materially impairs
Employee's ability to perform his duties hereunder. In the event of a
termination "for cause," as enumerated above, Employee shall have no right to
any Severance Compensation or other compensation.

          (d)  Without Cause.  At any time after the commencement of employment,
the Company may, without cause, terminate the Term and Employee's employment,
effective 30  days after written notice is provided to the Employee.  Should
Employee be terminated by the Company without cause, subject to Section 6(f)
below, Employee shall receive from the Company compensation ("Severance
Compensation") equal to the base salary at the rate then in effect for 12 months
from the effective date of termination.  Such payments shall be made in
accordance with the Company's regular payroll cycle. In addition, all stock
options held by Employee, whether granted pursuant to this Agreement or
otherwise, shall automatically vest upon such termination by the Company without
cause.  If Employee resigns or otherwise terminates his employment for any
reason or for no reason, other than for disability pursuant to Section 6(b),
Employee shall receive no Severance Compensation or other compensation and no
acceleration of vesting of any stock options held by Employee.  The Employee's
death subsequent to termination under this Section 6(d) shall not terminate any
theretofore vested right to receive Severance Compensation.

          (e)  Payment Through Termination.  Upon termination of Employee's
employment pursuant to Section 6(a), 6(b), 6(c) or 6(d) above, Employee shall be
entitled to receive all compensation earned and all benefits and reimbursements
(including payments for accrued vacation and sick leave, in each case in
accordance with applicable policies of the Company) due through the effective
date of termination.  Additional compensation subsequent to termination, if any,
will be due and payable to Employee only to the extent and in the manner
expressly provided above in this Section 6.  With respect to incentive bonus
compensation, Employee shall be entitled to receive any bonus declared but not
paid prior to termination.  In addition, in the event of a termination by the
Company under Section 6(b) or 6(d), Employee shall be entitled to receive
incentive bonus compensation through the end of the Company's fiscal year in
which termination occurs, calculated as if Employee had remained employed by the
Company through the end of such fiscal year, and paid in such amounts, at such
times, and in such forms as are determined pursuant 

                                       4
<PAGE>
 
to Section 3(b) above and Exhibit A attached hereto. Except as specified in the
preceding two sentences, Employee shall not be entitled to receive any incentive
bonus compensation after the effective date of termination of his employment.
All other rights and obligations of the Company and Employee under this
Agreement shall cease as of the effective date of termination, except that the
Company's obligations under Section(s) 6(b) and/or 6(d), as applicable, and
Employee's obligations under Sections 7, 8, 9 and 10 below shall survive such
termination in accordance with their terms.

          (f)  Executive Outplacement. Upon termination of Employee's employment
by the Company other than pursuant to Section 6(d), the Company shall provide to
Employee, at the Company's expense, reasonable executive outplacement counseling
and services for up to 90 days after the Employee's termination date.

     7.   RESTRICTION ON COMPETITION.
          -------------------------- 

          (a)  During the Term, and thereafter, if Employee continues to be
employed by the Company and/or any other entity owned by or affiliated with the
Company on an "at will" basis, for the duration of such period, and thereafter
for a period equal to the longer of (x) two years, or (y) the period during
which Employee is receiving any Severance Compensation from the Company,
Employee shall not, directly or indirectly, for himself or on behalf of or in
conjunction with any other person, company, partnership, corporation, business,
group, or other entity (each, a "Person"):

               (i)    engage, as an officer, director, shareholder, owner,
partner, joint venturer, or in a managerial capacity, whether as an employee,
independent contractor, consultant, advisor, or sales representative, in any
business selling any products or services in direct competition with the Company
including without limitation the importing, brokerage, shipping or marketing of
floral products, or any business engaging in the consolidation of the floral
industry, within the United States of America or the European Community (the
"Territory");

               (ii)   call upon any Person who is, at that time, within the
Territory, an employee of the Company for the purpose or with the intent of
enticing such employee away from or out of the employ of the Company;

               (iii)  call upon any Person who or that is, at that time, or has
been, within one year prior to that time, a customer of the Company within the
Territory for the purpose of soliciting or selling products or services in
direct competition with the Company within the Territory; or

               (iv)   on Employee's own behalf or on behalf of any competitor,
call upon any Person that, during Employee's employment by the Company was
either called upon by the Company as a prospective acquisition candidate or was
the subject of an acquisition analysis conducted by the Company.

          (b)  The foregoing covenants shall not be deemed to prohibit Employee
from acquiring as an investment not more than one percent of the capital stock
of a competing business, 

                                       5
<PAGE>
 
whose stock is traded on a national securities exchange or through the automated
quotation system of a registered securities association.

          (c)  It is further agreed that, in the event that Employee shall cease
to be employed by the Company and enters into a business or pursues other
activities that, at such time, are not in competition with the Company, Employee
shall not be chargeable with a violation of this Section 7 if the Company
subsequently enters the same (or a similar) competitive business or activity.
In addition, if Employee has no actual knowledge that his actions violate the
terms of this Section 7, Employee shall not be deemed to have breached the
restrictive covenants contained herein if, promptly after being notified by the
Company of such breach, Employee ceases the prohibited actions.

          (d)  For purposes of this Section 7, references to "the Company" shall
mean U.S.A. Floral Products, Inc., together with its subsidiaries and
affiliates.

          (e)  The covenants in this Section 7 are severable and separate, and
the unenforceability of any specific covenant shall not affect the provisions of
any other covenant.  If any provision of this Section 7 relating to the time
period or geographic area of the restrictive covenants shall be declared by a
court of competent jurisdiction to exceed the maximum time period or geographic
area, as applicable, that such court deems reasonable and enforceable, said time
period or geographic area shall be deemed to be, and thereafter shall become,
the maximum time period or largest geographic area that such court deems
reasonable and enforceable and this Agreement shall automatically be considered
to have been amended and revised to reflect such determination.

          (f)  All of the covenants in this Section 7 shall be construed as an
agreement independent of any other provision in this Agreement, and the
existence of any claim or cause of action of Employee against the Company,
whether predicated on this Agreement or otherwise, shall not constitute a
defense to the enforcement by the Company of such covenants; provided, that upon
                                                             --------           
the failure of the Company to make any payments required under this Agreement,
the Employee may, upon 30 days' prior written notice to the Company, waive his
right to receive any additional compensation pursuant to this Agreement and
engage in any activity prohibited by the covenants of this Section 7.  It is
specifically agreed that the period of two years stated at the beginning of this
Section 7, during which the agreements and covenants of Employee made in this
Section 7 shall be effective, shall be computed by excluding from such
computation any time during which Employee is in violation of any provision of
this Section 7.

          (g)  If the time period specified by this Section 7 shall be reduced
by law or court decision, then, notwithstanding the provisions of Section 6
above, Employee shall be entitled to receive from the Company his base salary at
the rate then in effect solely for the longer of (i) the time period during
which the provisions of this Section 7 shall be enforceable under the provisions
of such applicable law, or (ii) the time period during which Employee is not
engaging in any competitive activity, but in no event longer than the applicable
period provided in Section 6 above.

          (h)  Employee has carefully read and considered the provisions of this
Section 7 and, having done so, agrees that the restrictive covenants in this
Section 7 impose a fair and 

                                       6
<PAGE>
 
reasonable restraint on Employee and are reasonably required to protect the
interests of the Company, and its respective officers, directors, employees, and
stockholders. It is further agreed that the Company and Employee intend that
such covenants be construed and enforced in accordance with the changing
activities, business, and locations of the Company throughout the term of these
covenants.

     8.   CONFIDENTIAL INFORMATION.  Employee hereby agrees to hold in strict
          ------------------------                                           
confidence and not to disclose to any third party any of the valuable,
confidential, and proprietary business, financial, technical, economic, sales,
and/or other types of proprietary business information relating to the Company
(including all trade secrets), in whatever form, whether oral, written, or
electronic (collectively, the "Confidential Information"), to which Employee
has, or is given (or has had or been given), access as a result of his
employment by the Company.  It is agreed that the Confidential Information is
confidential and proprietary to the Company because such Confidential
Information encompasses technical know-how, trade secrets, or technical,
financial, organizational, sales, or other valuable aspects of the Company's
business and trade, including, without limitation, technologies, products,
processes, plans, clients, personnel, operations, and business activities.  This
restriction shall not apply to any Confidential Information that (a) becomes
known generally to the public through no fault of the Employee; (b) is required
by applicable law, legal process, or any order or mandate of a court or other
governmental authority to be disclosed; or (c) is reasonably believed by
Employee, based upon the advice of legal counsel, to be required to be disclosed
in defense of a lawsuit or other legal or administrative action brought against
Employee; provided, that in the case of clauses (b) or (c), Employee shall give
          --------                                                             
the Company reasonable advance written notice of the Confidential Information
intended to be disclosed and the reasons and circumstances surrounding such
disclosure, in order to permit the Company to seek a protective order or other
appropriate request for confidential treatment of the applicable Confidential
Information.

     9.   INVENTIONS.  Employee shall disclose promptly to the Company any and
          ----------                                                          
all significant conceptions and ideas for inventions, improvements, and valuable
discoveries, whether patentable or not, that are conceived or made by Employee,
solely or jointly with another, during the period of employment or within one
year thereafter, and that are directly related to the business or activities of
the Company and that Employee conceives as a result of his employment by the
Company, regardless of whether or not such ideas, inventions, or improvements
qualify as "works for hire."  Employee hereby assigns and agrees to assign all
his interests therein to the Company or its nominee.  Whenever requested to do
so by the Company, Employee shall execute any and all applications, assignments,
or other instruments that the Company shall deem necessary to apply for and
obtain Letters Patent of the United States or any foreign country or to
otherwise protect the Company's interest therein.

     10.  RETURN OF COMPANY PROPERTY.  Promptly upon termination of Employee's
          --------------------------                                          
employment by the Company for any reason or no reason, Employee or Employee's
personal representative shall return to the Company (a) all Confidential
Information; (b) all other records, designs, patents, business plans, financial
statements, manuals, memoranda, lists, correspondence, reports, records, charts,
advertising materials, and other data or property delivered to or compiled by
Employee by or on behalf of the Company or its respective representatives,
vendors, or customers that pertain to the business of the Company, whether in
paper, electronic, or other form; and (c) all 

                                       7
<PAGE>
 
keys, credit cards, vehicles, and other property of the Company. Employee shall
not retain or cause to be retained any copies of the foregoing. Employee hereby
agrees that all of the foregoing shall be and remain the property of the
Company, as the case may be, and be subject at all times to its discretion and
control.

     11.  NO PRIOR AGREEMENTS.  Employee hereby represents and warrants to the
          -------------------                                                 
Company that the execution of this Agreement by Employee, his employment by the
Company, and the performance of his duties hereunder will not violate or be a
breach of any agreement with a former employer, client, or any other Person.
Further, Employee agrees to indemnify and hold harmless the Company and its
officers, directors, and representatives for any claim, including, but not
limited to, reasonable attorneys' fees and expenses of investigation, of any
such third party that such third party may now have or may hereafter come to
have against the Company or such other persons, based upon or arising out of any
non-competition agreement, invention, secrecy, or other agreement between
Employee and such third party that was in existence as of the date of this
Agreement.  To the extent that Employee had any oral or written employment
agreement or understanding with the Company, this Agreement shall automatically
supersede such agreement or understanding, and upon execution of this Agreement
by Employee and the Company, such prior agreement or understanding automatically
shall be deemed to have been terminated and shall be null and void, provided,
                                                                    -------- 
however, that any such termination shall in no way prejudice Employee's right to
-------                                                                         
receive any accrued salary, benefits or other remuneration under any prior
agreement or arrangement with the Company.

     12.  ASSIGNMENT; BINDING EFFECT.  Employee understands that he has been
          --------------------------                                        
selected for employment by the Company on the basis of his personal
qualifications, experience, and skills.  Employee agrees, therefore, that he
cannot assign all or any portion of his performance under this Agreement.  This
Agreement may not be assigned or transferred by the Company without the prior
written consent of Employee.  Subject to the preceding two sentences, this
Agreement shall be binding upon, inure to the benefit of, and be enforceable by
the parties hereto and their respective heirs, legal representatives,
successors, and assigns.

     13.  COMPLETE AGREEMENT; WAIVER; AMENDMENT.  This Agreement is not a
          -------------------------------------                          
promise of future employment.  Employee has no oral representations,
understandings, or agreements with the Company or any of its officers,
directors, or representatives covering the same subject matter as this
Agreement.  This Agreement is the final, complete, and exclusive statement and
expression of the agreement between the Company and Employee with respect to the
subject matter hereof, and cannot be varied, contradicted, or supplemented by
evidence of any prior or contemporaneous oral or written agreements.  This
written Agreement may not be later modified except by a further writing signed
by a duly authorized officer of the Company and Employee, and no term of this
Agreement may be waived except by a writing signed by the party waiving the
benefit of such term.

     14.  NOTICE.  Whenever any notice is required hereunder, it shall be given
          ------                                                               
in writing addressed as follows:

                                       8
<PAGE>
 
          To the Company:           U.S.A. Floral Products, Inc.
                                    1025 Thomas Jefferson Street, N.W.
                                    Suite 300 East
                                    Washington, DC 20007
                                    Attention: Robert J. Poirier

          To Employee:              Dwight Ferguson
                                    _____________________________
                                    _____________________________
 
Notice shall be deemed given and effective three days after the deposit in the
U.S. mail of a writing addressed as above and sent first class mail, certified,
return receipt requested, or, if sent by express delivery, hand delivery, or
facsimile, when actually received.  Either party may change the address for
notice by notifying the other party of such change in accordance with this
Section 14.

     15.  SEVERABILITY; HEADINGS.  If any portion of this Agreement is held
          ----------------------                                           
invalid or inoperative, the other portions of this Agreement shall be deemed
valid and operative and, so far as is reasonable and possible, effect shall be
given to the intent manifested by the portion held invalid or inoperative.  This
severability provision shall be in addition to, and not in place of, the
provisions of Section 7(e) above.  The paragraph headings herein are for
reference purposes only and are not intended in any way to describe, interpret,
define or limit the extent or intent of the Agreement or of any part hereof.

     16.  EQUITABLE REMEDY.  Because of the difficulty of measuring economic
          ----------------                                                  
losses to the Company as a result of a breach of the restrictive covenants set
forth in Sections 7, 8, 9 and 10, and because of the immediate and irreparable
damage that would be caused to the Company for which monetary damages would not
be a sufficient remedy, it is hereby agreed that in addition to all other
remedies that may be available to the Company at law or in equity, the Company
shall be entitled to specific performance and any injunctive or other equitable
relief as a remedy for any breach or threatened breach of the aforementioned
restrictive covenants.

     17.  ARBITRATION.  Any unresolved dispute or controversy arising under or
          -----------                                                         
in connection with this Agreement shall be settled exclusively by arbitration
conducted in accordance with the rules of the American Arbitration Association
then in effect.  The arbitrators shall not have the authority to add to, detract
from, or modify any provision hereof nor to award punitive damages to any
injured party.  A decision by a majority of the arbitration panel shall be final
and binding.  Judgment may be entered on the arbitrators' award in any court
having jurisdiction.  The direct expense of any arbitration proceeding shall be
borne by the Company.  Each party shall bear its own counsel fees.  The
arbitration proceeding shall be held in the city where the principal office of
the Company is located.  Notwithstanding the foregoing, the Company shall be
entitled to seek injunctive or other equitable relief, as contemplated by
Section 16 above, from any court of competent jurisdiction, without the need to
resort to arbitration.

     18.  GOVERNING LAW.  This Agreement shall in all respects be construed
          -------------                                                    
according to the laws of the State of Delaware, without regard to its conflict
of laws principles.

                                       9
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                 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]

                                       10
<PAGE>
 
     IN WITNESS WHEREOF, the parties hereto have cause this Agreement to be duly
executed as of the date first written above.

                              U.S.A. FLORAL PRODUCTS, INC.



                              By:   /s/  Robert J. Poirier
                                   _______________________________________
                              Name:  Robert J. Poirier
                              Title:    President and CEO


EMPLOYEE:

/s/  Dwight Ferguson
______________________________
Dwight Ferguson

                                       11
<PAGE>
 
                                   EXHIBIT A
                                   ---------

     Under the Company's Incentive Bonus Plan, Employee will be eligible to earn
bonus compensation, payable out of a bonus pool determined by the Compensation
Committee of the Board of Directors of the Company.  Such bonus shall be payable
as follows:

     (a)  for the period from the Commencement Date through December 31, 1998, a
cash bonus equal to 50% of the Employee's base salary multiplied by a fraction,
                                                      ---------- --            
the numerator of which is the number of calendar days between the Commencement
Date and December 31, 1998, inclusive, and the denominator of which is 365 (the
product of such calculation being the "Prorated Amount"), shall be payable
promptly after public announcement by the Company of the Company's consolidated
results of operations for the year ending December 31, 1998, provided that the
                                                             --------         
Company's consolidated earnings per share for such year equal or exceed
analysts' consensus estimates (as reported by First Call) for such year, and
provided further, that if the earnings of the Florimex business of the Company
-------- -------                                                              
for the period  from July 1, 1998 through December 31, 1998 equal or exceed the
Company's budget therefor, then Employee shall be eligible to receive a bonus in
the discretion of the Compensation Committee in an amount not to exceed the
Prorated Amount even if the Company's consolidated earnings per share for the
year ending December 31, 1998 do not equal or exceed analysts' consensus
estimates (as reported by First Call) for such year;

     (b)  for the period January 1, 1999 through December 31, 1999:

          (i)  a cash bonus equal to 50% of the Employee's base salary shall be
guaranteed and payable promptly after public announcement by the Company of the
Company's consolidated results of operations for the year ending December 31,
1999, provided that the Company's consolidated earnings per share for such year
equal or exceed analysts' consensus estimates (as reported by First Call) for
such year; and

          (ii) an additional bonus, payable in the form of cash, stock options,
or other non-cash awards, in such proportions and in such forms as may be
determined by the Compensation Committee of the Board, of  up to 50% of the
Employee's base salary shall be payable promptly after public announcement by
the Company of the Company's consolidated results of operations for the year
ending December 31, 1999, if and only if the Company's consolidated earnings per
share for such year dramatically exceed (in the judgment of the Compensation
Committee) analysts' consensus estimates (as reported by First Call) for such
year; and

     (c)  for periods from and after January 1, 2000, such bonus payable in the
form of cash, stock options, or other non-cash awards, in such proportions and
in such forms as may be determined by the Compensation Committee of the Board.

                                       12