EXHIBIT 10.8

                              CID SUPPLY AGREEMENT


             THIS CID SUPPLY AGREEMENT, effective as of the 15th day of
        December, 1997 (the "Effective Date"), is between THERMO VISION
        CORPORATION, a Delaware corporation having offices at 8E Forge
        Parkway, Franklin, Massachusetts 02038, Telecopy No. 508-553-1742
        ("Thermo Vision") and THERMO OPTEK CORPORATION, a Delaware
        corporation having offices at 8E Forge Parkway, Franklin,
        Massachusetts 02038, Telecopy No. 508-541-0140 ("Thermo Optek")
        regarding the supply by Thermo Vision of certain products to be
        purchased by Thermo Optek and its affiliates.

             NOW, THEREFORE, in consideration of the mutual promises,
        terms and conditions hereinafter set forth, and other good and
        valuable consideration, the receipt and sufficiency of which are
        hereby acknowledged, Thermo Vision and Thermo Optek (the
        "Parties") do hereby agree as follows:

             For the purposes of this Agreement, an "Affiliate" of a
        Party means an individual or business entity controlling,
        controlled by or under common control with such Party, with
        control meaning a 50% or more ownership interest.

        1.   Thermo Vision's Supply of Products.

             (a)  Thermo Vision hereby agrees to sell the Products to
        Thermo Optek and its Affiliates, in accordance with the terms and
        conditions of this Agreement. Subject to Paragraph 1(g)(ii)
        hereof, Thermo Vision agrees not to sell the Products to any
        other party which manufactures optical spectrometers of the types
        manufactured by Thermo Optek.  "Products" means all charge
        injection devices ("CID") sensors manufactured by or on behalf of
        Thermo Vision for: 

                  (i)optical spectrometers, including without limitation
                  ICP, ICP-MS, AA and Arc-Spark; or 

                  (ii)raman spectrometers and other analytical
                  instruments, if after the Effective Date but during the
                  term of this Agreement Thermo Vision and Thermo Optek
                  (A) enter into a research, development and supply
                  agreement with respect to raman spectrometers or other
                  analytical instruments; and (B) agree on pricing for
                  such raman spectrometers or other analytical
                  instruments.

             (b)  The Products shall also be deemed to include any
        modifications or improvements to the CID sensors described above
        which Thermo Vision or asubsidiary of Thermo Vision may develop
        or manufacture, or cause to be developed or manufactured, during
        the term of this Agreement, provided, however, that all such
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        modifications and improvements shall have been approved by Thermo
        Optek prior to inclusion in the CID sensors in order to insure
        compatibility with Thermo Optek applications.

             (c)  As soon as practicable after the Effective Date, Thermo
        Optek shall provide to Thermo Vision a non-binding forecast for
        the next 12 calendar months of the anticipated requirements of
        Thermo Optek and its Affiliates for the Products and indicating
        the likely delivery dates to be requested.  Thermo Optek shall
        update this forecast each calendar quarter on a rolling basis.  

             (d)  Thermo Optek and its Affiliates shall thereafter from
        time to time place firm orders with Thermo Vision at least 6
        months before the requested delivery date by the transmittal to
        Thermo Vision of written orders on Thermo Optek's regular
        purchase order forms, which shall be deemed accepted upon Thermo
        Vision's written acceptance thereof.  Such purchase orders shall
        identify  the Products ordered, the quantities ordered, requested
        delivery date(s) and any export information required to enable
        Thermo Vision to fill the order.

             (e)  Unless Thermo Optek or its Affiliate requests
        otherwise, all Products ordered shall be packed for shipment and
        storage in accordance with Thermo Vision's standard commercial
        practices.  It is the obligation of Thermo Optek or such
        Affiliate to notify Thermo Vision and obtain Thermo Vision's
        consent to any special packaging requirements (which shall be at
        the expense of Thermo Optek or such Affiliate).  The terms and
        conditions of this Paragraph 1(e) shall be reviewed by the
        Parties on an annual basis and are subject to change based on the
        mutual agreement of the Parties.

             (f)  In the event of any discrepancy between any purchase
        order and this Agreement, the terms of this Agreement shall
        govern.  

             (g)  During the term of this Agreement, Thermo Optek
        shall purchase all of its requirements of Products from Thermo
        Vision, and Thermo Optek shall cause all of its Affiliates to
        purchase all of their requirements of Products from Thermo
        Vision; provided, however that:

                  (i)  Thermo Optek and its Affiliates shall have the
        right to make a Product themselves (using their own or
        third-party technology) or purchase a Product from a third party,
        if:  (A) Thermo Vision does not accept a firm order placed by
        Thermo Optek or such Affiliate for such Product with a requested
        delivery date at least 6  months after the date on which Thermo
        Optek or such Affiliate placed such order; or (B) such Product
        previously delivered by Thermo Vision was repeatedly found not to
        conform to the agreed-upon specifications for such Product,or
        Thermo Vision repeatedly and materially failed to deliver such
        Product on or before the requested delivery dates (unless such
        failure is due to causes beyond Thermo Vision's control) and
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                  (ii) Thermo Vision shall have the right to sell a
        Product to a third party for use in such third party's optical
        spectrometers, raman spectrometers or other analytical
        instruments (the "Third Party Instruments") if:  (A) as of the
        Effective Date hereof, Thermo Optek (1) is not using such Product
        in its optical spectrometers, raman spectrometers or other
        analytical instruments, respectively, which are similar to the
        Third Party Instruments, or (2) does not offer optical
        spectrometers, raman spectrometers or other analytical
        instruments, respectively, which are similar to the Third Party
        Instruments, (B) prior to the execution by Thermo Vision of an
        agreement to sell such Product to such third party (the "Third
        Party Agreement"), Thermo Vision provides written notice to
        Thermo Optek setting forth the material terms and conditions of
        the Third Party Agreement, including without limitation, the
        price per Product, the quantity of Product to be sold and the
        term of the Third Party Agreement (the "Third Party Notice") and
        (C) within 30 days after receipt by Thermo Optek of the Third
        Party Notice, Thermo Vision has not received from Thermo Optek
        Thermo Optek's written agreement to purchase such Product from
        Thermo Vision for use in Thermo Optek's optical spectrometers,
        raman spectrometers or other analytical instruments, as the case
        may be, on substantially the same terms as those contained in the
        Third Party Agreement.  By way of illustration and assuming all
        other conditions set forth in Paragraph 1(g)(ii) are satisfied,
        Thermo Vision shall be permitted to sell a Product to a third
        party for use in such third party's raman spectrometers if Thermo
        Optek purchases such Product from Thermo Vision solely for use in
        Thermo Optek's optical spectrometers and other analytical
        instruments.

        2.   Compensation for Supply.

             (a)  For each Product purchased by Thermo Optek or one of
        its Affiliates hereunder, Thermo Vision shall be paid the price
        indicated in Schedule A hereto.  The price of each such Product
        shall be reviewed by the Parties on an annual basis and is
        subject to adjustment based on the mutual agreement of the
        Parties.  With respect to modifications or improvements to CID
        sensors which are included in the definition of Products in
        accordance with Paragraph 1(b) above, Thermo Vision shall
        establish a price for each such new Product which is reasonable
        in light of the manufacturing cost and performance of such new
        Product relative to the most closely related existing Product.
        For each Product purchased by Affiliates of Thermo Optek
        hereunder, such Affiliates and Thermo Optek shall be jointly and
        severally liable for the payment of the price of such Product to
        Thermo Vision.

             (b)  Each payment for Products shall be made by check in
        good funds to the order of Thermo Vision or its Affiliates, and
        shall be delivered to Thermo Visionwithin thirty (30) days after
        the receipt by Thermo Optek or its respective Affiliate of Thermo
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        Vision's invoice for such payment.  

        3.Delivery and Warehousing.

             (a)  All deliveries of Products shall be ex works the place
        of manufacture of such Products.  It shall be the responsibility
        of Thermo Optek or its respective Affiliate to arrange and pay
        for all transportation, insurance and other charges incurred
        after Thermo Vision's tender of the Products at such location.
          
             (b)  Upon agreement of the Parties and payment of any of
        Thermo Vision's expenses therefor, the Products may be delivered
        to Thermo Vision's warehouse facility for storage.  Thermo Optek
        shall thereupon pay such storage and handling fees as are within
        the customary industry practice. 

             (c)  The terms and conditions of Paragraphs 3(a) and (b)
        shall be reviewed by the Parties on an annual basis and are
        subject to change based on the mutual agreement of the Parties.  

             (d)  Thermo Vision shall be responsible for preparing
        invoices and shipping documents for Thermo Optek or its
        respective Affiliate in respect of Products purchased hereunder;
        provided, however, that Thermo Vision shall submit its invoice
        for Products no earlier than the date on which Thermo Vision (i)
        makes such Products available to a common carrier for pick up at
        such Product's place of manufacture or (ii) delivers such
        Products to Thermo Vision's warehouse facility for storage
        pursuant to the agreement of the Parties.   

             (e)  Thermo Vision agrees to use reasonable efforts to meet
        the requested delivery dates set forth in accepted purchase
        orders, but does not warrant that any specified delivery date
        will be met. Thermo Vision assumes no responsibility or liability
        for any loss or damage incurred by Thermo Optek or its Affiliates
        by reason of a delay in a requested delivery date, inability to
        ship or any of the reasons set forth in Paragraph 5 below.  

        4.   Passage of Title.  Beneficial ownership of, title and risk
        of loss to the Products shall pass to Thermo Optek or its
        Affiliates, as the case may be, when such Products are picked up
        by a common carrier at the Product's place of manufacture or
        delivered to Thermo Vision's warehouse facility for storage
        pursuant to the agreement of the Parties.  The terms and
        conditions of this Paragraph 4 shall be reviewed by the Parties
        on an annual basis and are subject to change based on the mutual
        agreement of the Parties.  

        5.   Force Majeure.  Except for obligations of payment, each
        Party shall be excused for any delay or failure to fulfill any of
        their respective obligations under thisAgreement if such failure
        or delay is caused by any circumstances or event beyond the
        reasonable control of the Party, including without limitation any
        act of God, accident, explosion, fire, storm, earthquake, flood,
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        drought, peril of the sea, riot, embargo, war or foreign,
        federal, state, provincial or municipal order of general
        application, seizure, requisition or allocation, any failure or
        delay of transportation, shortage of or inability to obtain
        supplies, equipment, fuel or labor.  

        6.   Product Warranty and Limitations on Liability.

             (a)  Thermo Vision warrants that upon delivery the Products
        will conform to the specifications which the Parties agree to in
        writing from time to time (the "Specifications"); provided,
        however, that Thermo Vision shall not be liable for any losses of
        Thermo Optek that arise due to misuse or mishandling of the
        Products, as reasonably determined by Thermo Vision.  Thermo
        Vision's sole obligation with respect to claims of
        non-conformance made by Thermo Optek or its Affiliates shall be,
        at Thermo Vision's sole discretion, to either:  (i) remedy the
        non-conformance by repair or replacement; or (ii) refund of the
        price paid for the Products involved.  Any claims by Thermo Optek
        or its Affiliates under this warranty with respect to Products
        must be made to Thermo Vision in writing within 6 months after
        Thermo Vision tenders such Products or delivers such Products to
        Thermo Vision's warehouse facility for storage pursuant to the
        agreement of the Parties, as the case may be.  The terms and
        conditions of this Paragraphs 6(a) shall be reviewed by the
        Parties on an annual basis and are subject to change based on the
        mutual agreement of the Parties.  
           
             (b)  EXCEPT AS STATED ABOVE, THERMO VISION DISCLAIMS ALL
        WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WRITTEN OR
        ORAL, WITH RESPECT TO THE PRODUCTS, INCLUDING ALL WARRANTIES OF
        TITLE AND IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
        PARTICULAR PURPOSE.  

             (c)  EXCEPT FOR PRODUCT LIABILITY CLAIMS BROUGHT BY
        UNAFFILIATED THIRD PARTIES WHICH ARISE FROM THE PRODUCTS NOT
        CONFORMING TO THE SPECIFICATIONS, THERMO VISION'S LIABILITY FOR
        DAMAGES TO THERMO OPTEK OR ITS AFFILIATES  FOR ANY CAUSE
        WHATSOEVER, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION, SHALL
        NOT EXCEED THE PRICE PAID BY THERMO OPTEK OR ITS AFFILIATE FOR
        THE PRODUCT INVOLVED.  

             (d)  THERMO VISION SHALL IN NO EVENT BE LIABLE TO THERMO
        OPTEK OR ANY THIRD PARTY FOR ANY DAMAGES RESULTING FROM LOSS OF
        PROFITS, OR FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR
        EXEMPLARY DAMAGES ARISING OUT OF, OR IN CONNECTION WITH, THE USE,
        MANUFACTURE OR SALE OF THE PRODUCTS. 

        7.   Confidentiality.  Each Party acknowledges and agrees that in
        the course of its performance of this Agreement confidential
        technology, trade secrets or other proprietary information
        relating to the development, manufacture and sale of the Products
        (hereinafter "Confidential Information") may be made known or
        made available to the other party.  Accordingly, during and after
        the term of this Agreement, each Party hereby represents and
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        agrees to the following:

             (a)  that each Party (the "disclosing Party") has a
        proprietary interest in its own Confidential Information.  During
        and after the term of this Agreement, all disclosures by the
        disclosing Party of its Confidential Information to the other
        Party (the "receiving Party"), its agents and employees shall be
        held in strict confidence by the receiving Party, which shall
        disclose such Confidential Information only to those of its
        agents and employees to whom it is necessary in order to properly
        carry out their duties as limited by the terms and conditions
        hereof.  During and after the term of this Agreement, the
        receiving Party shall not use the Confidential Information of the
        disclosing Party except for the purposes of the receiving Party
        exercising its rights and carrying out its duties hereunder.  The
        provision of this Paragraph 7 shall also apply to any
        sublicensees, consultants or subcontractors during and after the
        term of this Agreement, that the receiving Party may sublicense
        or engage in connection with this Agreement.  Each receiving
        Party shall take necessary steps to ensure that its employees
        respect the terms of this Paragraph 7.

             (b)  that notwithstanding anything contained in this
        Agreement to the contrary, the receiving Party shall not be
        liable for a disclosure of the disclosing Party's Confidential
        Information if the information so disclosed:

                  (i)  was in the public domain at the time it was
        disclosed by the disclosing Party to the receiving Party, or
        becomes part of the public domain thereafter through no fault of
        the receiving Party; or 

                  (ii) was known to or contained in the records of the
        receiving Party at the time of disclosure by the disclosing Party
        to the receiving Party and can be so demonstrated; or

                  (iii)     becomes known to the receiving Party from a
        source other than the disclosing Party without breach of such
        source's confidentiality obligation, if any, to the disclosing
        Party and can be so demonstrated; or

                  (iv) was required to be disclosed under legal or
        administrative process, provided that the receiving Party has
        given the disclosing Party no less than ten (10) days prior
        written notice of the receiving Party's intention to make a
        disclosure pursuant to this Paragraph 7(b)(iv).


        8.   Intellectual Property Warranty; Indemnification

             (a)  With respect to Paragraph 1(a)(ii) above, Thermo Optek
        represents and warrants to Thermo Vision that if CID sensors for
        raman spectrometers are added to the definition of Products,
        Thermo Optek shall have the full right to use under written
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        agreements, all patents, copyrights, trademarks, trade secrets
        and other intellectual property rights (the "Intellectual
        Property Rights") which will be required in order to permit
        Thermo Vision to manufacture such Products.   Upon adding such
        sensors to the definition of Products, Thermo Optek shall grant
        Thermo Vision and its Affiliates and subcontractors a worldwide,
        exclusive, royalty-free license to use such Intellectual Property
        Rights during the term of this Agreement for the sole purpose of
        manufacturing such Products for sale to Thermo Optek and/or its
        Affiliates pursuant to this Agreement.

             (b)  Thermo Vision represents and warrants to Thermo Optek
        that it owns, or has the full right to use under written
        agreements, all Intellectual Property Rights which will be used
        or practiced in order for Thermo Vision to manufacture and sell
        the Products described in Paragraph 1(a)(i) above.  Thermo Vision
        has no knowledge of any infringement of any Intellectual Property
        Right of any third party which will arise out of or be incident
        to Thermo Vision's use of such Intellectual Property Rights to
        manufacture and sell such Products. 

             (c)  In the event of any claim, charge, suit or proceeding
        by any third party against either Party alleging infringement or
        violation of any Intellectual Property Rights pursuant to this
        Agreement, the other Party shall cooperate fully in the defense
        of any such claim, charge, suit or proceeding.  In the event that
        the actions of one Party shall be determined to have solely
        resulted in such allegation(s), that Party shall indemnify and
        hold the other Party harmless from and against any loss arising
        out of such claim, charge, suit or proceeding, not to exceed the
        amounts paid by the other Party to the such third party.

             (d)  Notwithstanding anything contained in this Paragraph 8
        to the contrary, neither Party (the "indemnifying Party") shall
        have any obligation to the other Party (the "indemnified Party")
        hereunder with respect to an infringement claim which arises
        from: (i) any combination by the indemnified Party or any of its
        Affiliates of the Products with another product not supplied by
        the indemnifying Party, where such infringement would not have
        occurred but for such combination; (ii) the adaptation or
        modification of the Products not performed by the indemnifying
        Party, where such infringement would not have occurred but for
        such adaptation or modification; (iii) the misuse of the Products
        or the use of the Products in an application for which it was not
        designed, where such infringement would not have occurred but for
        such use or misuse; or (iv) a claim based on intellectual
        property rights owned by the indemnified Party or any of its
        Affiliates.

        9.   Termination.

             (a)  The term of this Agreement shall commence on the date
        hereof and shall continue, unless sooner terminated as set forth
        below, until the tenth anniversary of the Effective Date.
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             (b)  In the event of breach of any provision of this
        Agreement, the breaching Party shall have thirty (30) days after
        written notice thereof by the non-breaching Party within which to
        cure such breach.  In the event such breach has not been cured
        within such period of time, the non-breaching Party may on notice
        to the breaching Party terminate this Agreement.

             (c)  Either Party may terminate this Agreement on notice to
        the other Party in the event the other Party suffers a business
        failure, including becoming the subject of a petition filed for
        relief under any bankruptcy or insolvency law, which is not
        dismissed within sixty (60) days of its filing; any general
        arrangement with its creditors; or any liquidation, termination
        or cessation of its business.

        10.  Effect of Termination.

             (a)  Upon the sooner to occur of (i) expiration of this
        Agreement or (ii) six months after termination of this Agreement,
        Thermo Vision shall immediately terminate production of the
        Products described in Paragraph 1 above and each Party shall
        promptly terminate all use of any Confidential Information of the
        other Party.

             (b)  Upon expiration or termination of this Agreement, as
        the case may be, each Party shall, at the request of the other
        Party, either promptly return to the other Party or dispose of
        all of the other Party's Confidential Information in any form
        whatsoever which it may have in its possession, custody or
        control (whether direct or indirect).

             (c)  Upon expiration or termination of this Agreement, as
        the case may be, Thermo Optek shall, at the request of Thermo
        Vision, repurchase all or any portion of Thermo Vision's then
        existing finished goods inventory of the Products.  All finished
        Products shall be purchased at the price then in effect for such
        Products.  In the event that Thermo Optek fails to purchase all
        of such inventory pursuant hereto within fourteen (14) days after
        the expiration or termination of this Agreement, Thermo Vision
        shall have the right to sell or dispose of such inventory, in
        whatever manner it seems fit, without liability to Thermo Optek
        for any reason, including without limitation infringement of any
         intellectual property rights of Thermo Optek. 

             (d)  Upon expiration or termination of this Agreement, as
        the case may be, Thermo Optek and its Affiliates shall not be
        released from their obligations to pay any sums then owing to
        Thermo Vision and neither Party shall be released from
        theobligation to perform any other duty or to discharge any other
        liability that has been incurred prior thereto.  Subject to the
        foregoing, neither Party shall by reason of the termination of
        this Agreement be liable to the other for compensation or damages
        on account of the loss of profits or sales, or expenditures,
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        investments or commitments in connection therewith.

        11.  Miscellaneous.

             (a)  No Party shall assign any or all of its rights or
        obligations hereunder to any third party without first obtaining
        the written consent thereto of the other Party, which consent
        shall not be unreasonably withheld or delayed; provided, however,
        that in the event of an assignment to an Affiliate of a Party or
        to a purchaser of all or substantially all of the assets or stock
        of a Party, through merger, consolidation, sale or otherwise, no
        such consent shall be required, if the assignee agrees to be
        bound by the terms hereof within five (5) days after such
        assignment.  The terms and provisions of this Agreement shall
        inure to the benefit of, and be binding upon, the Parties and
        their respective successors and permitted assigns.  Any reference
        to a Party shall be deemed to include the successors thereto and
        permitted assigns thereof.

             (b)  This Agreement shall be governed by and construed in
        accordance with the laws of the Commonwealth of Massachusetts,
        without regard to principles of conflicts of law and without
        regard to the United Nations Convention on Contracts for the
        International Sale of Goods.

             (c)  No amendment, modification, waiver, termination or
        discharge of any provision of this Agreement, nor consent to any
        departure by either Party therefrom, shall be effective unless
        the same shall be in writing specifically identifying this
        Agreement and the provision intended to be amended, modified,
        waived, terminated or discharged and signed by both Parties, and
        each such amendment, modification, waiver, termination or
        discharge shall be effective only in the specific instance and
        for the specific purpose for which given.  No provision of this
        Agreement shall be varied, contradicted or explained by any oral
        agreements, course of dealing or performance or any other matter
        not set forth in an agreement in writing and signed by both
        Parties.  

             (d)  Nothing herein contained shall be deemed to create a
        joint venture, agency, partnership or employer-employee
        relationship between the Parties hereto.  Neither Party shall
        have any power to enter into any contracts or commitments in the
        name of, or on behalf of, the other Party, or to bind the other
        Party in any respect whatsoever.

             (e)  All notices, requests and other communications to a
        Party shall be in writing (including telecopy or similar
        electronic transmissions), shall be addressed toRobert J.
        Rosenthal on behalf of Thermo Optek or to Kristine S. Langdon on
        behalf of Thermo Vision, respectively, and shall be personally
        delivered or sent by telecopy or other electronic facsimile
        transmission during normal business hours or by registered mail
        or certified mail, return receipt requested, postage prepaid, in
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        each case to the respective address and telecopy numbers
        specified above (or to such other individual, address or telecopy
        numbers as may be specified in writing to the other Party hereto
        from time to time).  Any notice or communication given in
        conformity with this Paragraph 11 (e) shall be deemed to be
        effective when received by the addressee, if delivered by hand,
        telecopy or other electronic facsimile transmission, and three
        (3) days after mailing, if mailed.

             (f)  This Agreement constitutes, on and as of the date
        hereof, the entire agreement of the Parties with respect to the
        subject matter hereof, and all prior or contemporaneous
        understandings or agreements, whether written or oral, between
        the Parties with respect to the subject matter hereof are hereby
        superseded in their entirety.

             (g)  If any provision hereof should be held invalid, illegal
        or unenforceable in any respect in any jurisdiction, then, to the
        fullest extent permitted by law:  (i) all other provisions hereof
        shall remain in full force and effect in such jurisdiction and
        shall be liberally construed in order to carry out the intentions
        of the Parties hereto as nearly as may be possible; and (ii) such
        invalidity, illegality or unenforceability shall not affect the
        validity, legality or enforceability of such provision in any
        other jurisdiction.  To the extent permitted by applicable law,
        each Party hereby waives any provision of law that would render
        any provision hereof prohibited or unenforceable in any respect.

             (h)  No failure on the part of either Party to exercise and
        no delay in exercising any right, power, remedy or privilege
        under this Agreement, or provided by statute or at law or in
        equity or otherwise, shall impair, prejudice or constitute a
        waiver of any such right, power, remedy or privilege or be
        construed as a waiver of any breach of this Agreement or as an
        acquiescence therein, nor shall any single or partial exercise of
        any such right, power, remedy or privilege preclude any other or
        further exercise thereof or the exercise of any other right,
        power, remedy or privilege.

             (i)  Notwithstanding anything else in this Agreement to the
        contrary, the Parties agree that Paragraphs 6, 7, 8, 10 and 11
        shall survive the termination or expiration of this Agreement, as
        the case may be.

             (j)  Each Party covenants and agrees that all of its
        activities under or pursuant to this Agreement shall comply in
        all material respects with all applicable laws, rules and
        regulations.  

             (k)  Headings used herein are for convenience only and shall
        not in any way affect the construction of, or be taken into
        consideration interpreting, this Agreement.

             (l)  This Agreement may be executed in counterparts, each of
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        which counterparts, when so executed and delivered, shall be
        deemed to be an original, and all of which counterparts, taken
        together, shall constitute one and the same instrument.

             IN WITNESS WHEREOF the Parties hereto have executed this
        Agreement as an instrument under seal by their duly authorized
        officers.

        THERMO VISION CORPORATION     THERMO OPTEK CORPORATION


        By:     /s/ Kristine Stotz Langdon           
        
            ---------------------------------------
        Name: 
        Title:  President        
        
        By:     /s/ Robert J. Rosenthal
           ---------------------------------------- 
        
        Name: 
        Title:  President     
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                                   SCHEDULE A

                                     Prices
                                     ------

                  Product        Price
                  -------        -----
                  CID 38         $3,000