Exhibit 4.23


                              EMPLOYMENT AGREEMENT

         THIS AGREEMENT, made and entered into as of January 7, 2005, provided
the employment hereunder shall commence on January 31, 2005, or other mutually
convenient date, by and among Radica Enterprises Ltd., a Nevada corporation,
having an office at 13628-A Beta Road, Dallas, Texas 75244, Radica Games
Limited, a Bermuda company, having an office at Suite V, 6/F, 2-12 Au Pui Wan
Street, Fo Tan, Hong Kong, and Theodore J. Eischeid, who resides at 78 Quail
Drive, Lake Forest, IL 60045.

         WHEREAS, Radica is engaged through its subsidiaries in designing and
manufacturing games and youth electronics and VGA products and accessories, and
OEM manufacturing for others;

         WHEREAS, Radica USA is engaged in marketing and distributing products
manufactured by Radica;

         WHEREAS, Employee has substantial executive management experience
including marketing experience in the United States;

         WHEREAS, Radica USA and Radica desire to secure the services of
Employee, and Employee is willing to provide such services, each upon the terms
and subject to the conditions set forth in this Agreement.

         NOW, THEREFORE, in consideration of the premises, the parties agree as
follows:

1.   DEFINITIONS. For the purposes of this Agreement, the parties hereby adopt
     the following definitions:

     a)   "Cause" means:

          i)   breach by Employee of a fiduciary obligation to any member of
               Radica Group;

          ii)  intentional commission by Employee of any act or omission to
               perform any act (excluding the omission to perform any act
               attributable to Employee's Total Disability) which results in
               material adverse consequences to any member of Radica Group;

          iii) material breach of any of Employee's agreements set forth in this
               Agreement including, but not limited to, continual failure to
               perform substantially his duties with Radica Group after
               notification of same, excessive absenteeism and dishonesty;

          iv)  any attempt by Employee to assign or delegate this Agreement or
               any of the rights, duties, responsibilities, privileges or
               obligations hereunder without the prior written consent of Radica
               or Radica USA

<PAGE>

               (except in respect of any delegation by Employee of his
               employment duties hereunder to other employees of Radica Group in
               accordance with its usual business practice);

           v)  Employee's arrest or indictment for, or written confession of, a
               felony or any crime involving moral turpitude under the laws of
               the United States or any state or of Hong Kong;

          vi)  death of Employee;

         vii) declaration by a court that Employee is insane or incompetent to
               manage his business affairs; or

         viii) the filing of any petition or other proceeding seeking to find
               Employee bankrupt or insolvent.

     b)   "Change in Control" means the occurrence of any one of the following
          events:

          (i)  individuals who, on January 1, 2005, constitute the Board (the
               "Incumbent Directors") cease for any reason to constitute at
               least a majority of the Board, provided that any person becoming
               a director subsequent to January 1, 2005, whose election or
               nomination for election was approved by a vote of at least
               two-thirds of the Incumbent Directors then on the Board (either
               by a specific vote or by approval of the proxy statement of
               Radica in which such person is named as a nominee for director,
               without written objection to such nomination) shall be an
               Incumbent Director; provided, however, that no individual
               initially elected or nominated as a director of Radica as a
               result of an actual or threatened election contest with respect
               to directors or as a result of any other actual or threatened
               solicitation of proxies or consents by or on behalf of any person
               other than the Board shall be deemed to be an Incumbent Director;

          (ii) any "person" (as such term is defined in Section 3(a)(9) of the
               Securities Exchange Act of 1934, as amended (the "Exchange Act")
               and as used in Sections 13(d)(3) and 14(d)(2) of the Exchange
               Act) becomes a "beneficial owner" (as defined in Rule 13d3 under
               the Exchange Act), directly or indirectly, of securities of
               Radica representing 50% or more of the combined voting power of
               Radica's then outstanding securities eligible to vote for the
               election of the Board (the "Radica Voting Securities") or any
               person who beneficially owns 50% of the Radica Voting Securities
               increases their beneficial ownership by more than 5%; provided,
               however, that the event described in this paragraph (ii) shall
               not be deemed to be a Change in Control by virtue of any of the
               following acquisitions: (A) by Radica or any member of the Radica
               Group, (B) by any employee benefit plan (or related trust)
               sponsored or maintained by Radica or any member of the Radica
               Group, (C) by any underwriter temporarily holding securities
               pursuant to an offering of such securities, (D) pursuant to a
               Non-Qualifying Transaction (as defined in


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<PAGE>

               paragraph (iii)), or (E) pursuant to any acquisition by Employee
               or any group of persons including Employee (or any entity
               controlled by Employee or any group of persons including
               Employee);

         (iii) the consummation of a merger, consolidation, statutory share
               exchange or similar form of corporate transaction involving
               Radica or any member of the Radica Group that requires the
               approval of Radica's stockholders, whether for such transaction
               or the issuance of securities in the transaction (a "Business
               Combination"), unless immediately following such Business
               Combination: (A) more than 50% of the total voting power of (x)
               the corporation resulting from such Business Combination (the
               "Surviving Corporation"), or (y) if applicable, the ultimate
               parent corporation that directly or indirectly has beneficial
               ownership of at least 95% of the voting securities eligible to
               elect directors of the Surviving Corporation (the "Parent
               Corporation"), is represented by Radica Voting Securities that
               were outstanding immediately prior to such Business Combination
               (or, if applicable, is represented by shares into which such
               Radica Voting Securities were converted pursuant to such Business
               Combination), and such voting power among the holders thereof is
               in substantially the same proportion as the voting power of such
               Radica Voting Securities among the holders thereof immediately
               prior to the Business Combination, (B) no person (other than any
               employee benefit plan (or related trust) sponsored or maintained
               by the Surviving Corporation or the Parent Corporation or an
               existing Radica shareholder, with greater than 50% beneficial
               ownership of the Radica Voting Securities prior to the Business
               Combination, whose percentage beneficial ownership compared to
               the other Radica shareholders in existence immediately prior to
               the Business Combination does not change on consummation of the
               Business Transaction), is or becomes the beneficial owner,
               directly or indirectly, of 50% or more of the total voting power
               of the outstanding voting securities eligible to elect directors
               of the Parent Corporation (or, if there is no Parent Corporation,
               the Surviving Corporation) and (C) at least a majority of the
               members of the board of directors of the Parent Corporation (or,
               if there is no Parent Corporation, the Surviving Corporation)
               following the consummation of the Business Combination were
               Incumbent Directors at the time of the Board's approval of the
               execution of the initial agreement providing for such Business
               Combination (any Business Combination which satisfies all of the
               criteria specified in (A), (B) and (C) above shall be deemed to
               be a "Non-Qualifying Transaction"); or

          (iv) the stockholders of Radica approve a plan of complete liquidation
               or dissolution of Radica or the consummation of a sale of all or
               substantially all of Radica's assets.

          Notwithstanding the foregoing, a Change in Control of Radica shall not
          be deemed to occur solely because any person acquires beneficial
          ownership of more than 50% of the Radica Voting Securities as a
          result of the acquisition of Radica Voting Securities


                                      -3-
<PAGE>

          by Radica which reduces the number of Radica Voting Securities
          outstanding; provided, that if after such acquisition by Radica such
          person becomes the beneficial owner of additional Radica Voting
          Securities that increases the percentage of outstanding Radica Voting
          Securities beneficially owned by such person, a Change in Control of
          Radica shall then occur.

     c)   "Dollars" and "US$" means United States dollars.

     d)   "Employee" means Theodore J. Eischeid.

     e)   "Good Reason" shall mean the occurrence within twelve months after a
          Change in Control of any of the following events without the
          Employee's express written consent: (i) the assignment to the Employee
          of duties inconsistent with his position and status as an executive of
          the Radica Group, or a substantial alteration in the nature, status or
          prestige of the Employee's responsibilities with the Radica Group from
          those in effect immediately prior to such Change in Control; or (ii) a
          reduction in the Employee's base salary or bonus at the rate most
          recently approved by the Board prior to the occurrence of such Change
          in Control; or (iii) any other material adverse change in the terms or
          conditions, including location and travel, of the Employee's
          employment hereunder following the occurrence of such Change in
          Control. Notwithstanding the foregoing, if Employee does not deliver
          to Radica and Radica USA a notice of termination within 90 days after
          the occurrence of the event constituting Good Reason has occurred, the
          event will no longer constitute Good Reason. An isolated,
          insubstantial and inadvertent action taken in good faith and which is
          remedied by Radica or Radica USA within 10 days after receipt of
          notice thereof given by Employee shall not constitute Good Reason.

     f)   "Omnibus Plan" means the 2004 omnibus equity incentive plan adopted by
          Radica, as amended from time to time.

     g)   "Radica" means Radica Games Limited, a Bermuda company.

     h)   "Radica Group" means Radica, Radica USA and any other corporation or
          other entity which at the relevant time is more than fifty percent
          (50%) owned, directly or indirectly, by Radica.

     i)   "Radica USA" means Radica Enterprises Ltd., a Nevada corporation.

     j)   "Termination" means, according to the context, the termination of this
          Agreement or the cessation of rendering employment services by
          Employee.

     k)   "Total Disability" means Employee shall become disabled to an extent
          which renders him unable to perform the essential functions of his
          employment hereunder, with or without reasonable accommodation, for a
          cumulative period of twelve (12) weeks in any twelve (12) month
          period.


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<PAGE>

2.   EMPLOYMENT.

     a)   Commencing on the date referred to in the first paragraph of this
          Agreement, Radica hereby employs Employee and Employee hereby accepts
          employment by Radica to serve as the President and Chief Operating
          Officer of Radica, and to report to the Chief Executive Officer of
          Radica. During his period of employment, employee also agrees to serve
          as a member of the board of directors of Radica, Radica USA and of
          such other members of Radica Group as may be determined by the Board
          of Directors of Radica ("Board"). Employee shall perform services of
          an executive nature consistent with his offices with Radica and Radica
          USA and as a director of Radica as may from time to time be assigned
          or delegated to him by the Board.

     b)   Employee will devote his full business time and attention to his
          duties under this Agreement. However, Employee can, with the consent
          of Radica which shall not be unreasonably withheld, join the Board of
          Directors of other companies and to contribute a reasonable amount of
          time to philanthropic activities.

     c)   Employee shall perform his duties under this Agreement principally in
          or around Dallas, Texas. It is contemplated Employee will frequently
          travel to carry out his duties under this Agreement, including travel
          to the other offices of the Radica Group. Air travel and other travel
          arrangements will comply with current Radica Group policies respecting
          class of travel, etc.

     d)   Radica Group will provide to Employee, his spouse and children medical
          benefits which are provided to other officers of Radica USA, Ltd. In
          the event Employee is required to elect COBRA coverage as a result of
          any pre-existing medical condition, Radica will pay Employee an amount
          which, net of applicable tax, will reimburse the cost of such COBRA
          coverage.

     e)   Employee shall have four (4) weeks paid vacation during each year of
          this Agreement taken at such times as mutually convenient to Employee
          and Radica Group.

3.   TERM OF EMPLOYMENT.

     a)   This Agreement and Employee's employment hereunder shall commence on
          the date referred to in the first paragraph of this Agreement, and
          continue until January 31, 2007, and shall be extended annually at
          each January 31 (commencing January 31, 2006) for an additional one
          year period so that the term hereof after each January 31 shall be a
          two year period, unless a party to this Agreement gives notice at
          least ninety (90) days prior to January 31 that this Agreement shall
          not be renewed, in which case this Agreement shall terminate at the
          end of the then current term.


                                      -5-
<PAGE>

     b)   Notwithstanding Paragraph (a) above, this Agreement may be sooner
          terminated by Radica or Radica USA for Cause, by Employee without
          consent of Radica or Radica USA, by Radica or Radica USA without
          Cause, or by Radica or Radica USA in the event of the Total Disability
          of Employee. This Agreement may also be sooner terminated by Employee
          following any Change in Control and if following such Change in
          Control Employee has Good Reason for such Termination; such
          Termination by Employee is herein called a "Termination/Change in
          Control".

     c)   On termination of this Agreement pursuant to Paragraph (a) above, or
          by Radica or Radica USA for Cause, or by Employee without consent of
          Radica or Radica USA, all benefits and compensation shall cease as of
          the date of such Termination. On termination of this Agreement by
          Radica or Radica USA without Cause or by Employee for Good Reason in
          the event of a Termination/Change in Control or in the event of Total
          Disability of Employee, (i) Radica USA will continue to pay Employee
          his annual salary for twelve months from the date of Termination, (ii)
          Radica Group will continue to provide medical and dental benefits to
          Employee for twelve months from the date of Termination on the same
          basis and at the same Employee cost as at the date of Termination and
          (iii) Employee's stock options, restricted stock, and restricted stock
          units will be treated as set forth in Section 6 hereof.

4.   BUSINESS EXPENSE REIMBURSEMENT. Employee will be entitled to reimbursement
     by Radica Group for the reasonable business expenses paid by him on behalf
     of Radica Group in the course of his employment hereunder on presentation
     to Radica Group of appropriate vouchers (accompanied by receipts or paid
     bills) setting forth information sufficient to establish:

               i)   the amount, date, and place of each such expense;

               ii)  the business reason for each such expense and the nature of
                    the business benefit derived or expected to be derived as a
                    result thereof; and

               iii) the names, occupations, addresses, and other information
                    sufficient to establish the business relationship to Radica
                    Group of any person who was entertained by Employee.

5.   COMPENSATION. Radica USA agrees to pay Employee, and Employee agrees to
     accept from Radica USA, during the first year after commencement of
     employment, for the services to be rendered by him hereunder a minimum
     salary at the rate of US$315,000 per annum payable in arrears in bi-weekly
     installments. Employee shall receive annual salary reviews by the Board
     provided that such salary shall not be reduced below US$315,000 per year.
     After a Change in Control, Employee's salary


                                      -6-
<PAGE>

     shall not be reduced below the level immediately prior to the Change in
     Control. Employee shall also be entitled to relocation payments as detailed
     below.

     If Radica Group institutes a retirement, bonus or other benefit plan which
     applies generally to U.S. executive officers of Radica Group, Employee
     shall be entitled to participate therein, but not to the extent such
     benefits would be duplicative of the benefits herein. Employee shall
     participate in the Radica incentive compensation plan for executive
     officers as in place from time to time and shall participate at the same
     percentage level as the chief executive officer (i.e., in 2005 the target
     bonus percentage of salary is 80% for meeting performance targets with a
     potential of 120% of base salary for exceeding performance targets). Such
     target bonus percentage will be applied to Employee's annual base salary
     without proration for 2005 based upon commencement of employment.
     Specifically, the calculation methodology and incentive percentages shall
     be the same as those of the CEO but the performance target criteria is to
     be determined by the Board with the majority of the criteria being the
     operating income of the Company.

     Employee agrees that he shall have a residence in the Dallas, Texas area
     within 90 days of employment. Radica USA agrees to pay Employee a lump sum
     relocation amount of $75,000 related thereto in six equal monthly
     installments beginning on the date of initial employment. During the first
     90 days of employment, Employee's work location will be his home in Lake
     Forest, Illinois. All payments and other compensation to Employee shall be
     subject to applicable withholdings.

6.   STOCK OPTIONS AND RESTRICTED STOCK.

     a)   i)   Within the first 90 days of commencement of employment, as of a
               date determined by Employee, (the "Grant Date"), Radica hereby
               grants to Employee an option to purchase sixty thousand (60,000)
               shares of the common stock of Radica at the closing market price
               per share on the Grant Date subject to the terms and conditions
               of this Section 6 and the Omnibus Plan (the "Stock Option").

          ii)  As of the date of commencement of employment (the "Grant Date"),
               pursuant to the Omnibus Plan, Radica hereby grants to Employee a
               restricted stock award of 25,000 shares of Radica common stock
               (the "Restricted Stock") which shall vest on March 31, 2008 and
               shall be forfeited if the employment of Employee shall be
               terminated, for any reason other than as provided in Section
               6(c), prior to such date. In addition, should termination of
               employment with Employee's current employer, in order to be
               employed by the Radica Group, cause the loss of the Employee's
               2004 bonus from his current employer, the vesting of the
               restricted stock shall be immediate for the market value of 60%
               of the lost bonus, and 40% of the value of the lost bonus shall
               be paid in cash, with reasonable promptness after it is
               ascertained that the bonus has been lost, and an amount of the
               above Restricted Stock


                                      -7-
<PAGE>

               award equal to the cash payment shall be cancelled. In no event
               shall any amount of the lost bonus, for this purpose, exceed the
               market value of the 25,000 shares of Restricted Stock, to be
               measured based on the closing stock price on the Grant Date. The
               amount of the lost bonus must be documented by Employee and
               Radica agrees to work with Employee and Employee's current
               employer to determine a transition plan that minimizes the amount
               of any lost bonus while satisfying Radica's needs for Employee to
               begin employment as close as possible to January 31, 2005.

          iii) Subject to the other provisions of this Section 6, the Stock
               Options shall vest and become exercisable 33?% per year following
               the Grant Date, commencing at the first anniversary of the Grant
               Date.

     b)   The number of shares subject to the Stock Options or the Restricted
          Stock will be adjusted for stock splits and reverse splits; provided
          that such number of shares shall not be adjusted if Radica should
          otherwise change or modify its capitalization, including but not
          limited to the issuance by Radica of new securities (including options
          or convertible securities), ESOP's or other employee stock plans. It
          is the intent of the parties that the stock subject to the Stock
          Options or the Restricted Stock shall be subject to dilution, except
          for stock splits and reverse splits.

     c)   (i)  As of the date of Termination in the event of Termination
               pursuant to Section 3(a) or Termination by Radica or Radica USA
               for Cause or by Employee without consent of Radica or Radica USA,
               or (ii) twelve (12) months after the date of Termination in the
               event of Termination by Radica or Radica USA without Cause or by
               Employee for Good Reason in the event of a Termination/Change in
               Control (unless Section 6(f) of this Agreement applies, in which
               case this Section 6(c) shall not apply to Employee's Stock
               Options, restricted stock and restricted stock units) or the
               Total Disability of Employee (each of such applicable dates being
               called a "Determination Date"), Employee shall forfeit the Stock
               Options (measured by percentages of the stock subject to the
               Stock Options) and they shall expire as follows:

               (A)  if the Determination Date is within the first year after the
                    date the Stock Option is granted (the "Grant Date") then
                    Employee shall forfeit 100% of the stock subject to the
                    Stock Option;

               (B)  if the Determination Date is after the end of said first
                    year and within the second year after the Grant Date, then
                    Employee shall forfeit 66?% of the stock subject to the
                    Stock Option; or


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<PAGE>

               (C)  if the Determination Date is after the end of said second
                    year and within the third year after the Grant Date, then
                    Employee shall forfeit 33?% of the stock subject to the
                    Stock Option.

          And Employee shall forfeit the Restricted Stock and it shall expire as
          follows:

               (D)  if the Determination Date is prior to March 31, 2008, then
                    Employee shall forfeit 100% of such Restricted Stock.

     d)   In any event each Stock Option shall expire to the extent not
          previously exercised on the tenth anniversary of the Grant Date.
          Otherwise, Employee may at any time within ninety (90) days following
          the Determination Date, exercise his right to purchase stock subject
          to the Stock Options, but subject to the foregoing provisions
          respecting vesting and forfeitures. Restricted Stock, and restricted
          stock units, if not forfeited, shall be deliverable to Employee upon
          its applicable vesting date, free of the previously existing
          restrictions, but subject to applicable state and federal securities
          laws.

     e)   Employee shall have no right to sell, alienate, mortgage, pledge, gift
          or otherwise transfer the Stock Options, the Restricted Stock or any
          restricted stock units or any rights thereto, except by will or by the
          laws of descent and distribution, and except pursuant to applicable
          state and federal securities laws and except as specifically
          contemplated herein.

     f)   Upon the occurrence of a Change in Control under the Omnibus Plan, all
          of Employee's then outstanding stock options, restricted stock, and
          restricted stock units in Radica shall vest and become immediately
          exercisable. If Employee is terminated by Radica or Radica USA without
          Cause after a definitive agreement for a transaction that would
          constitute a Change in Control as described in the Omnibus Plan has
          been approved by the shareholders of Radica, but before such
          transaction is consummated, Employee's stock options shall vest on the
          date of such termination without Cause. Income realized by Employee as
          a result of the acceleration of vesting of equity compensation or
          otherwise resulting from a Termination/Change in Control is
          specifically paid in consideration of post-employment restrictions of
          Section 7 hereunder.

7.   NON-COMPETE; CONFIDENTIALITY.

     a)   During the term of employment of Employee, and for a period of one
          year ("Prohibition Period") after any Termination (other than in the
          event of a Termination/Change in Control) of such relationship or
          employment for any other reason (either by Employee or Radica or
          Radica USA), with or without cause, voluntarily or involuntarily,
          Employee agrees that he will not engage in, be employed by or become
          affiliated with, in the United States of America or anywhere else in
          the world, directly or indirectly, any person or entity which offers,
          develops, performs or is engaged in services, products or


                                      -9-

<PAGE>

          systems which are competitive with the business of Radica Group or any
          other products, services or systems hereafter developed, produced or
          offered by Radica Group ("Companies' Business"). During the
          Prohibition Period, Employee shall not, directly or indirectly, become
          an owner or member, to the extent of an ownership interest of five
          percent (5%) or more, of a joint venture, partnership, corporation or
          other entity, or a consultant, employee, agent, officer or director of
          a corporation, joint venture, partnership or other entity, which is
          competitive with, directly or indirectly, the Companies' Business.

     b)   [RESERVED.]

     c)   Employee understands and agrees that he has been exposed to (or had
          access to), and may be further exposed to (or have access to),
          confidential information, knowhow, knowledge, data, techniques,
          computer software and hardware, and trade secrets of Radica Group or
          related to the Companies' Business, including, without limitation,
          customer or supplier requirements, notes, drawings, writings, designs,
          plans, specifications, records, charts, methods, procedures, systems,
          price lists, financial data, records, and customer or supplier lists
          (collectively "Confidential Information"). Accordingly, except as
          permitted or required in the performance of his duties for Radica
          Group, Employee agrees not to disclose, divulge, make public, utilize,
          communicate or use, whether for his own benefit or for the benefit of
          others, either directly or indirectly, any Confidential Information
          relating to the Companies's Business unless specifically authorized in
          writing by Radica or Radica USA to do so.

     d)   Employee shall promptly communicate and disclose to Radica Group all
          information, inventions, improvements, discoveries, knowhow, methods,
          techniques, processes, observations and data ("Proprietary
          Information") obtained, developed, invented or otherwise discovered by
          him in the course of this employment. All written materials, records,
          computer programs or data and documents made by Employee or coming
          into his possession during the employment period concerning any
          Proprietary Information used or developed by Radica Group, or by
          Employee, shall be the sole exclusive property of Radica Group.
          Employee shall have no right, title or interest therein
          notwithstanding that he may have purchased the medium on which such
          Proprietary Information is recorded.

     e)   Upon Termination, Employee shall not take with him any of the
          Confidential Information or Proprietary Information. Upon Termination,
          or at any time upon the request of Radica or Radica USA, Employee
          shall promptly deliver all Confidential Information and Proprietary
          information, and all copies thereof, to Radica Group with no cost or
          charge to Radica Group. Upon request by Radica or Radica USA, Employee
          shall promptly execute and deliver any documents necessary or
          convenient to evidence ownership of the


                                      -10-
<PAGE>

          Confidential Information and Proprietary Information by Radica Group,
          or the transfer and assignment of the Confidential Information and
          Proprietary Information to Radica Group without cost or charge. The
          provisions of this Section 7 shall survive any Termination of this
          Agreement.

8.   BENEFIT AND BINDING EFFECT. This Agreement shall inure to the benefit of
     and be binding upon Radica and Radica USA, their successors and assigns,
     including but not limited to any corporation, person or other entity which
     may acquire all or substantially all of the assets and business of Radica
     or Radica USA or any corporation with or into which they may be
     consolidated or merged. Radica and Radica USA may assign their rights and
     obligations to another present or future member of Radica Group. The rights
     and obligations of Employee hereunder may not be delegated or assigned.

9.   COUNTERPARTS. This Agreement may be executed in counterparts, each of which
     shall be deemed an original but all of which shall constitute one and the
     same instrument.

10.  GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
     ACCORDANCE WITH THE LAW OF THE STATE OF NEVADA WITHOUT REFERENCE TO THE
     CHOICE OF LAW PRINCIPLES THEREOF.

11.  ENTIRE AGREEMENT. This Agreement sets forth and is an integration of all of
     the promises, agreements, conditions and understandings among the parties
     hereto with respect to all matters contained or referred to herein, and all
     prior promises, agreements, conditions, understandings, warranties or
     representations, oral, written, express or implied, are hereby superseded
     and merged herein.

12.  VALIDITY OF PROVISIONS. Should any provision(s) of this Agreement be void
     or unenforceable in whole or in part, the remainder of this Agreement shall
     not in any way be affected thereby, and such provision(s) shall be modified
     or amended so as to provide for the accomplishment of the provision(s) and
     intentions of this Agreement to the maximum extent possible.

13.  MODIFICATIONS OR DISCHARGE. This Agreement shall not be deemed waived,
     changed, modified, discharged or terminated in whole or in part, except as
     expressly provided for herein or by written instrument signed by all
     parties hereto. Each party agrees to make any modifications to this
     Agreement, including changing the timing of payments hereunder, as may be
     reasonably necessary to comply with Section 409A of the Internal Revenue
     Code.

14.  NOTICES. Any notice which either party may wish to give to the other
     parties hereunder shall be deemed to have been given when actually received
     by the party to whom it is addressed. Notices by Employee to either Radica
     or Radica USA shall be sent to both of them. Notices hereunder may be sent
     by courier, mail, telefax,


                                      -11-
<PAGE>

     telegram or telex, to the following addresses, or to such other addresses
     as the parties may from time to time furnish to each other by like notice:

                 To: Radica Enterprises Ltd.
                     180 S. Lake Avenue, Suite 440
                     Pasadena, California 91101
                     U.S.A.
                     Attention: Patrick Feely
                     Telephone: (626) 744-1150
                     Telefax:   (626) 744-1155

                 To: Radica Games Limited
                     Suite R, 6/F
                     2-12 Au Pui Wan Street
                     Fo Tan
                     Hong Kong
                     Attention: David C.W. Howell
                     Telephone: (852) 2693 2238
                     Telefax:   (852) 2695 9657

                 To: Employee:
                      Theodore J. Eischeid
                      78 Quail Drive
                      Lake Forest, Illinois 60045
                      Telephone: (847) 295-0737

15.  NUMBER; GENDER. In this Agreement, the masculine shall include the feminine
     and neuter and vice versa, and the singular shall include the plural and
     vice versa, as the context may reasonably require or permit.

16.  REIMBURSEMENT OF EXPENSES. After a Change in Control or a Termination for
     Cause later determined to be a Termination Without Cause, if any dispute
     shall arise under this Agreement involving termination of Employee's
     employment with Radica or Radica USA or involving the failure or refusal of
     Radica or Radica USA to perform fully in accordance with the terms hereof,
     Radica or Radica USA shall reimburse Employee, on a current basis, for all
     reasonable legal fees and expenses, if any, incurred by Employee in
     connection with such contest or dispute (regardless of the result thereof),
     regardless of whether Employee's claim is upheld by a court of competent
     jurisdiction; provided, however, Employee shall be required to repay any
     such amounts to the Company to the extent that a court issues a final and
     non-appealable order setting forth the determination that the position
     taken by Employee was frivolous or advanced by Employee in bad faith.


                                      -12-
<PAGE>


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


                                        RADICA ENTERPRISES LTD.


                                        By:  /s/ Patrick S. Feely
                                           -------------------------------------


                                        RADICA GAMES LIMITED


                                        By:  /s/ Patrick S. Feely
                                           -------------------------------------


                                        Theodore J. Eischeid


                                             /s/ Theodore J. Eischeid
                                        ----------------------------------------







                                      -13-