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                                                                   EXHIBIT 10.11


                              EMPLOYMENT AGREEMENT

                  This Employment Agreement (the "Agreement") by and between
Atlas Plumbing & Mechanical, L.L.C. (the "Company"), American Plumbing and
Mechanical, Inc., a Delaware corporation ("AMPAM"), and Stephen F. Turner
("Executive") is hereby entered into effective as of the date of the closing of
the transactions contemplated in the Agreement and Plan of Merger dated as of
September 16, 1999 by and among the Company, Atlas Plumbing & Mechanical, Inc.,
Atlas Plumbing & Mechanical, Inc.'s shareholders and AMPAM (the "Effective
Date").

                                    RECITALS

                  The following statements are true and correct:

                  Whereas, as of the Effective Date, the Company, AMPAM, and the
subsidiaries of AMPAM (AMPAM and such subsidiaries, including the Company, being
collectively, the "AMPAM Companies") provide plumbing and mechanical contracting
services; and

                  Whereas, the Company wishes to employ Executive, and Executive
wishes to be employed by the Company, on the terms set forth herein; and

                  Whereas, in the course of his employment with the Company,
Executive will become familiar with and aware of information as to the Company's
and the AMPAM Companies' customers and specific manner of doing business,
including the processes, techniques and trade secrets used by the Company and
the AMPAM Companies, and future plans with respect thereto, all of which has
been and will be established and maintained at great expense to the Company and
the AMPAM Companies and which constitutes trade secrets and the valuable
goodwill of the Company and the AMPAM Companies.

                  Therefore, in consideration of the mutual promises, terms,
covenants and conditions set forth herein and the performance of each, it is
hereby agreed as follows:


                                   AGREEMENTS



         1. Employment and Duties.

                  a. The Company hereby employs Executive as the Chief Executive


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         Officer of the Company. As such, Executive shall have the
         responsibilities, duties and authority customarily appertaining to such
         office and such other duties as may be reasonably assigned to Executive
         and which are consistent with such position. Executive shall report to
         the Board of Directors of the Company (the "Board") unless otherwise
         directed by the Board. Executive hereby accepts this employment upon
         the terms and conditions herein contained and, subject to paragraph
         1(c), agrees to devote substantially all of his time, attention and
         efforts during normal business hours, excluding any periods of vacation
         or sick leave, to promote and further the business and interests of the
         Company and its affiliates.

                  b. Executive shall faithfully adhere to, execute and fulfill
         all reasonable and lawful policies established by the Company, to the
         extent such policies have been communicated to Executive in writing and
         are not inconsistent with any of the terms of this Agreement

                  c. Executive shall not, during the term of his employment
         hereunder, engage in any other business activity pursued for gain,
         profit or other pecuniary advantage to the extent such activity
         interferes materially with Executive's duties and responsibilities
         hereunder. The foregoing limitations shall not prohibit Executive from
         (i) serving on civic and charitable boards, subject to the Company's
         policies and standards; (ii) making personal investments in such form
         or manner as will not materially interfere with Executive's performance
         of his duties under this Agreement and (iii) owning an interest in,
         serving on the board of or otherwise participating in the business of
         Crystal Homes, L.L.C., 9095 Owens, L.L.C. and Atlas Real Estate,
         L.L.C. (or their successors) or from engaging in other real estate
         activities related thereto.

                  d. Executive shall be entitled to vacation in accordance with
         the policies of the Company.

         2. Compensation. For all services rendered by Executive, the Company
shall compensate Executive as follows:

                  a. Base Salary. The base salary (the "Base Salary") payable to
         Executive during the term shall be $200,000 per year, payable in
         accordance with the Company's payroll procedures for officers, but not
         less frequently than twice monthly. On an annual basis such Base Salary
         shall be reviewed by the Board of Directors of AMPAM (the "AMPAM
         Board"), and may be increased or decreased at its discretion in light
         of the Executive's position, responsibilities, performance and such
         other reasonable, job related factors that the AMPAM Board deems
         appropriate; provided, however, Base Salary, as adjusted, may not be
         less than that amount in effect on the Effective Date.

                  b. Annual Bonus. In addition to the Base Salary, Executive
         shall be entitled to receive an Annual Bonus for calendar year 1999 of
         up to 100% of


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         Executive's Base Salary should the 1999 calendar year Adjusted EBITDA
         of the Company and Atlas Plumbing & Mechanical, Inc., combined, equal
         or exceed $4,500,000 and which shall accrue proportionately once such
         Adjusted EBITDA reaches $4,000,000. An example of the manner in which
         the Annual Bonus shall accrue is attached hereto as Schedule A.
         Executive shall be entitled to receive an Annual Bonus for calendar
         year 2000 of up to 100% of Executive's then Base Salary should the
         Company's 2000 calendar year Adjusted EBITDA equal or exceed $5,850,000
         and which shall accrue proportionately once said Adjusted EBITDA
         reaches $5,200,000. "Adjusted EBITDA" shall mean, as of a specified
         date, the Company's (or the Company and Atlas Plumbing & Mechanical,
         Inc.'s in the case of the 1999 calendar year) earnings before interest,
         taxes, depreciation and amortization computed for the twelve (12) full
         calendar months immediately preceding such specified date, and shall
         exclude any corporate charges or credits from AMPAM (or any of its
         affiliates) to the Company and exclude any effect of the Tim Lear
         Phantom Stock deferred compensation plan, and shall include for the
         1999 calendar year addbacks as categorized in the Atlas Plumbing &
         Mechanical, Inc.'s Information Memorandum dated May 1999 and shall
         treat as operating leases those leases which Atlas Plumbing &
         Mechanical, Inc. has in the past treated as operating leases. AMPAM
         shall adopt an incentive bonus plan for subsequent years under which
         Executive and other officers of the AMPAM Companies will be eligible to
         receive annual bonus awards in amounts that are competitive with those
         provided to similarly situated executives within the AMPAM Companies
         and commensurate with the performance of the Company, as reasonably
         determined by the AMPAM Board. Annual Bonuses and any other performance
         or incentive bonuses shall not be unreasonably withheld, and any such
         bonus based on the previous calendar year shall be paid to the
         Executive in lump sum no later than April 30th of the year following
         the year in which the bonus was earned.

                  c. Executive Perquisites and Benefits. Executive shall be
         entitled to receive additional benefits and compensation from the
         Company in the form and to the extent specified below:

                           i. Executive shall be reimbursed for all business
                  travel and other out-of-pocket expenses reasonably incurred by
                  Executive in the performance of his duties pursuant to this
                  Agreement and in accordance with the AMPAM's policy for
                  similarly situated officers. All such expenses shall be
                  appropriately documented in reasonable detail by Executive
                  upon submission of any request for reimbursement, and in a
                  format and manner consistent with the AMPAM's expense
                  reporting policy.

                           ii. Executive shall be entitled to participate in all
                  incentive compensation plans and to receive all fringe
                  benefits and perquisites offered by the Company or AMPAM to
                  any of the Company's or AMPAM Companies' similarly situated
                  executives, including, without limitation,


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                  participation in the various employee benefit plans or
                  programs provided to the employees of the Company or the AMPAM
                  Companies in general, subject to the regular eligibility
                  requirements with respect to each of such benefit plans or
                  programs, and such other benefits or perquisites as may be
                  approved for Executive by the Board (or AMPAM Board, as the
                  case may be) during the term of this Agreement, all on a basis
                  as favorable to Executive as may be provided or offered by the
                  Company to other comparable officers (in terms of position) of
                  the Company. Notwithstanding the above, until the Company
                  establishes employee welfare and pension benefit plans for its
                  officers, Executive shall participate in such plans of the
                  AMPAM Companies as may be designated.

                  The Company shall provide Executive with such other
                  perquisites as may be deemed appropriate for Executive by the
                  AMPAM Board during the term of this Agreement.

                           iii. Notwithstanding the above, the Board may offer
                  or provide to Executive, or to any other officer or executive
                  of the Company, AMPAM, or any AMPAM Company, special
                  compensation, benefits, and/or perquisites, in order to
                  attract or retain that executive or officer where the Board
                  determines, in its discretion, that the offer or provision of
                  such special compensation, benefits, and/or perquisites are in
                  the best interests of AMPAM or any AMPAM Company.

         3. Non-Competition Agreement.

                  a. Executive acknowledges that as a consequence of his
         employment with the Company, he will be furnished or have access to
         Confidential Information (as defined below). Executive further
         recognizes that the Company's and AMPAM's willingness to enter into
         this Agreement is based in material part on Executive's agreement to
         the provisions of this paragraph 3 and that Executive's breach of the
         provisions of this paragraph 3 could materially damage the Company and
         AMPAM. Subject to the further provisions of this Agreement (including
         but not limited to paragraph 4(d) below), Executive will not during the
         term of his employment with any of the AMPAM Companies and for a period
         of two years (subject to the further provisions of this Agreement)
         immediately following the termination of such employment for any
         reason, directly or indirectly, for himself or on behalf of or in
         conjunction with any other person, company, partnership, corporation or
         business of whatever nature:

                           i. engage, as an officer, director, shareholder,
                  owner, partner, joint venturer, or in a managerial capacity,
                  whether as an employee, independent contractor, consultant or
                  advisor, or as a sales representative, whether paid or unpaid,
                  in any plumbing, piping, mechanical, heating, ventilation or
                  air-conditioning contracting, installation or services
                  business



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                  directly related thereto (such business and operations
                  referred to herein as the "Plumbing and Mechanical Business"),
                  in direct competition with any AMPAM Company within 100 miles
                  of where any AMPAM Company conducts business including any
                  territory serviced by an AMPAM Company during the term of
                  Executive's employment (the "Territory");

                           ii. call upon any person who is, at that time, an
                  employee of any AMPAM Company for the purpose or with the
                  intent of enticing such employee away from or out of the
                  employ of the AMPAM Company;

                           iii. call upon any person or entity which is, at that
                  time, or which has been, within one year prior to that time, a
                  customer of an AMPAM Company within the Territory for the
                  purpose of soliciting customers, orders or contracts for any
                  Plumbing and Mechanical Business within the Territory;

                           iv. call upon any prospective acquisition candidate,
                  on Executive's own behalf or on behalf of any competitor,
                  which candidate was, to Executive's knowledge after due
                  inquiry, either called upon by an AMPAM Company or for which
                  an AMPAM Company made an acquisition analysis, for the purpose
                  of acquiring such entity;

                           v. disclose customers, whether in existence or
                  proposed, of the AMPAM Companies to any person, firm,
                  partnership, corporation or business for any reason or purpose
                  whatsoever except to the extent that the AMPAM Companies has
                  in the past disclosed such information to the public for valid
                  business reasons; or

                           vi. testify as an expert witness in plumbing and
                  mechanical services matters for a party adverse to an AMPAM
                  Company in litigation; provided that nothing contained in this
                  paragraph 3(a)(vi) shall interfere with Executive's duty to
                  testify as a witness if required by law.

                                    Notwithstanding the above, the foregoing
                  covenant shall not be deemed to prohibit Executive from (i)
                  acquiring as an investment not more than 1% of the capital
                  stock of a company engaged in the Plumbing and Mechanical
                  Business, whose stock is traded on a national securities
                  exchange, the NASDAQ Stock Market or on an over-the-counter or
                  similar market, (ii) acquiring as an investment not more than
                  1% of the capital stock of a business involved in the Plumbing
                  and Mechanical Business whose stock is not publicly traded if
                  the Board consents to such acquisition or (iii) owning an
                  interest in, serving on the board of or otherwise
                  participating in the business of Crystal Homes, L.L.C., 9095
                  Owens, L.L.C. and Atlas Real Estate, L.L.C. (or their
                  successors) or from engaging in other real estate activities
                  related thereto. Any ownership interest in any business



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                  which is in competition with AMPAM shall immediately be
                  disclosed to the Board by Executive.

                  b. Because of the difficulty of measuring economic losses to
         the AMPAM Companies as a result of a breach of the foregoing covenant,
         and because of the immediate and irreparable damage that could be
         caused to one or more of the AMPAM Companies for which they would have
         no other adequate remedy, Executive agrees that the foregoing covenant
         may be enforced by any AMPAM Company, in the event of breach by him, by
         injunctions, restraining orders, and orders of specific performance
         issued by a court of competent jurisdiction. Executive further agrees
         to waive any requirement that AMPAM Companies secure or post any bond
         in connection with such remedies.

                  c. It is agreed by the parties that the foregoing covenants in
         this paragraph 3 impose a reasonable restraint on Executive in light of
         the activities and business of the AMPAM Companies on the date of the
         execution of this Agreement and the current plans of the AMPAM
         Companies; but it is also the intent of the Company and Executive that,
         subject to paragraph 3(d) hereof, such covenants be construed and
         enforced in accordance with the changing activities, business and
         locations of the AMPAM Companies throughout the term of this covenant
         whether before or after the date of termination of the employment of
         Executive, unless the Executive was conducting such new business prior
         to any AMPAM Company conducting such new business. For example, if,
         during the term of Executive's employment, an AMPAM Company engages in
         new and different activities, enters a new business or establishes new
         locations for its current or new activities or business in addition to
         or other than the activities or business enumerated under the Recitals
         above or the locations currently established therefor, then, subject
         to paragraph 3d. hereof, through the term of this covenant Executive
         will be precluded from soliciting the customers or employees of such
         new activities or business or from such new location and from directly
         competing with such new business activities, or locations within 100
         miles of where such new activities, business or locations are
         conducted, unless Executive was conducting such new activities or
         business prior to any AMPAM Company conducting such new activities or
         business.

                  d. It is further agreed by the parties hereto that, in the
         event that Executive shall cease to be employed hereunder and shall
         enter into a business or pursue other activities not in competition
         with the Plumbing and Mechanical Business of the AMPAM Companies or
         related activities or business in locations the operation of which,
         under such circumstances, does not violate clause (a)(i) of this
         paragraph 3, and in any event such new business, activities or location
         are not in violation of this paragraph 3 or of Executive's obligations
         under this paragraph 3, if any, Executive shall not be chargeable with
         a violation of this paragraph 3 if the AMPAM Companies shall at any
         time after the termination of Executive's employment enter the same,
         similar or a competitive (i) business, (ii) course of activities or
         (iii) location, as applicable.



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                  e. The covenants in this paragraph 3 are severable and
         separate, and the unenforceability of any specific covenant shall not
         affect the provisions of any other covenant. Moreover, in the event any
         court of competent jurisdiction shall determine that the scope, time or
         territorial restrictions set forth are unreasonable, then it is the
         intention of the parties that such restrictions be enforced to the
         fullest extent which the court deems reasonable, and the Agreement
         shall thereby be reformed.

                  f. All of the covenants in this paragraph 3 shall be construed
         as an agreement independent of any other provision in this Agreement
         (except for paragraph 4(d)), and the existence of any claim or cause of
         action of Executive against an AMPAM Company (except for paragraph
         4(d)), whether predicated on this Agreement or otherwise, shall not
         constitute a defense to the enforcement by the Company of such
         covenants. It is specifically agreed that the period of two years
         (subject to the further provisions of this Agreement) following
         termination of employment stated at the beginning of this paragraph 3,
         during which the agreements and covenants of Executive made in this
         paragraph 3 shall be effective, shall be computed by excluding from
         such computation any time during which Executive is in violation of any
         provision of this paragraph 3.

                  g. The Company and the Executive hereby agree that this
         covenant is a material and substantial part of this transaction.

         4. Term; Termination; Right on Termination. The term of this Agreement
shall begin on the Effective Date and continue for five years (the "Initial
Term"), unless terminated sooner as herein provided; however, beginning on the
fifth anniversary of the Effective Date and on each anniversary thereafter the
term shall automatically continue for one year on the same terms and conditions
contained herein in effect as of the time of renewal (the "Extended Term")
unless not less than six months prior to any such anniversary either party shall
give written notice to the other party that the term shall not be so extended;
provided further, however, upon a Change in Control (as defined in paragraph
11(e)) during the Initial Term or any Extended Term the term of this Agreement
shall automatically continue following such Change in Control for a period equal
to the then remaining term or two years, whichever period is longer (such longer
period being an Extended Term), unless earlier terminated as provided in
paragraph 11. This Agreement and Executive's employment may be terminated in any
one of the following ways:

                  a. Death. The death of Executive shall immediately terminate
         this Agreement with no severance compensation due Executive's estate;
         provided, however, that the Executive shall be entitled to receive all
         compensation and benefits specified in the Agreement which shall have
         accrued prior to the date of such termination, and provided that for
         the 90-day period following Executive's


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         death, the Company, at its sole cost and expense, shall continue to
         provide Executive's then qualified beneficiaries with coverage under
         the Company's group health plan in which Executive participated
         immediately prior to Executive's death or a successor plan thereto,
         subject to the terms of such plan as it may be amended ("Company Health
         Plan"). Thereafter, the Company shall provide continuation of coverage
         elections to such qualified beneficiaries as are required by law.

                  b. Disability. If Executive becomes entitled to and receives
         benefits under an insured long term disability plan of an AMPAM Company
         (incurs a "Disability"), the Company, with the approval of a majority
         of the members of the Board, may terminate this Agreement and
         Executive's employment hereunder. In the event this Agreement is
         terminated as a result of Executive's Disability, Executive shall have
         no right to any severance compensation; provided, however, (i) for 12
         months thereafter or until Executive's death, if earlier, the Company
         shall continue to pay Executive an amount equal to Executive's monthly
         Base Salary (computed by reference to Executive's Annual Base Salary at
         the time of his termination) reduced by any cash benefits payable
         during such time to Executive under such long term disability plan and
         (ii) the Company, at its sole cost and expense, shall continue the
         coverage of Executive and his qualified beneficiaries (for as long as
         they are qualified beneficiaries thereunder) under the Company Health
         Plan for as long as Executive continues to qualify for and receive
         benefits under such long term disability plan, but not to exceed five
         years. Thereafter, the Company shall provide continuation of coverage
         elections to Executive and his qualified beneficiaries as required by
         law.

                  c. Cause. The Company may terminate this Agreement and
         Executive's employment 30 days after written notice to Executive for
         "Cause", which shall be: (i) Executive's willful and material breach of
         this Agreement (which remains uncured at the end of such 30-day
         period); (ii) Executive's gross negligence in the performance or
         intentional nonperformance (in either case continuing for 30 days after
         receipt of written notice of need to cure) of any of Executive's
         material duties and responsibilities hereunder; (iii) Executive's
         dishonesty or fraud with respect to the business, reputation or affairs
         of an AMPAM Company which materially and adversely affects an AMPAM
         Company (monetarily or otherwise); or (iv) Executive's conviction of a
         felony crime involving moral turpitude. Any termination for Cause must
         be approved by a majority of the eligible members of the Board (For
         this purpose, any member of the Board reasonably believed by a majority
         of the Board to be at fault in the events leading the Board to consider
         terminating Executive for Cause shall also be excluded, including
         Executive if Executive is a member of the Board.). For purposes hereof
         no act, or failure to act, on Executive's part shall be deemed
         "willful" unless found by the Board, in its discretion, to be done, or
         omitted to be done, by Executive not in good faith and without
         reasonable belief that Executive's action or omission was in the best
         interest of the Company. Notwithstanding the foregoing, Executive shall
         not be deemed to have been



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         terminated for Cause unless and until there shall have been delivered
         to Executive a copy of a resolution duly adopted by the Board, finding
         that, in the good faith discretion of the Board, Executive was guilty
         of conduct set forth above and specifying the particulars thereof in
         detail. In the event of a termination for Cause, Executive shall have
         no right to any severance compensation.

                  d. Without Cause or For Good Reason. Executive may only be
         terminated without Cause and other than due to Disability by the
         Company during either the Initial Term or Extended Term if such
         termination is approved by a majority of the members of the Board.
         Should Executive be terminated by the Company without Cause and other
         than due to Disability or should Executive terminate with Good Reason
         during the Initial Term, Executive shall receive from the Company, in
         addition to any accrued but unpaid salary, bonus, and benefits, in a
         lump sum payment due on the effective date of termination, an amount
         equivalent to the Annual Base Salary at the rate then in effect for (i)
         whatever time period is remaining under the Initial Term (but in no
         event more than two years) or (ii) for one year, whichever amount is
         greater. Should Executive be terminated by the Company without Cause
         and other than due to Disability or should Executive terminate with
         Good Reason during the Extended Term, Executive shall receive from the
         Company, in a lump sum payment due on the effective date of
         termination, an amount equivalent to the Base Salary at the rate then
         in effect for one year. Further, any termination by the Company without
         Cause or due to Disability or by Executive for Good Reason whether
         during the Initial Term or any Extended Term shall (except as otherwise
         provided in paragraph 4(g) below) operate to shorten the period set
         forth in paragraph 3(a) and during which the terms of paragraph 3 apply
         to one year from the date of termination of employment. If Executive
         resigns or otherwise terminates his employment without Good Reason,
         rather than the Company terminating his employment pursuant to this
         paragraph 4(d), Executive shall receive no severance compensation.

                  e. Executive shall have "Good Reason" to terminate his
         employment hereunder as a consequence of any of the following events,
         unless such event is agreed to in writing by Executive: (i) a material
         reduction in his authority, title, responsibilities or duties; (ii)
         Executive's Base Annual Salary is reduced below that in effect on the
         Effective Date; (iii) the relocation of the Company's principal
         executive offices or Executive's principal office to a location outside
         northern Virginia; (iv) the assignment to Executive of any duties or
         responsibilities which are materially inconsistent with Executive's
         title, position or responsibilities as in effect immediately prior to
         such assignment; (v) failure to pay in a timely manner any compensation
         due to Executive; or (vi) any material breach by the Company of any
         provision of this Agreement. Provided, however, Good Reason shall exist
         with respect to a matter only if such matter is not corrected by the
         Company or AMPAM within 30 days of its receipt of written notice of
         such matter from Executive, and in no event shall a termination by
         Executive occurring more than 60 days following the date of an event
         described above be a termination for Good Reason due to such event.


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                  f. Resignation Without Good Reason. Executive may, without
         Good Reason (as defined in paragraph 4(e)), terminate this Agreement
         and Executive's employment, effective 30 days after written notice is
         provided to the Company. If Executive resigns or otherwise terminates
         his employment without Good Reason, rather than the Company terminating
         his employment pursuant to paragraph 4(d), Executive shall receive all
         accrued but unpaid salary, bonus and benefits. Under no circumstance
         where Executive terminates Executive's employment without Good Reason,
         shall Executive be entitled to any pro rata share or payment of any
         bonus or other compensation which has not yet been determined or which
         requires employment at the time of the determination or award for
         eligibility.

                  g. If termination of Executive's employment arises out of the
         Company's failure to pay Executive on a timely basis the amounts to
         which he is entitled under this Agreement or as a result of any other
         material breach of this Agreement by the Company, as determined by a
         court of competent jurisdiction or pursuant to the provisions of
         paragraph 18 below, the Company shall pay all amounts and damages to
         which Executive may be entitled as a result of such breach, including
         interest thereon and all reasonable legal fees and expenses and other
         costs incurred by Executive to enforce his rights hereunder. Further,
         none of the provisions of paragraph 3 shall apply in the event this
         Agreement is terminated as a result of a breach by the Company.

                  h. Upon termination of this Agreement for any reason provided
         above, in addition to the above payments, if any, Executive shall be
         entitled to receive all compensation earned, accrued vacation and
         reimbursements due through the effective date of termination, paid to
         Executive in a lump sum on the effective date of termination. In
         addition, a termination of this Agreement shall not alter or impair any
         of Executive's vested rights or benefits, if any, under any (i)
         employee benefit plan of the AMPAM Companies or (ii) deferred
         compensation plan, including, without limitation, any stock option
         plan, of the AMPAM Companies. All other rights and obligations of the
         Company and Executive under this Agreement shall cease as of the
         effective date of termination, except that Executive's obligations
         under paragraphs 3 (if any), 5, 6, 7, and 8 herein and the Company's
         obligations under paragraphs 11 and 14 shall survive such termination
         in accordance with their terms, unless or except as expressly provided
         otherwise in this Agreement.

         5. Return of Company Property. All records, designs, patents, business
plans, financial statements, manuals, memoranda, lists and other property
delivered to or compiled by Executive by or on behalf of any AMPAM Companies or
their representatives, vendors or customers which pertain to the business of any
AMPAM Companies shall be and remain the property of the AMPAM Company, as the
case may be, and be subject at all times to their discretion and control.
Likewise, all


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correspondence, reports, records, charts, advertising materials and other
similar data pertaining to the business, activities or future plans of the AMPAM
Company which is collected by Executive shall be delivered promptly to the
Company without request by it upon termination of Executive's employment and
Executive shall not retain any copies of the same.

         6. Intellectual Property. Executive shall disclose promptly to the
Company any and all conceptions, ideas, designs, plans, know-how, processes,
improvements and other discoveries, whether patentable or not, which (i) are
conceived or made by Executive, solely or jointly with another, during the
period of employment or thereafter, (ii) are directly related to the Plumbing
and Mechanical Business or activities of an AMPAM Company, and (iii) Executive
conceives as a result of his employment by the Company, including any
predecessor (collectively, the "Intellectual Property"). Executive hereby
assigns and agrees to assign all his interests therein to the Company or its
nominee. Whenever requested to do so by the Company, Executive 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.
Executive must also render to the Company, at the Company's expense, assistance
in the perfection, enforcement and defense of any Intellectual Property.

         7. Trade Secrets. Executive agrees that he will not during or after the
term of this Agreement disclose the specific terms of an AMPAM Company's
relationships or agreements with its respective vendors or customers or any
other trade secret of an AMPAM Company, whether in existence or proposed, to any
person, firm, partnership, corporation or business for any reason or purpose
whatsoever, except as required by law and prior to any such disclosure Executive
shall give the Company prior written notice thereof and the opportunity to
contest such disclosure.

         8. Confidentiality.

                  a. Executive acknowledges and agrees that all Confidential
         Information (as defined below) of the AMPAM Companies is confidential
         and a valuable, special and unique asset of the AMPAM Companies that
         gives the AMPAM Companies an advantage over its actual and potential,
         current and future competitors. Executive further acknowledges and
         agrees that Executive owes the Company and the AMPAM Companies a
         fiduciary duty to preserve and protect all Confidential Information
         from unauthorized disclosure or unauthorized use, that certain
         Confidential Information constitutes "trade secrets" under applicable
         laws and, that unauthorized disclosure or unauthorized use of the
         Confidential Information would irreparably injure the Company and the
         AMPAM Companies.

                  b. Both during the term of Executive's employment and after
         the termination of Executive's employment for any reason (including
         wrongful termination), Executive shall hold all Confidential
         Information in strict confidence,


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         and shall not use any Confidential Information except for the benefit
         of the AMPAM Companies, in accordance with the duties assigned to
         Executive. Executive shall not at any time (either during or after the
         term of Executive's employment), disclose any Confidential Information
         to any person or entity (except other employees of the AMPAM Companies
         who have a need to know the information in connection with the
         performance of their employment duties, and who have been informed of
         the confidential nature of the confidential information and have agreed
         to keep it confidential), or copy, reproduce, modify, transmit,
         including electronic transmission, decompile or reverse engineer any
         Confidential Information, or remove any Confidential Information from
         the premises of any AMPAM Company, without the prior written consent of
         the Board, or permit any other person to do so. Executive shall take
         reasonable precautions to protect the physical security of all
         documents and other material containing Confidential Information
         (regardless of the medium on which the Confidential Information is
         stored). This Agreement applies to all Confidential Information,
         whether now known or later to become known to Executive.

                  c. Upon the termination of Executive's employment with the
         Company for any reason, and upon written request of the Company at any
         other time, Executive shall promptly surrender and deliver to the
         Company all documents and other written material of any nature
         containing or pertaining to any Confidential Information and shall not
         retain any such document or other material. Within ten (10) days of a
         written request by the Company, Executive shall certify to the Company
         in writing that all such materials have been returned.

                  d. As used in this Agreement the term "Confidential
         Information" shall mean any information or material known to or used by
         or for an AMPAM Company (whether or not owned or developed by the AMPAM
         Company and whether or not developed by Executive) that is not
         generally known to persons in the Plumbing and Mechanical Business,
         except as provided in this paragraph. Confidential Information
         includes, but is not limited to, the following: all trade secrets of
         the AMPAM Companies; all information that an AMPAM Company has marked
         as confidential or has otherwise described to Executive (either in
         writing or orally) as confidential; all nonpublic information
         concerning the AMPAM Company's products, services, prospective products
         or services, research, product designs, prices, discounts, costs,
         marketing plans, marketing techniques, market studies, test data,
         customers, customer lists and records, suppliers and contracts; all
         AMPAM Company business records and plans; all AMPAM Company personnel
         files; all financial information of or concerning the AMPAM Companies;
         all information relating to operating system software, application
         software, software and system methodology, hardware platforms,
         technical information, inventions, computer programs and listings,
         source codes, object codes, copyrights and other intellectual property;
         all technical specifications; any proprietary information belonging to
         an AMPAM Company; all computer hardware or software manuals; all
         training or instruction manuals; and all data and all computer system
         passwords


                                       12
<PAGE>


         and user codes. For purposes hereof, Confidential Information shall not
         include such information (i) which becomes or is already known to the
         public or some other party through no fault of Executive; or (ii) the
         disclosure of which (x) is required by law (including regulations and
         rulings) or the order of any competent governmental authority or (y)
         Executive reasonably believes is required in connection with the
         defense of a lawsuit against Executive, provided that in either case,
         prior to disclosing any information, Executive shall give prior written
         notice thereof to the Company and provide the Company with the
         opportunity to contest such disclosure.

         9. No Prior Agreements. Executive hereby represents and warrants to the
Company that the execution of this Agreement by Executive and his employment by
the Company and the performance of his duties hereunder will not violate or be a
breach of any agreement, including any non-competition agreement invention or
secrecy agreement, with a former employer, client or any other person or entity.
Further, Executive agrees to indemnify the Company and the AMPAM Companies for
any loss, including, but not limited to, reasonable attorneys' fees and
expenses, the Company and any AMPAM Company may incur based upon or arising out
of Executive's breach of this paragraph 9.

         10. Assignment; Binding Effect. Executive understands that he has been
selected for employment by the Company on the basis of his personal
qualifications, experience and skills. Executive agrees, therefore, that he
cannot assign all or any portion of his performance under this Agreement.
Subject to the preceding two sentences and the express provisions of paragraph
12 below, 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. The Company and AMPAM will require any
successor (whether direct or indirect by purchase, merger, consolidation or
otherwise) to all or substantially all of the business and assets of the Company
or AMPAM to expressly assume and agree in writing reasonably satisfactory to
Executive to perform this Agreement in the same manner and to the same extent
that the Company or AMPAM would be required to perform it if no such succession
had taken place. Failure of the Company or AMPAM to obtain such written
agreement prior to the effectiveness of any such succession shall be a material
breach of this Agreement.

         11. Change in Control.

                  a. Executive understands and acknowledges that the Company may
         be merged or consolidated with or into another entity and that such
         entity shall automatically succeed to the rights and obligations of the
         Company hereunder or that the Company may undergo a Change in Control
         (as defined below). In the event a Change in Control is initiated or
         occurs during the Initial Term or an Extended Term, then the provisions
         of this paragraph 11 shall be applicable.


                                       13
<PAGE>


                  b. In the event of a Change in Control wherein AMPAM and
         Executive have not received written notice at least ten business days
         prior to the date of the event giving rise to the Change in Control
         from the successor to all or a substantial portion of the AMPAM's
         business and/or assets that such successor is willing as of the closing
         to assume and agrees to perform, or continue to cause the Company to
         perform, the Company's obligations under this Agreement in the same
         manner and to the same extent that the Company is hereby required to
         perform, then Executive may, at Executive's sole discretion, elect to
         terminate Executive's employment on the effective date of such Change
         in Control by providing written notice to the AMPAM Board at least five
         business days prior to the closing of the transaction giving rise to
         the Change in Control. In such case, the applicable provisions of
         paragraph 4(d) will apply as though the Company had terminated
         Executive without Cause; however, the amount of the lump sum severance
         payment due Executive shall be triple the amount calculated under the
         terms of paragraph 4(d), but shall in no event exceed six times
         Executive's annual base salary.

                  c. In any Change in Control situation, Executive may, at
         Executive's sole discretion, elect to terminate Executive's employment
         upon the effective date of such Change in Control by providing written
         notice to the AMPAM Board at least five business days prior to the
         closing of the transaction giving rise to the Change in Control. In
         such case, the applicable provisions of paragraph 4(d) will apply as
         though the Company had terminated Executive without Cause; however, the
         amount of the lump sum severance payment due Executive shall be double
         the amount calculated under the terms of paragraph 4(d), but shall in
         no event exceed four times Executive's annual base salary.

                  d. If, on or within two years following the effective date of
         a Change in Control the Company terminates Executive's employment other
         than for Cause or Disability or Executive terminates his employment for
         Good Reason, or if Executive's employment with the Company is
         terminated by the Company within three months before the effective date
         of a Change in Control and it is reasonably demonstrated that such
         termination (i) was at the request of a third party that has taken
         steps reasonably calculated to effect a Change in Control, or (ii)
         otherwise arose in connection with or anticipation of a Change in
         Control, then Executive shall receive from Company, in a lump sum
         payment due on the effective date of termination, the greater of (i)
         the equivalent of three times Executive's Base Annual Salary at the
         rate then in effect or (ii) the Base Salary at the rate then in effect
         for whatever period is then remaining on the Initial Term, if any,
         which payment shall be in lieu of any amounts otherwise payable
         pursuant to paragraph 4(d).


                                       14
<PAGE>


                  e. A "Change in Control" shall be deemed to have occurred if:

                           i. any person, entity or group (as such terms are
                  used in Sections 13(d) and 14(d)(2) of the Securities Exchange
                  Act of 1934, as amended (the "Act")), other than persons and
                  entities which owned any capital stock of AMPAM at the closing
                  date of the transactions contemplated in the Agreement and
                  Plan of Merger, the AMPAM Companies or an employee benefit
                  plan of the AMPAM Companies, acquires, directly or indirectly,
                  the beneficial ownership (as defined in Section 13(d) of the
                  Act) of any voting security of AMPAM and immediately after
                  such acquisition such person, entity or group is, directly or
                  indirectly, the beneficial owner of voting securities
                  representing 50% or more of the total voting power of all of
                  the then outstanding voting securities of AMPAM entitled to
                  vote generally in the election of directors;

                           ii. upon the first purchase of the AMPAM's common
                  stock pursuant to a tender or exchange offer (other than a
                  tender or exchange offer made by the Company);

                           iii. the stockholders of AMPAM shall approve a
                  merger, consolidation, recapitalization or reorganization of
                  AMPAM, or a reverse stock split of outstanding voting
                  securities, or consummation of any such transaction if
                  stockholder approval is not obtained, other than any such
                  transaction which would result in at least 75% of the total
                  voting power represented by the voting securities of the
                  surviving entity outstanding immediately after such
                  transaction being beneficially owned by the holders of all of
                  the outstanding voting securities of AMPAM immediately prior
                  to the transactions with the voting power of each such
                  continuing holder relative to other such continuing holders
                  not substantially altered in the transaction;

                           iv. the stockholders of AMPAM shall approve a plan
                  of complete liquidation or dissolution of AMPAM or an
                  agreement for the sale or disposition by AMPAM of all or
                  substantially all of its assets; or

                           v. if, at any time during any period of two
                  consecutive years, individuals who at the beginning of such
                  period constitute the AMPAM Board cease for any reason to
                  constitute at least a majority thereof, unless the election or
                  nomination for the election by AMPAM's stockholders of each
                  new director was approved a vote of at least two-thirds of the
                  directors then still in office who were directors at the
                  beginning of the period.

                  f. Notwithstanding anything in this Agreement to the contrary,
         a termination pursuant to paragraph 11(b), (c), or (d) shall operate to
         automatically waive in full the noncompetition restrictions imposed on
         Executive pursuant to paragraph 3.



                                       15
<PAGE>

                  g. If it shall be determined that any payment made or benefit
          provided to Executive in connection with a change in control (as
          defined in Section 280G of the Internal Revenue Code of 1986, as
          amended (the "Code"), or any successor thereto) of AMPAM occurring
          after the Effective Date and on or before the termination of this
          Agreement whether or not made or provided pursuant to this Agreement
          is subject to the excise tax imposed by Section 4999 of the Code,
          AMPAM shall pay Executive an amount of cash (the "Additional Amount")
          such that the net amount received by Executive after paying all
          applicable taxes on such Additional Amount and any penalties, interest
          and other reasonable costs incurred as a result of such excise tax or
          additional payment, shall be equal to the amount that Executive would
          have received if Section 4999 were not applicable.

          12. No Mitigation or Offset. Executive shall not be required to
mitigate the amount of any Company payment provided for in this Agreement by
seeking other employment or otherwise. The amount of any payment required to be
paid to Executive by the Company pursuant to this Agreement shall not be reduced
by any amounts that are owed to the Company by Executive, provided that
Executive (i) executes and delivers to the Company a promissory note evidencing
a promise by Executive to pay the full amount of any amounts owed to the Company
within 12 months from the date of Executive's termination of employment and (ii)
provides such collateral reasonably satisfactory to the Company to ensure
payment of such promissory note.

          13. Release. Notwithstanding anything in this Agreement to the
contrary, Executive shall not be entitled to receive any severance payments
pursuant to paragraphs 4 or 11 of this Agreement unless Executive has executed
(and not revoked) a general release of all claims, known or unknown, Executive
may have against the Company, AMPAM, its subsidiaries, their directors,
officers, and employees, in a form of such release reasonably acceptable to the
Company and AMPAM.

          14. Indemnification. In the event Executive is made a party to any
threatened, pending or completed action, suit or proceeding, whether civil,
derivative, subrogation, criminal, administrative or investigative (other than
an action by the Company against Executive and a derivative action shall not be
considered an action by the Company), by reason of the fact that he is or was
performing services for the Company or any AMPAM Company or any present or
future subsidiary thereof, or as an executive officer of an AMPAM Company prior
to the date of this Agreement, then the Company shall indemnify, defend and hold
harmless the Executive against all expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement, as actually and reasonably
incurred by Executive in connection therewith. In the event that both Executive
and the Company are made a party to the same third-party action, complaint, suit
or proceeding, the Company agrees to engage competent legal representation, and
Executive agrees to use the same representation, provided that if counsel
selected by the Company shall have a conflict of interest that prevents such
counsel from representing



                                       16
<PAGE>



Executive, Executive may engage separate counsel and the Company shall pay as
incurred all reasonable attorneys' fees and reasonable expenses of such separate
counsel, provided further that Executive may at any time, at Executive's sole
expense, hire separate counsel to represent Executive in such matter. Further,
while Executive is expected at all times to use his best efforts to faithfully
discharge his duties under this Agreement, Executive cannot be held liable to
the Company for errors or omissions made in good faith where Executive has not
exhibited gross, willful and wanton negligence and misconduct nor performed
criminal and fraudulent acts which materially damage the business of the
Company. The Company shall indemnify and defend Executive against and hold
Executive harmless from any costs, expenses (including reasonable attorneys'
fees as provided in this paragraph), liabilities, losses and exposures for
Executive's services as an employee, officer and director of the Company (or any
AMPAM Company or any successor) to the maximum extent permitted under applicable
law. The indemnification required by this paragraph 14 shall be made by the
Company by periodic payments promptly as and when bills are received or
liabilities are incurred. The provisions of this paragraph shall survive the
termination of this Agreement.

          15. Complete Agreement. This Agreement supersedes, and replaces in
full, all representations, understandings and agreements (oral or written)
between Executive and the Company or any AMPAM Company or any of their officers,
directors or representatives existing as of the Effective Date and covering the
same subject matter as this Agreement but excluding the Agreement and Plan of
Merger dated as of September [ ], 1999 by and among the Company, Atlas Plumbing
& Mechanical, Inc., Atlas Plumbing & Mechanical, Inc.'s shareholders and AMPAM,
which shall not be affected by this Agreement. This written Agreement is the
final, complete and exclusive statement and expression of the agreement between
the Company, AMPAM, and Executive and of all the terms of this Agreement, and it
cannot be varied, contradicted or supplemented by evidence of any prior or
contemporaneous oral or written agreements. This written Agreement may not be
modified after the Effective Date except by a further writing signed by a duly
authorized officer of the Company and Executive, and no term of this Agreement
may be waived except by writing signed by the party waiving the benefit of such
term. Without limiting the generality of the foregoing, either party's failure
to insist on strict compliance with this Agreement shall not be deemed a waiver
thereof.

         16. Notice Whenever any notice is required hereunder, it shall be given
in writing addressed as follows:

        To the Company:                  American Plumbing and Mechanical, Inc.
                                         1950 Louis Henna Blvd.
                                         Round Rock, Texas 78664
                                         Attn: Mr. Chet Harris

        To Executive:                    Mr. Stephen F. Turner
                                         6219 Winslow Court
                                         Fairfax Station, VA 22039

                                       17

<PAGE>


Notice shall be deemed given and effective on the earlier of 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 when actually received.
Either party may change the address for notice by notifying the other party of
such change in accordance with this paragraph 16.

         17. 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. 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

         18. Dispute Resolutions. Except with respect to injunctive relief as
provided in paragraph 3(b), neither party shall institute a proceeding in any
court or administrative agency to resolve a dispute between the parties before
that party has sought to resolve the dispute through direct negotiation with the
other party. If the dispute is not resolved within two weeks after a demand for
direct negotiation, the parties shall attempt to resolve the dispute through
mediation. If the parties do not promptly agree on a mediator, the parties shall
request the Association of Attorney Mediators in Travis County, Texas (or if the
Company's principal offices are not in Travis County, a similar organization in
the county in which the Company's principal offices are located) to appoint a
mediator certified by the Supreme Court of Texas. If the mediator is unable to
facilitate a settlement of the dispute within a reasonable period of time, as
determined by the mediator, the mediator shall issue a written statement to the
parties to that effect and any unresolved dispute or controversy arising under
or in connection with this Agreement shall be settled exclusively by
arbitration, conducted before a single arbitrator in the city in which AMPAM has
its principal offices, in accordance with the Commercial Arbitration Rules of
the American Arbitration Association then in effect. The arbitrator shall have
the authority to order back-pay, severance compensation, vesting of options (or
cash compensation in lieu of vesting of options), reimbursement of costs and
expenses, including those incurred to enforce this Agreement including
reasonable attorneys' fees and interest thereon in the event the arbitrator
determines that Executive was involuntarily terminated by the Company without
Disability or Cause, as defined in paragraphs 4(b) and 4(c), respectively, or
that the Company has otherwise materially breached this Agreement. A decision by
the arbitrator shall be final and binding. Judgment may be entered on the
arbitrator's award in any court having jurisdiction. The costs and expenses,
including reasonable attorneys' fees, of the substantially prevailing party in
any dispute arising under this Agreement will be promptly paid by the other
party.

         19. Governing Law. This Agreement shall in all respects be construed
according to the laws of the State of Texas without regard to its conflicts of
law provisions.

         20. AMPAM Guaranty. AMPAM hereby irrevocably and unconditionally


                                       18
<PAGE>


guarantees to Executive the payment of all amounts and the performance of all
other obligations of the Company in accordance with the terms of this Agreement.

         21. Counterparts. This Agreement may be executed simultaneously in two
or more counterparts, each of which shall be deemed an original and all of which
together shall constitute but one and the same instrument.

          IN WITNESS WHEREOF, the parties hereto have executed this Agreement
effective for all purposes as of the Effective Date.

Date: September 30, 1999

                                   AMERICAN PLUMBING AND MECHANICAL,
                                   INC.

                                   By /s/ DAVID C. BAGGETT
                                     -------------------------------------------
                                      David C. Baggett
                                      Chief Financial Officer

Date:             , 1999
     -------------

                                   ATLAS PLUMBING & MECHANICAL, L.L.C.


                                   By /s/ DAVID C. BAGGETT
                                     -------------------------------------------
                                      David C. Baggett
                                      Chief Financial Officer

Date: September 30, 1999



                                   EXECUTIVE


                                   /s/ STEPHEN F. TURNER
                                   ---------------------------------------------
                                   Stephen F. Turner


                                       19
<PAGE>



      SCHEDULE A -- EXAMPLE OF THE MANNER IN WHICH THE ANNUAL BONUS ACCRUES


<Table>
<S>                                                <C>
Actual combined Adjusted EBITDA of the
Company and Atlas Plumbing & Mechanical,
Inc. for 1999:                                     $4,250,000

Target combined Adjusted EBITDA of the
Company and Atlas Plumbing & Mechanical,
Inc. for 1999:                                     $4,500,000


PERCENTAGE OF TARGET ACHIEVED(1):                      50%
</Table>


<Table>
<Caption>
SHAREHOLDER           MAXIMUM BONUS         ACTUAL BONUS
-----------           -------------         ------------
<S>                   <C>                   <C>
Stephen F. Turner       $200,000             $100,000
</Table>

(1) The Annual Bonus accrues proportionately once the Adjusted EBITDA reaches
    $4,000,000 up to $4,500,000.



                                       20