CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC
         SEVERANCE PAY PLAN AND SUMMARY PLAN DESCRIPTION


     In  order  to  recognize  and  encourage  the  continued employment of
employees  of  Campo  Electronics,  Appliances  and  Computers,   Inc  (the
"Company"),  and  to alleviate concerns about a possible loss of employment
upon a change of control (as defined below) of the Company, the Company has
adopted a Severance  Pay  Plan  (the "Plan") having the following terms and
conditions.   This  document  also  constitutes  the  Plan's  Summary  Plan
Description, as described in Section  102 of the Employee Retirement Income
Security Act of 1974 ("ERISA").


                            ARTICLE I
                           DEFINITIONS

     1.1  Company Defined.  As used in  this Plan, "Company" shall mean the
Company  as defined above and any successor  to  or  assignee  of  (whether
direct or indirect, by purchase, merger, consolidation or otherwise) all or
substantially all of the assets or business of the Company.

     1.2  Change of Control Defined.  "Change of Control" shall mean:

          (a)  the  acquisition  by any individual, entity or group (within
     the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange
     Act of 1934 (the "Exchange Act")  of  beneficial ownership (within the
     meaning of Rule 13d-3 promulgated under the Exchange Act) of more than
     25% of the outstanding shares of the Company's  Common Stock, $.10 par
     value  per  share  (the "Common Stock"); provided, however,  that  for
     purposes of this subsection  (a), the following acquisitions shall not
     constitute a Change of Control:

               (i)  any acquisition  of  Common  Stock  directly  from  the
          Company,

               (ii) any acquisition of Common Stock by the Company,

               (iii)  any  acquisition  of  Common  Stock  by  any employee
          benefit  plan (or related trust) sponsored or maintained  by  the
          Company or any corporation controlled by the Company, or

               (iv)  any  acquisition  of  Common  Stock by any corporation
          pursuant to a transaction that complies with  clauses  (i),  (ii)
          and (iii) of subsection (c) of this Section 1.2; or

          (b)  individuals  who,  as of the date this Plan is executed (the
     "Plan Effective Date") constitute  the  Board  (the "Incumbent Board")
     cease for any reason to constitute at least a majority  of  the Board;
     provided,  however, that any individual becoming a director subsequent
     to the Plan  Effective Date whose election, or nomination for election
     by the Company's  shareholders,  was  approved by a vote of at least a
     majority of the directors then comprising the Incumbent Board shall be
     considered a member of the Incumbent Board,  unless  such individual's
     initial  assumption  of  office  occurs  as a result of an  actual  or
     threatened election contest with respect to the election or removal of
     directors  or other actual or threatened solicitation  of  proxies  or
     consents by  or  on behalf of a person other than the Incumbent Board;
     or

          (c) consummation of a reorganization, merger or consolidation, or
     sale or other disposition of all of substantially all of the assets of
     the  Company  (a  "Business   Combination"),  in  each  case,  unless,
     following such Business Combination,

               (i) all or substantially all of the individuals and entities
          who  were  the beneficial owners  of  the  Company's  outstanding
          common stock and the Company's voting securities entitled to vote
          generally in  the election of directors immediately prior to such
          Business  Combination   have   direct   or   indirect  beneficial
          ownership, respectively, of more than 50% of the then outstanding
          shares of common stock, and more than 50% of the  combined voting
          power of the then outstanding voting securities entitled  to vote
          generally  in  the  election  of  directors,  of  the corporation
          resulting from such Business Combination (which, for  purposes of
          this paragraph (i) and paragraphs (ii) and (iii), shall include a
          corporation  which  as a result of such transaction controls  the
          Company  or all or substantially  all  of  the  Company's  assets
          either directly or through one or more subsidiaries), and

               (ii)  except to the extent that such ownership existed prior
          to the Business Combination, no person (excluding any corporation
          resulting from  such Business Combination or any employee benefit
          plan  or  related  trust  of  the  Company  or  such  corporation
          resulting  from such  Business  Combination)  beneficially  owns,
          directly or  indirectly,  20%  or  more  of  the then outstanding
          shares  of  common stock of the corporation resulting  from  such
          Business Combination  or 20% or more of the combined voting power
          of the then outstanding  voting  securities  of such corporation,
          and

               (iii) at least a majority of the members  of  the  board  of
          directors   of  the  corporation  resulting  from  such  Business
          Combination were  members  of  the Incumbent Board at the time of
          the execution of the initial agreement,  or  of the action of the
          Board, providing for such Business Combination; or

          (d)  approval by the shareholders of the Company  of  a  complete
     liquidation or dissolution of the Company.

     1.3  Affiliate  Defined.   "Affiliate" or "affiliated companies" shall
mean any company controlled by, controlling,  or under common control with,
the Company.

     1.4  Cause Defined.  "Cause" shall mean:

               (a) the willful and continued failure  of the Participant to
          perform substantially the Participant's duties  with  the Company
          or  its  affiliates  (other than any such failure resulting  from
          incapacity due to physical  or  mental  illness), after a written
          demand   for   substantial  performance  is  delivered   to   the
          Participant  by the  Board  of  the  Company  which  specifically
          identifies the  manner  in  which  the  Board  believes  that the
          Participant  has  not  substantially  performed the Participant's
          duties, or

               (b)  the  willful  engaging  by the Participant  in  illegal
          conduct or gross misconduct.

For purposes of this provision, no act or failure  to  act,  on the part of
the  Participant,  shall  be  considered  "willful"  unless it is done,  or
omitted to be done, by the Participant in bad faith or  without  reasonable
belief  that the Participant's action or omission was in the best interests
of the Company  or  its Affiliates.  Any act, or failure to act, based upon
authority given pursuant  to a resolution duly adopted by the Board or upon
the instructions of a senior  officer  of  the  Company  or  based upon the
advice  of  counsel for the Company or its Affiliates shall be conclusively
presumed to be  done,  or  omitted  to  be done, by the Participant in good
faith  and in the best interests of the Company  or  its  Affiliates.   The
cessation  of  employment  of the Participant shall not be deemed to be for
Cause unless and until there shall have been delivered to the Participant a
copy of a resolution duly adopted  by the affirmative vote of not less than
three-quarters of the entire membership  of  the  Board at a meeting of the
Board called and held for such purpose (after reasonable notice is provided
to  the Participant and the Participant is given an  opportunity,  together
with  counsel,  to  be  heard  before the Board), finding that, in the good
faith  opinion of the Board, the  Participant  is  guilty  of  the  conduct
described  in subparagraph (a) or (b) above, and specifying the particulars
thereof in detail.

     1.5  Disability  Defined.   "Disability"  shall  mean a condition that
would entitle the Participant to receive benefits under the Company's long-
term disability insurance policy in effect at the time either because he is
Totally Disabled or Partially Disabled, as such terms are  defined  in  the
Company's  policy  in  effect  as  of the Plan Effective Date or as similar
terms are defined in any successor policy.  If the Company has no long-term
disability plan in effect, "Disability"  shall occur if (a) the Participant
is  rendered  incapable  because  of  physical   or   mental   illness   of
satisfactorily  discharging  his duties and responsibilities to the Company
for a period of 90 consecutive  days, (b) a duly qualified physician chosen
by  the  Company  and  acceptable  to   the   Participant   or   his  legal
representatives so certifies in writing, and (c) the Board determines  that
the Participant has become disabled.

     1.6  Good Reason Defined.  "Good Reason" shall mean:

          (a)  Any  failure of the Company or its Affiliates to provide the
     Participant with  an  executive level position, with authority, duties
     and responsibilities and  at  a  salary  level,  that  is   reasonably
     similar  in  all material respects with the most significant of  those
     held, exercised  and  assigned  at  any time during the 120-day period
     immediately preceding the Change of Control.

          (b) The assignment to the Participant  of any duties inconsistent
     in any material respect with Participant's position (including status,
     offices,  titles  and reporting requirements),  authority,  duties  or
     responsibilities or  any  other action that results in a diminution in
     such position, authority, duties  or  responsibilities,  excluding for
     this  purpose  an  isolated, insubstantial and inadvertent action  not
     taken in bad faith that  is  remedied  within 10 days after receipt of
     written notice thereof from the Participant to the Company;

          (c) Any failure by the Company or its  Affiliates  to comply with
     any   of  the  provisions  of  this  Plan,  other  than  an  isolated,
     insubstantial  and inadvertent failure not occurring in bad faith that
     is remedied within  10  days  after  receipt of written notice thereof
     from the Participant to the Company;

          (d) The Company or its Affiliates  requiring  Participant  to  be
     based  at  any office or location that is located more than [75] miles
     from the location  where  the  Participant was employed at the time of
     the  Change  of Control; unless any  such  transfer  would  involve  a
     promotion at an  increased  salary  with  the  Company  paying for all
     relocation costs of the Participant;

          (e)  Any  purported  termination  of the Participant's employment
     otherwise than as expressly permitted by this Plan; or

          (f)  Any  failure  by  the  Company to comply  with  and  satisfy
     Sections 3.1(a) and (b) of this Plan.

     1.7  Participant  Defined.  "Participant"  shall  mean  any  executive
officer  of  the  Company  or   a  subsidiary  who  is  designated  by  the
Compensation Committee of the Board  of  Directors  of  the  Company  as  a
participant in the Plan.


                            ARTICLE II
                    CHANGE OF CONTROL BENEFIT

     2.1   Obligations upon Termination after a Change of Control.

          (a)   Termination  by  Company  for  Reasons  other  than  Death,
     Disability or Cause or by Participant for Good Reason.  If a Change of
     Control occurs  on  or  before  December  31,  2000 at a time that the
     Participant continues to be employed by the Company  or  a subsidiary,
     and within one year after the Change of Control the Company terminates
     the   Participant's   employment   other  than  for  Cause,  death  or
     Disability, or the Participant terminates employment for Good Reason,

               (i) the Company shall pay  to  the Participant in a lump sum
          in cash within 30 days of the date of termination an amount equal
          to  six times the highest monthly base  salary  paid  or  payable
          including  any  base salary which has been earned but deferred by
          the Participant,  by  the Company and its affiliated companies in
          respect of the 12-month  period  immediately preceeding the month
          in which the Change of Control occurs ("Base Salary").

               (ii)  for  a  period of six months  following  the  date  of
          termination  of  employment   (the  "Continuation  Period"),  the
          Company  shall  at  its  expense  continue   on   behalf  of  the
          Participant  and  his  dependents  and  beneficiaries  the   life
          insurance,   disability,   medical,  dental  and  hospitalization
          benefits provided (x) to the  Participant  at any time during the
          90-day  period  prior to the Change in Control  or  at  any  time
          thereafter or (y)  to  other  similarly  situated  executives who
          continue  in  the  employ  of the Company during the Continuation
          Period.  The  coverage and benefits  (including  deductibles  and
          costs)  provided   in   this   Section   2.1(a)(ii)   during  the
          Continuation Period shall be no less favorable to the Participant
          and his dependents and beneficiaries, than the most favorable  of
          such coverages and benefits during any of the periods referred to
          in  clauses  (x) or (y) above. The Company's obligation hereunder
          with respect to  the  foregoing  benefits shall be limited to the
          extent that the Participant obtains any such benefits pursuant to
          a subsequent employer's benefit plans,  in which case the Company
          may reduce the coverage of any benefits it is required to provide
          the Participant hereunder as long as the  aggregate coverages and
          benefits of the combined benefit plans is no  less  favorable  to
          the  Participant  than  the coverages and benefits required to be
          provided hereunder.  The  coverage during the Continuation Period
          will  run  concurrently with  the  coverage  provided  under  the
          Consolidated Omnibus Budget Reconciliation Act; and

               (iii) the  Participant shall immediately become fully (100%)
          vested  in  his  benefit   under   each  supplemental  or  excess
          retirement plan of the Company in which  the  Participant  was  a
          participant.

          (b)  Death.  If, within six months after a Change of Control, the
     Participant's  status  as  an  employee is terminated by reason of the
     Participant's death, there shall  be  no further obligation under this
     Plan  to  the Participant's legal representatives  (other  than  those
     already accrued to the Participant), other than the obligation to make
     any payments  due pursuant to employee benefit plans maintained by the
     Company or its affiliated companies.

          (c) Disability.  If, within six months after a Change of Control,
     Participant's status  as  an  employee  is  terminated  by  reason  of
     Participant's  Disability,  there shall be no further obligation under
     this Plan to the Participant  (other than those already accrued to the
     Participant),  other than the obligation  to  make  any  payments  due
     pursuant to employee  benefit  plans  maintained by the Company or its
     affiliated companies.

          (d) Cause.  If, within six months  after a Change of Control, the
     Participant's status as an employee is terminated  by  the Company for
     Cause,  there  shall be no further obligation under this Plan  to  the
     Participant other  than for obligations imposed by law and obligations
     imposed pursuant to  any  employee  benefit  plan  maintained  by  the
     Company or its affiliated companies.

          (e)  Voluntary Termination.  If, within six months after a Change
     of Control, the Participant voluntarily terminates his employment with
     the Company  other  than  for  Good  Reason, there shall be no further
     obligation  under  this  Plan  to  the  Participant   other  than  for
     obligations  imposed  by law and obligations imposed pursuant  to  any
     employee benefit plan maintained  by  the  Company  or  its affiliated
     companies.

     2.2  Accrued Obligations and Other Benefits.  It is the intent of this
Plan that upon termination of employment for any reason the Participant  be
entitled  to  receive  promptly,  and  in  addition  to  any other benefits
specifically provided, (a) the Participant's Base Salary through  the  date
of termination to the extent not theretofore paid, (b) any accrued vacation
pay,  to  the  extent  not  theretofore  paid, and (c) any other amounts or
benefits  required  to  be paid or provided or  which  the  Participant  is
entitled to receive under  any  plan, program, policy practice or agreement
of the Company.

     2.3  Stock Options.  The foregoing  benefits  are  intended  to  be in
addition to the value of any options to acquire Common Stock of the Company
the  exercisability  of  which  is accelerated pursuant to the terms of any
stock  option, incentive or other  similar  plan  heretofore  or  hereafter
adopted by the Company.

     2.4  Legal  Fees.   The Company agrees to pay as incurred, to the full
extent permitted by law and  to the extent that legal fees and expenses are
not recoverable under the provisions  of  the  Employee  Retirement  Income
Security Act of 1974, all legal fees and expenses which the Participant may
reasonably  incur  as  a  result  of any contest (regardless of the outcome
thereof) by the Company, the Participant  or  others  of  the  validity  or
enforceability   of,  or  liability  under,  any  provision  of  this  Plan
(including as a result  of  any contest by the Participant about the amount
or timing of any payment pursuant to this Plan.)

     2.5  Set-Off; Mitigation.   After  a  Change of Control, the Company's
and its Affiliates' obligations to make the  payments  provided for in this
Plan  and  otherwise  to  perform its obligations hereunder  shall  not  be
affected by any set-off, counterclaim,  recoupment, defense or other claim,
right or action which the Company or its  Affiliates  may  have against the
Participant  or  others; except that to the extent the Participant  accepts
other employment in  connection  with which he is provided health insurance
benefits, the Company shall only be  required  to  provide health insurance
benefits to the extent the benefits provided by the  Participant's employer
are  less  favorable  than  the  benefits  to which he would  otherwise  be
entitled hereunder.  It is the intent of this  Plan  that in no event shall
the Participant be obligated to seek other employment  or  take  any  other
action by way of mitigation of the amounts payable to the Participant under
any of the provisions of this Plan.

     2.6  Outplacement  Assistance.  Upon any termination of employment  of
the Participant other than  for  Cause within six months following a Change
of  Control  the  Company shall provide  to  the  Participant  outplacement
assistance by a reputable  firm  specializing  in such services for the six
month period beginning with the termination of employment.

     2.7  Withholding.  The Participant agrees that  the  Company  has  the
right  to  withhold,  from  the  amounts payable pursuant to this Plan, all
amounts required to be withheld under  applicable  income and/or employment
tax  laws,  or as otherwise stated in documents granting  rights  that  are
affected by this Plan.

                           ARTICLE III
                          MISCELLANEOUS

     3.1  Successors.    (a)  The Company shall require any successor to or
assignee of (whether direct or indirect, by purchase, merger, consolidation
or otherwise) all or substantially  all  of the assets or businesses of the
Company (i) to assume unconditionally and  expressly  this Plan and (ii) to
agree to perform or to cause to be performed all of the  obligations  under
this  Plan  in  the  same  manner and to the same extent as would have been
required of the Company had  no  assignment  or  succession  occurred, such
assumption  to  be  set forth in a writing reasonably satisfactory  to  the
Participant.

          (b)  The Company  shall also require all entities that control or
that  after  the transaction will  control  (directly  or  indirectly)  the
Company or any such successor or assignee to agree to cause to be performed
all of the obligations under this Plan, such agreement to be set forth in a
writing reasonably satisfactory to the Participant.

     3.2  Funding.  The Plan is funded solely through general assets of the
Company that employs  the  Participant  and  no  employee contributions are
taken nor are any funds held in trust.

     3.3  Plan Amendment or Termination.  The Company reserves the right to
amend or terminate this Plan at any time and without  advance  notice.   An
amendment  shall be made in writing, executed by an officer of the Company,
as authorized  by the Company's Board of Directors.  The Board of Directors
may delegate its  authority  under  this  Section  3.3  to the Compensation
Committee of the Board of Directors.  No benefits will be  paid  to  anyone
whose  employment is terminated after the Plan is terminated or amended  to
exclude that Participant.

     3.4  Applicable  Laws.   The Plan shall be governed by the laws of the
State of Louisiana to the extent not preempted by ERISA.

     3.5  Administration of the  Plan.   The  Plan shall be administered by
Campo   Electronics,   Appliances   and   Computers,   Inc    (the    "Plan
Administrator").  The Plan Administrator's address is: 107 Northpark Blvd.,
Covington,  LA   70433.   The  Plan  Administrator shall have the exclusive
right to interpret the Plan and all such interpretation shall be binding on
all affected parties.  The Campo Electronics, Appliances and Computers, Inc
Severance   Pay  Plan  Document  is  a legal  document  that  controls  the
operation of the Plan.  Its provisions  cover  all  situations  relating to
benefits and its provision will be final authority.

     3.6  Company's  Reservation  of Rights.  A Participant serves  at  the
pleasure  of  the Board and the Company  has  the  right  at  any  time  to
terminate the Participant's  status  as  an  employee of the Company, or to
change or diminish his status during the Employment  Term,  subject  to the
rights of the Participant to claim the benefits conferred by the Plan.

     3.7  Type  of  Plan.   This Plan is intended to be a severance welfare
benefit plan under the Employee  Retirement  Income  Security  Act  of 1974
("ERISA").   In  no  event  shall benefits payable to any Participant under
this Plan exceed twice the Participant's  "Annual Compensation" (as defined
in ERISA  regulation  Section  2510.3-2(b)(2)) during  the year immediately 
preceding the year of termination.

                            ARTICLE IV
                       CLAIMS FOR BENEFITS

     4.1  Claims Procedure.  Claims for benefits  may  be  made to the Plan
Administrator  at the above address.  Payments of the amounts  provided  in
this Plan shall  ordinarily  be  made  without  the  need for demand at the
discretion  of  the  Company.   Nevertheless,  a  Participant   who  claims
entitlement  to  a  benefit can file a written claim for benefits with  the
Plan Administrator within  90  days  after  the Participant's employment is
terminated.  The Plan Administrator shall accept or reject the claim within
30  days of its receipt.  If the claim is denied,  the  Plan  Administrator
shall  give  the  reason  for  denial  in a written notice calculated to be
understood by the claimant, referring to  the  Plan provisions that provide
the  basis for the denial.  If any additional information  or  material  is
necessary to perfect the claim, the Plan Administrator shall identify these
items  and  explain why such additional material is necessary.  If the Plan
Administrator  neither  accepts  nor  rejects the claim within 30 days, the
claim shall be deemed to be denied.

     4.2  Claim Denial and Appeal.  Upon  denial of the claim, the claimant
may  file a written request for review of the  denied  claim  to  the  Plan
Administrator  within  60  days of the denial.  The claimant shall have the
opportunity to be represented  by  counsel and may request to be heard at a
hearing.  The claimant shall have the  opportunity  to review the pertinent
documents  and  the  opportunity  to  submit written reasons  opposing  the
denial.   The decision upon the appeal will  be  made  within  60  days  of
receipt of  the  requested  review  unless special circumstances (such as a
need to hold a hearing) require an extension  of  time  for  processing, in
which case a decision will be made as soon as possible, but no  later  than
120  days after receipt of a request for review.  If such extension of time
for review is required, because of special circumstances, written notice of
the extension  will  be furnished to the claimant prior to the commencement
of the extension.  If the appeal is denied, the denial shall be in writing.

                            ARTICLE V
                           ERISA RIGHTS

     On Labor Day of 1974 a new law was enacted to protect the interests of
workers in pension and  welfare  benefits  connected  with their jobs.  Its
title is "Employee Retirement Income Security Act of 1974"  but it is often
referred to by its initials - ERISA.  Some of the benefits provided  by the
Plan  may  be subject to ERISA.  Therefore, each Participant under the Plan
has certain rights and protection under ERISA.

     ERISA provides that all Plan Participants shall be entitled to:

          i.   Examine,  without charge, at the Plan Administrator's office
               and at other  specified  locations,  such as work sites, all
               Plan documents, including any Plan documents  filed  by  the
               Plan Administrator with the U.S. Department of Labor.

          ii.  Obtain   copies   of  all  Plan  documents  and  other  Plan
               information upon written  request to the Plan Administrator.
               The Plan Administrator may  make a reasonable charge for the
               copies.

In addition to creating rights for Participants,  ERISA imposes duties upon
the people who are responsible for the operation of  the  Plan.  The people
who operate the Plan, called "fiduciaries" of the Plan, have  a  duty to do
so  prudently  and  in  the  interest  of  the  Plan Participants.  No one,
including  the Company or any other person, may terminate  a  Participant's
employment or  otherwise  discriminate  against a Participant in any way to
prevent the Participant from obtaining a  welfare benefit or exercising his
or her rights under ERISA.  If a claim for  a benefit is denied in whole or
in part, the claimant must receive a written  explanation of the reason for
the denial.  A claimant has the right to have the Plan Administrator review
and reconsider the claim.  Under ERISA, there are  steps  a Participant can
take to enforce the above rights.  For instance, if a Participant  requests
certain  materials  from  the  Plan Administrator and does not receive them
within 30 days, he or she may file  suit  in  a  federal court.   In such a
case, the court may require the Plan Administrator to provide the materials
and pay the Participant up to $100 a day until the Participant receives the
materials, unless the materials were not sent because of reasons beyond the
control of the Plan Administrator.  If a claim for  benefits  is  denied or
ignored,  in  whole  or  in part, the claimant may file suit in a state  or
federal court.  If it should  happen  that  a  Participant is discriminated
against for asserting his or her rights, he or she may seek assistance from
the U.S. Department of Labor, or may file suit in  a  federal  court.   The
court  will  decide  who  should  pay  court  costs and legal fees.  If the
Participant is successful, the court may order the person sued to pay these
costs  and  fees.   If  the  Participant loses, the  court  may  order  the
Participant to pay these costs  and fees, for example, if it finds that the
claim is frivolous.  If a Participant  has any questions about the Plan, he
or she should contact the Director of Human Resources at the above address.
If a Participant has any questions about this paragraph or about his or her
rights under ERISA, he or she should contact the nearest Area Office of the
U.S. Labor-Management Services Administration, Department of Labor.

     This  Plan  was executed  in Covington,  Louisiana,  this  4th  day of 
October, 1996, effective as of August 29, 1996.


WITNESSES:                         CAMPO ELECTRONICS, APPLIANCES
                                    AND COMPUTERS, INC


/s/ Barbara Treuting Casteix       By: /s/ Mervin L. Trail
____________________________          _______________________________
                                   Name: Mervin L. Trail
                                   Title: Chairman, Compensation Committee
/s/ Ron Forman
____________________________