AMENDMENT TO EMPLOYMENT AGREEMENT

     This  Amendment  to  Employment Agreement (the "Amendment") is entered
into  this  16th  day  of May,  1996  by  and  between  Campo  Electronics,
Appliances and Computers, Inc., a Louisiana Corporation (the "Company") and
Donald E. Galloway (the "Executive").

                           WITNESSETH:

     WHEREAS, the Executive  is  presently  employed  by the Company as the
Senior  Vice  President  of  Sales  and  Marketing,  said employment  being
pursuant  to  an  Employment  Agreement  dated  December  16,   1993   (the
"Agreement").

     WHEREAS,  the  Compensation Committee of the Board of Directors of the
Company (the "Committee")  recognizes  that the Executive's contribution to
the growth and success of the Company has  been  substantial and desires to
provide for the continued employment of the Executive  and  to make certain
changes  in  the Executive's employment arrangements with the Company,  and
the Executive desires to continue to serve the Company on a full-time basis
and upon the terms and conditions of the Agreement as herein amended.

     NOW, THEREFORE, in consideration of the premises and of the respective
representations  and  warranties  and the mutual covenants set forth in the
Agreement,  the parties hereto hereby  agree  to  amend  the  Agreement  as
follows:

     1.   The  Initial Term of the Agreement as defined in Section 3 of the
Agreement  is hereby  extended  through  December  31,  1997.   Executive's
compensation  during  the  fourth  year  of the extended Initial Term shall
remain the same as currently provided in Section 4 of the Agreemetn for the
third year of the Initial Term.

     2.   The existing language of Section  6  of  the  Agreement is hereby
deleted in its entirety and the following language is substituted therefor:

          6.  Termination; Severance Benefits. (a) This Agreement  and
     the Employment of the Executive shall terminate:

               (i)  upon  the expiration of the Initial
                    Term of this Agreement set forth in
                    Section 3 hereof;

               (ii) upon the death of the Executive;

               (iii)by  the   Company   for  Cause  (as
                    hereafter defined);

               (iv) upon  the dissolution,  but  not  a
                    Change  of  Control  (as  hereafter
                    defined) of the Company; or

               (v)  by  the  Executive  for Good Reason
                    (as hereafter defined)

          (b) For purposes of this Section  6,  the term "Cause" shall
     mean any of the following:

               (i)  the  Executive's conviction of  any
                    felony or any crime involving moral
                    turpitude  or  any  other  criminal
                    activity   or   unethical   conduct
                    which, in the good faith opinion of
                    the   Board  of  Directors  of  the
                    Company, would seriously impair the
                    Executive's  ability to perform his
                    duties hereunder  or  would  impair
                    the   business  reputation  of  the
                    Company;

               (ii) the Executive's  breach  of  any of
                    his fiduciary duties to the Company
                    which breach adversely affects  the
                    business of the Company;

               (iii)the  Executive's  continued neglect
                    or  failure, after written  demand,
                    to discharge  his  duties hereunder
                    or  to  obey  a  specific   written
                    direction   from   the   Board   of
                    Directors of the Company.

     It  is  expressly  understood  that  the Executive's attention  to  or
     engagement in matters not directly related  to  the  business  of  the
     Company  shall  not  provide a basis for termination for Cause if such
     attention or engagement  is  authorized by the terms of this Agreement
     or has otherwise been approved  by  the  Board  of  Directors  of  the
     Company.

     Notwithstanding  the  foregoing, the Executive's employment may not be
     terminated for Cause unless  and until there shall have been delivered
     to the Executive a copy of a resolution  duly  adopted by the Board of
     Directors of the Company at a meeting of the Board called and held for
     the  purpose  (after  reasonable  notice  to  the  Executive   and  an
     opportunity for the Executive, together with his counsel, to be  heard
     before  the  Board),  finding  that  in  the good faith opinion of the
     Board,  the  Executive was guilty of the conduct  set  forth  in  this
     subparagraph (b) and specifying the particulars thereof in detail.

          (c) For purposes  of this Section 6, a "Change of Control" of the
     Company shall mean a change  in  control  of  a  nature  that would be
     required  to be reported in response to Item 6(e) of Schedule  14A  of
     Regulation  14A  promulgated under the Securities Exchange Act of 1934
     as in effect on the  date  hereof,  provided that, without limitation,
     such a change of control shall be deemed  to  have occurred if (i) any
     person, other than the Company or any person who on the date hereof is
     a shareholder, director, officer or affiliate of  the  Company,  is or
     becomes the beneficial owner, directly or indirectly, of securities of
     the Company representing more than 20% of the combined voting power of
     the Company's then outstanding securities or (ii) during any period of
     two  consecutive  years during the term of this Agreement, individuals
     who at the beginning  of such period constitute the Board of Directors
     of the Company cease for  any reason to constitute at least a majority
     thereof, unless the election  of  each director who was not a director
     at  the  beginning  of the period has  been  approved  in  advance  by
     directors representing  at  least  two-thirds of the directors then in
     office who were directors at the beginning of the period.

          (d) For purposes of this Section  6, the term "Good Reason" shall
     mean any of the following:

               (i)  A   reduction  in  the  Executive's
                    annual  Base  Compensation  or  the
                    annual   bonuses   set   forth   in
                    Sections  4.1.1  and  4.1.2,  or  a
                    failure  by  the  Company to pay to
                    the  Executive  any installment  of
                    his  annual  Base  Compensation  or
                    annual bonuses required pursuant to
                    Section  4  hereof,  which  failure
                    continues for a period  of  10 days
                    after  written  notice  thereof  is
                    given  by  the  Executive  to   the
                    Company; or

               (ii) The    Company's    requiring   the
                    Executive  to  be  based   anywhere
                    other  than  in  the  New  Orleans,
                    Louisiana metropolitan area, except
                    for   travel   on   the   Company's
                    business  to  an  extent consistent
                    with  his  obligations  under  this
                    Agreement.

          (e) Except as otherwise  provided  in subparagraph (g) below: (i)
     if the Employment of the Executive is terminated by the Company during
     the Initial Term of this Agreement for any reason other than for Cause
     or by the Executive for Good Reason, the  Executive  shall be entitled
     to receive a cash payment in an amount equal to his then  current Base
     Compensation  multiplied  by  the  number  of years remaining in  such
     Initial Term, provided however that such payment  shall in no event be
     equal  to  less than one full year's Base Compensation,  (ii)  if  the
     Employment of  the  Executive  is terminated by the Company after such
     Initial Term for any reason other  than  for Cause or by the Executive
     for Good Reason, Executive shall be entitled to receive a cash payment
     in an amount equal to one full year's then  current Base Compensation,
     and  (iii) if the Employment of the Executive  is  terminated  by  the
     Company  as  direct  result  of,  and  within 180 days of, a Change of
     Control of the Company, the Executive shall  be  entitled to receive a
     cash payment in an amount equal to three times his  then  current Base
     Compensation and bonus prescribed in Section 4.1.2 above for  the most
     recently completed fiscal year.  If the Employment of the Executive is
     terminated by the Company for Cause or by the Executive for any reason
     other  than  for  Good Reason, the Executive shall not be entitled  to
     receive any severance pay or benefits hereunder.

          (f) Executive  shall  not  be required to mitigate damages on the
     amount of any payment provided for  hereunder  nor shall the amount of
     any payment provided for hereunder be reduced by a compensation earned
     by Executive as a result of employment by another employer.

          (g) Termination of the Executive's Employment  upon expiration of
     the term of this Agreement pursuant to Section 3 hereof  or on account
     of the death or disability of the Executive shall not be considered  a
     termination  of the Executive's Employment by the Company and will not
     require the Company  to pay any severance pay pursuant to subparagraph
     (e) above or any other  benefits or payments hereunder except for such
     benefits as may be payable  pursuant  to any of the Company's employee
     benefit plans.

          (h)  Any  purported  notice  of termination  of  the  Executive's
     Employment (other than a notice given  by either pursuant to Section 3
     hereof) shall be communicated in writing  delivered to the other party
     as  provided  in  Section 10 hereof.  A notice  of  termination  shall
     specify the termination provision relied upon by the party giving such
     notice and shall set  forth  in  detail  such  facts and circumstances
     claimed by such party to provide a justified basis  for termination of
     the Executive's Employment under the provision(s) so indicated.

     3.   Section 10 of the Agreement is hereby amended to  set  forth  the
following current addresses of the parties for purposes of notice:

          (a)  If to the Company:

               Campo Electronics, Appliances and Computers, Inc.
               109 Northpark Blvd., Suite 500
               Covington, LA 70433

or  at  such  other  address  as  the Company may have advised Executive in
writing; and

          (b) If to the Executive:

               Campo Electronics, Appliances and Computers, Inc.
               109 Northpark Blvd., Suite 500
               Covington, LA 70433


     4.   Except  as  specifically amended  herein,  all  other  terms  and
conditions of the Agreement  shall  remain  unchanged and in full force and
effect, and the Agreement, as amended herein  shall  constitute  the entire
understanding and agreement among the parties hereto.

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


                              CAMPO ELECTRONICS, APPLIANCES AND COMPUTERS, INC.

                              By: /s/ Mervin L. Trail, M.D.
                                  ________________________________________
                                   Name:  Mervin L. Trail, M.D.
                                   Title:  Chairman, Compensation Committee

                              
                              EXECUTIVE:

                              /s/ Donald E. Galloway
                              _______________________________________
                              DONALD E. GALLOWAY


                             


                       July 12, 1996



Mr. Donald E. Galloway
1220 Bluewater Drive
Mandeville, LA 70471

Dear Don:

     You  have  advised  Campo  Electronics, Appliances and Computers, Inc.
(Campo)  that you desire to terminate  your  employment  with  the  company
effective  immediately.   The  purpose  of  this letter is to set forth the
terms and conditions which have been freely and mutually agreed upon by you
and Campo in connection with your separation  from  employment  with Campo,
effective July 12, 1996.

     In  consideration  for  the  obligations which you agree to undertake,
Campo agrees to do the following:

     1.   Pay  in  full  to  you  all  salary,  wages  and  other
          benefits, compensation or remuneration  owed and due to
          you  arising out of or related to your employment  with
          Campo  through  July 12, 1996, less applicable federal,
          state and local income taxes and social security taxes;

     2.   Pay to you an additional  twelve  (12)  month's salary,
          representing  severance  pay, less applicable  federal,
          state and local income taxes and social security taxes,
          which amount shall be payable  by  Campo  in twenty-six
          (26) installments on the same days salary checks  would
          have  been  received  by you had you continued to be in
          the employ of Campo and as set forth in Attachment 1;

     3.   Pay  to  you  an  additional   two  (2)  weeks  salary,
          representing  accrued  and unused  vacation  pay,  less
          applicable federal, state,  and  local income taxes and
          social  security  taxes,  which  sum shall  be  payable
          during the seventh period after the  effective  date of
          termination of your employment relationship with Campo;

     4.   Release  the  5,000  shares  of  restricted stock to be
          issued on July 1997 and issue now; and

     5.   Provide  you  with  a  favorable  letter  of  recommendation,  if
          desired.

     In  exchange  for  the above described consideration,  the  value  and
sufficiency  of which is hereby  acknowledged,  you  agree  to  voluntarily
release  Campo   and   Campo's   officers,  agents,  directors,  employees,
shareholders and insurers from any  and all claims of whatsoever nature and
kind which may have arisen from any act  done, or not done, relating in any
way  to your employment with Campo, including,  but  not  limited  to,  any
alleged  violation  of  Title  VII of the Civil Rights Act of 1964, the Age
Discrimination Act of 1967, the  Employee  Retirement  Income  Security Act
(ERISA), the Fair Labor Standards Act, the Americans With Disabilities Act,
and  any  other federal, state or local law, regulation or ordinance.   You
further agree that, in consideration for the payments and other obligations
undertaken  by  Campo  pursuant  to  this letter agreement, you will do the
following:

     1.   Resign from the Board of Directors  of  Campo as of the
          effective  date  of the termination of your  employment
          with Campo.

     2.   Return all Campo company  property,  if  any,  in  your
          possession  except  for  the  company car which you may
          retain  upon  your selection of one  of  the  following
          options available:

          a.   Lease car through 9/17/96 (lease up)
          b.   Purchase car by 7/23/96 for $26,254.17
          c.   Lease car  through  9/17/96  and  purchase car for
               $24, 916.41

     3.   Repay the balance of all loans from the Company to you,
          the total of which is $90,000.00; said repayment  to be
          in accordance with Attachment 1.

     4.   Agree  that you will not, directly or indirectly for  a
          period of  one (1) year after the effective date of the
          termination of your employment with Campo:

          (a)  own,  manage,   operate,   control,  consult,
               advise,   promote,   invest  or  acquire   an
               interest in, be employed  by, act as an agent
               on  behalf  of, allow your skill,  knowledge,
               experience or  reputation  to  be used by, or
               otherwise engage or participate  in  (whether
               as   a   proprietor,   partner,  shareholder,
               director,   officer,  employee,   consultant,
               advisor,   sales   agent,   joint   venturer,
               investor, promotor  or  other participant in)
               any   Competitive   Business    within    the
               Restricted   Market   (as   such   terms  are
               hereinafter defined); or

          (b)  Solicit,  induce,  influence  or  attempt  to
               influence     any     customer,     supplier,
               distributor,  sales agent, lender, lessor  or
               any  other  person   who   has   a   business
               relationship  with Campo, or who on the  date
               of this letter  had  a  business relationship
               with Campo or had in the past year engaged in
               discussions or negotiations  to  enter into a
               business   relationship   with   Campo,    to
               discontinue  or  reduce  the  extent  of such
               relationship with Campo.

          For   purposes   of  this  non-competition  agreement,   the
          following terms have the meanings set forth below:

          "Business"  -  The business  in  which  Campo  is  currently
          engaged, including  the  retail sale and installation of (i)
          major  home  appliances,  including,  but  not  limited  to,
          microwave ovens, washing machines, dryers, air conditioners,
          dishwashers,  refrigerators,  freezers,  ranges  and  vacuum
          cleaners; (ii)  consumer  electronics,  including,  but  not
          limited   to,   televisions,   video   cassette   recorders,
          camcorders, audio components, audio systems, portable  audio
          equipment,  car stereos, mobile telephones, automobile anti-
          theft devices  and  other mobile electronics; and (iii) home
          office products, including,  but  not  limited  to, personal
          computers,  telephones,  answering  machines,  fax machines,
          copiers, calculators and computer software.

          "Competitive  Business"  - Any business or line of  business
          that (i) in whole or in part,  as of the date of this letter
          agreement,  is  the same as, substantially  similar  to,  or
          competitive  with,  any  facet  of  the  Business  and  (ii)
          operates, sells, markets, competes or derives revenue in the
          Restricted Market.

          "Restricted   Market"   -   All   parishes,   counties   and
          municipalities  within the states of Louisiana, Mississippi,
          Arkansas, Texas,  Alabama,  Florida  and  Tennessee in which
          Campo  is  engaged in its Business as of the  date  of  this
          letter agreement.

     5.   Agree  that you  will  not  (except  with  the  written
          consent  of  Campo) enter into business with or solicit
          (directly  or  indirectly),  the  employees,  officers,
          managers or supervisors  of  Campo  for a period of one
          (1)  year  after  the  termination  of your  employment
          relationship with Campo; and

     6.   Agree   that   you   will  not  disclose  "confidential
          information" related to  Campo  to  any person, firm or
          corporation,  which  "confidential  information"  shall
          mean  any  information of any nature and  in  any  form
          which, at the time or times concerned, is not generally
          known to those  persons  engaged in business similar to
          that conducted by or contemplated  by  Campo, including
          but  not limited to customer lists, new ideas,  details
          of  customer   or  supplier  names,  pricing  policies,
          operational methods,  marketing  plans  or  strategies,
          business  acquisition  plans, new personnel acquisition
          plans,  or  any  other  non-public,   confidential   or
          proprietary information of Campo.

     You  and  Campo  both  agree  that  we  will  not display, discuss  or
publicize this letter agreement, the underlying terms  of this agreement or
the  facts and circumstances leading to the separation of  your  employment
with Campo.  You and Campo further recognize that a violation of any of the
terms  and  conditions  of  this agreement will give rise to a claim on the
part of the injured party for breach of contract and may provide a basis to
Campo, in the event of a breach  by  you,  for  Campo not paying to you the
consideration  set  forth  in  this letter agreement  in  the  event  Campo
believes it has been damaged by  you as a consequence of any breach of this
agreement.

     You should be aware that Campo  does  not  believe  that  it  has  any
liability  to  you other than for the payment of salary, wages and benefits
through the date  of  separation of your employment relationship with Campo
and that the benefits being  offered  herein  are  being offered solely and
exclusively for settlement purposes.  Accordingly, this  agreement  may not
be  utilized  for  any purpose other than that for which it is specifically
intended.  This letter  agreement  further  supersedes  any  and  all other
agreements,  either  oral or in writing, between you and Campo with respect
to your employment with Campo and contains all the covenants and agreements
between you and Campo  with  respect  to  such  employment  in  any  matter
whatsoever.

     The  construction  and  interpretation  of  this  agreement  shall  be
governed  by  and construed and enforced in accordance with the laws of the
State of Louisiana,  provided,  however,  that  any  dispute  regarding the
reasonableness of the non-competition agreement set forth in Paragraph 4 on
Page  2  hereof,  or  the  territorial scope or duration thereof, shall  be
governed by the laws applicable to such dispute.

     By signing the attached copy of this letter agreement, you acknowledge
that you have read, understand  and  agree  to  be  bound  by the terms and
conditions  set forth herein and recognize that Campo would not  be  taking
the actions which  it  is  obligating  itself  to  take  pursuant  to  this
agreement were it not for your agreement to be so bound.

                         Very truly yours,

                         Campo Electronics, Appliances and Computers, Inc.

                         By: /s/ Anthony P. Campo
                            _________________________________________
                                       Anthony P. Campo


Enclosure


Agreed to and accepted this

22nd day of July, 1996.


/s/ Donald E. Galloway
__________________________________
Donald E. Galloway