Exhibit 10.15


                              EMPLOYMENT AGREEMENT


     EMPLOYMENT  AGREEMENT  dated as of the 20th day of December,  1996,  by and
between  SEDECO,  INC., a Texas  corporation  with offices  located at 1124 West
Fuller  Street,  Fort  Worth,  Texas 76115 (the  "Company")  and JIMMY L. YATES,
residing at 3801 Hollow Creek Road, Fort Worth, Texas 76116 (the "Executive").

                             W I T N E S S E T H :

     WHEREAS,  simultaneously herewith Hirsch International Corp. ("Hirsch") has
acquired  all of the  capital  stock of the  Company  pursuant to the terms of a
Stock Purchase Agreement of even date herewith (the "Purchase Agreement"); and

     WHEREAS,  prior to such  acquisition,  Executive  owned one hundred  (100%)
percent of the capital stock of and was President of the Company and  heretofore
was a full time employee of the Company; and

     WHEREAS,  pursuant to the terms of the Purchase Agreement, the parties have
simultaneously entered into this Employment Agreement.

     NOW,  THEREFORE,  the  parties,  intending  to be legally  bound,  agree as
follows:  

     1.  Employment.  The Company  hereby  employs the  Executive  and Executive
agrees to serve the  Company  and its  corporate  "Affiliates"  (as such term is
defined in Rule 12b-2 promulgated under the Securities  Exchange Act of 1934, as
amended (the "Exchange Act")) and to continue to perform his usual and customary
duties  together with such other  reasonable  duties as shall be assigned to him
from time to time by the Board of  Directors  of the  Company  and  Hirsch.  The
services to be provided by Executive hereunder shall be principally  provided in
the Fort Worth, Texas area, although Executive acknowledges that in


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the course of his  employment  hereunder he may be  required,  from time to
time, to travel on behalf of the Company.

     2. Term.  The  employment  of Executive  hereunder  shall be effective  and
commence on the date hereof (the  "Effective  Date"),  and shall terminate as of
the  close of  business  on the fifth  anniversary  of the  Effective  Date (the
"Term").

     3. Duties and Nature of Executive's Services. Executive agrees to serve the
Company as President and to serve the Company and its Affiliates  faithfully and
to the best of his  ability.  During  the  first  three  (3)  years of the Term,
Executive shall devote his entire business time,  attention,  energy,  skill and
experience to the performance of his duties  hereunder.  During the last two (2)
years of the Term,  Executive  shall  devote a majority  of his  business  time,
attention,  energy,  skill  and  experience  to the  performance  of his  duties
hereunder.  During the Term, Executive shall not engage, directly or indirectly,
in any other business,  employment or occupation  which is competitive  with the
business of the Company and its Affiliates.

     4. Compensation.

     4.1. As full  compensation for all services to be rendered by the Executive
to the  Company  and its  Affiliates  under  or  pursuant  to the  terms of this
Agreement,  including,  if  requested,  service as a director of the Company and
Hirsch,  the Company  shall pay to the  Executive a base salary of Three Hundred
Thousand  ($300,000) Dollars per year for the first two (2) years of employment,
a base  salary of Two  Hundred  Thousand  ($200,000)  Dollars  for the third and
fourth  year of  employment,  and a base salary of One  Hundred  Fifty  Thousand
($150,000) Dollars for the fifth year of employment (the "Base Compensation").

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     The Base Compensation  shall be payable at such regular times and intervals
as the Company customarily pays its employees from time to time.

     4.2. During the term of his employment hereunder,  and except to the extent
that greater  benefits are  provided  for herein,  in which case this  Agreement
shall be  controlling,  Executive  shall be entitled to  participate in all life
insurance,  medical,  retirement,  pension and other non-incentive and non-bonus
plans and  perquisites  of Hirsch now in effect or  hereafter  adopted  and made
generally  available by Hirsch to its senior executive  officers;  provided that
Executive  qualifies  under and is  eligible  to  participate  in such plans and
perquisites in accordance with the terms and subject to the conditions  thereof.
The  Company  shall  have the  right at any time and from time to time to change
insurance  carriers  and to modify  the  scope of  coverage  and other  terms of
insurance policies and other plans covering its senior executive  officers.  The
Executive  shall not be eligible to participate in any executive  bonus or other
long-term compensation or incentive plans of Hirsch.

     4.3. During the Term, the Executive shall also be entitled to the full-time
use of a Company automobile (same model BMW currently being used by Executive or
its  equivalent).  The Company  shall  purchase all relevant  insurance for said
automobile  (or reimburse  Executive  for cost of same) and shall  reimburse the
Executive for all fuel and repairs to said automobile.

     4.4. The Company shall deduct from the Executive's Base Compensation, bonus
or incentive  compensation any federal,  state or city withholding taxes, social
security  contributions  and any  other  amounts  which  may be  required  to be
deducted or withheld by the Company pursuant to any federal, state or city laws,
rules or regulations.

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     4.5.  The  Company  shall  reimburse  the  Executive,  or  cause  him to be
reimbursed,  for all reasonable  out-of-pocket  expenses  incurred by him in the
performance of his duties  hereunder or in  furtherance  of the business  and/or
interests of the  Company;  provided,  however,  that the  Executive  shall have
previously  furnished to the Company an itemized  account,  satisfactory  to the
Company, in substantiation of such expenditures.

     4.6. The Executive currently owns a life insurance policy insuring his life
in the policy face amount of $654,000.00. The Company agrees to continue to make
all  required  premium  payments on such policy until such time as the policy is
fully paid up. All  dividends  generated  by such policy shall be applied to the
payment of policy premiums.

     5. Grant of Stock  Option.  In addition to the  Compensation  described  in
Section 4 hereof,  Hirsch has simultaneously  entered into a Non-Qualified Stock
Option  Agreement  with  Executive  entitling  Executive  to  purchase  up to an
aggregate of 60,300 shares of Hirsch's Class A Common Stock.

     6. Indemnification. The Company undertakes, to the fullest extent permitted
by law,  to  indemnify  and hold the  Executive  harmless  from and  against all
claims, damages,  losses and expenses,  including reasonable attorneys' fees and
disbursements,  arising out of the  performance  by the  Executive of his duties
pursuant to this Agreement,  in furtherance of the Company's business and within
the scope of his employment.

     7. Termination.

     7.1. If the Executive  dies or becomes  disabled  during the Term, his Base
Compensation  and all other rights under this Agreement  shall  terminate at the
end of the month during which death or disability  occurs.  For purposes of this
Agreement, the

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Executive shall be deemed to be "disabled" if he has been unable to perform
his duties for six (6) consecutive  months or nine (9) months in any twelve (12)
month  period,  all as determined in good faith by the Board of Directors of the
Company.  

     7.2. The Company shall, in the manner described in Section 7.3 hereof, have
the right to terminate  the  employment  of Executive  under this  Agreement and
Executive  shall  forfeit  the right to  receive  any and all  further  payments
hereunder,  other than the right to receive any compensation and  reimbursements
then due and  payable to  Executive  pursuant to Section 4 hereof to the date of
termination,  if Executive  shall commit any of the following acts or any of the
following acts shall occur ("Events of Default"):

     (a) Material breach of any of the material  provisions or covenants of this
Agreement;

     (b) Material  breach by  Executive of any of the material  representations,
warranties,  covenants or agreements contained in the Purchase Agreement, except
(i) if the  existence  of such breach is being  contested  in good faith or (ii)
such  breach  did not  constitute  fraud or bad faith by the  Executive  and the
Company or Hirsch has been fully  indemnified  by the Executive  with respect to
such breach;

     (c) Gross  negligence  in the  performance  of his  duties  or  obligations
hereunder,  or,  without  proper cause,  wilful  refusal or habitual  neglect to
perform his employment duties or obligations under this Agreement;

     (d) Any material act of willful  misconduct,  dishonesty or breach of trust
which  directly or  indirectly  causes the Company or any of its  Affiliates  to
suffer any loss, fine, civil penalty, judgment, claim, damage or expense;

     (e) Indictment  for or conviction of, or plea of guilty or nolo  contendere
to, a felony or indictable  offense (unless  committed in the  reasonable,  good
faith belief that the

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     Executive's  actions  were in the best  interests  of the  Company  and its
stockholders and would not violate criminal law);

     (f) A court or other tribunal of competent  jurisdiction  shall have issued
an order prohibiting the Company from employing Executive; or

     (g) Any repeated  violation (after written notice) or material violation of
the Company's  discipline rules as set forth in the Company's Employee handbook,
a copy of which  has  heretofore  been  delivered  to the  Executive,  as may be
modified from time to time at the sole discretion of the Company.

     7.3. If the Company  elects to terminate this Agreement upon the occurrence
of any Event of  Default,  it shall  deliver  notice  thereof to the  Executive,
describing  with  reasonable  detail,  the action or omission  of the  Executive
constituting  the act of default (the  "Termination  Notice"),  and thereupon no
further  payments  of any  type  shall be made or  shall  be due or  payable  to
Executive  hereunder,  except as  provided  in  Section  7.2  hereof;  provided,
however,  with respect to any act of default set forth in Clauses (a),  (c), (f)
and  (g)  of  Section  7.2  hereof,  prior  to  termination  by the  Company  of
Executive's  employment,  Executive  shall first have an  opportunity to cure or
remedy such act of default  within thirty (30) days  following  the  Termination
Notice.

     8. Restrictive Covenants.

     8.1. Covenant Not to Compete.  

     The  Executive  covenants  and  undertakes  that,  during the period of his
employment hereunder and for a period of five (5) years hereafter,  he will not,
without the prior written  consent of the Company,  directly or indirectly,  and
whether  as  principal,  agent,  officer,  director,  employee,  consultant,  or
otherwise,  alone or in association  with any other person,  firm,  company,  or
other business

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organization,  carry  on,  or be  engaged,  concerned,  or take part in, or
render  services  to, or own,  share in the earnings of, or invest in the stock,
bonds,  or other  securities of any person,  firm,  company,  or other  business
organization (other than Hirsch) engaged in a business in the Continental United
States which is similar to or in competition with any of the businesses  carried
on by the Company,  Hirsch,  or any Affiliates  thereof (a "Similar  Business");
provided,  however,  that the  Executive  may invest in stock,  bonds,  or other
securities of any Similar Business (but without  otherwise  participating in the
activities  of such  Similar  Business)  if (i)  such  stocks,  bonds,  or other
securities  are listed on any national or regional  securities  exchange or have
been registered under Section 12(g) of the Securities  Exchange Act of 1934; and
(ii) his  investment  does not  exceed,  in the case of any class of the capital
stock of any one issuer, 2% of the issued and outstanding shares, or in the case
of bonds or other  securities,  2% of the  aggregate  principal  amount  thereof
issued and outstanding. The restrictions contained in this Section 8.1 shall not
be operative if the promissory  note of Hirsch  delivered at Closing (as defined
in the Purchase  Agreement)  shall be in default and such  default  shall not be
duly cured or the Company  shall be in material  breach of a material  provision
hereof  and,  after due  notice  thereof,  the  Company  shall fail to cure such
default  within  30 days  after  receipt  of notice  or if such  default  is not
reasonably  capable of being cured  within such 30 day period,  then the Company
shall fail to  undertake  to cure the default  within such 30 day period and act
diligently  thereafter  to effect  such  cure.  

     8.2. Confidential Information; Covenant not to Disclose.

     8.2.1.  During the term of this Agreement and thereafter,  Executive agrees
not to divulge,  furnish or make accessible to anyone (other than in the regular
course

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of business of the Company and its Affiliates) any knowledge or information
(whether or not in writing) relating to the business and affairs of the Company,
including,  without  limitation,  knowledge  or  information  with  respect to a
customer  lists,  price  lists,  trade  secrets,  formulae,  computer  programs,
intellectual  or industrial  property,  designs,  processes,  plans or materials
(collectively,  "Company  Property")  of the  Company,  its parent or any of its
Affiliates,  or with respect to any other material proprietary,  confidential or
non-public  aspects of the  business  or affairs of the  Company  and any of its
Affiliates. 

     8.2.2.  Any Company  Property  (whether or not  protected  or eligible  for
protection  by common law or by  registered  patent,  trademark  or  copyright),
relating  to the  business  of the  Company  or  any  of its  Affiliates,  which
Executive may acquire knowledge of, become privy to, develop or produce while in
the employ of the Company,  shall be and remain the exclusive  property,  right,
title and interest of Company.  Executive agrees promptly to execute and deliver
to the  Company,  at the  Company's  expense,  any  and all  instruments  deemed
necessary or convenient by the Company to effect the  disclosure  and assignment
of all such Company Property to it.

     8.2.3.  Executive  agrees that during the term (including any renewal term)
of this  Agreement  and for a  period  of five  (5)  years  thereafter,  or,  if
Executive's employment by the Company shall be longer than said term, then for a
period  of five  (5)  years  following  the  termination  or  expiration  of his
employment by the Company  (whether  pursuant to the terms of this  Agreement or
otherwise), he will not: (a) directly or indirectly solicit, encourage,  assist,
entice,  raid or induce any executive,  managerial or supervisory level employee
of the Company or

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any Affiliate to be employed by any person,  firm or corporation other than
the Company or any Affiliate;  (b) directly or indirectly  approach any employee
of the Company or any Affiliate for the purposes  specified in Clause (a) above;
or (c) authorize or knowingly  approve the taking of any of the action specified
in  Clause  (a)  above  by  other  persons  on  behalf  of any  person,  firm or
corporation,  or assist  any  person,  firm or  corporation  in taking  any such
action. 

     8.2.4.  Executive  agrees  that  during the term of his  employment  by the
Company (whether pursuant to the terms of this Agreement or otherwise),  he will
not enter into on behalf of the Company or any  Affiliate,  or cause the Company
or any Affiliate to directly or indirectly enter into, any transactions with any
business  enterprise  in which he,  any of his  Affiliates  or any member of his
immediate  family  is,  to his  knowledge,  interested  as a  partner,  trustee,
beneficiary, director, officer, attorney-in-fact,  employee, shareholder, lender
of money or  guarantor,  without  the prior  consent of the  Company's  board of
directors;  provided,  however, that nothing contained herein shall restrict any
transactions with any corporation,  partnership or business  enterprise in which
Executive,  any of his  Affiliates  and/or any member of  Executive's  immediate
family (consisting of Executive's spouse,  siblings and children),  individually
or in the  aggregate,  owns less than two (2%)  percent of the  publicly  traded
capital  stock or other equity  interests of such  corporation,  partnership  or
business enterprise.

     8.2.5. Upon termination of his employment hereunder,  Executive will return
to the Company all of the  property  of the  Company and its  Affiliates  in his
possession;

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provided,  however,  property of the  Company  shall not be  considered  to
include items currently in Executive's office,  including art work, photographs,
hunting trophies and similar items.

     8.2.6.  If any  provision  of this  Section  8.2 is held  by any  court  of
competent  jurisdiction to be  unenforceable  because of the scope,  duration or
area of applicability, such provision shall be deemed modified to the extent the
court modifies the scope, duration or area of applicability of such provision to
make it enforceable.  

     8.3. Covenant to Report;  Patents, etc.

     8.3.1. Executive agrees to promptly communicate and disclose to the Company
in writing all inventions, discoveries and improvements, in any form whatsoever,
(hereinafter   "Inventions")  including,   without  limitation,   all  software,
programs,  routines,  techniques,  procedures,  training aides and instructional
manuals  conceived,  developed  or  made by him  during  his  employment  by the
Company, whether solely or jointly with others, and whether or not patentable or
copyrightable, which relate to any matters or business of the type carried on or
being  developed by the Company and its  Affiliates.  The  Executive  shall also
promptly  communicate and disclose to the Company all other data obtained by him
concerning  the  business or affairs of the Company  and its  Affiliates  in the
course of his employment by the Company.  

     8.3.2. All written  materials,  records and documents made by the Executive
or coming into his possession during the Term concerning the business or affairs
of the Company and its  Affiliates  shall be the sole  property of the  Company;
and, upon the  termination of the Term or upon the request of the Company during
the Term, the Executive

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shall  promptly  deliver the same to the Company.  The Executive  agrees to
render to the Company such reports of the activities undertaken by the Executive
or conducted under the Executive's  direction pursuant hereto during the Term as
the Company may request.

     9.  Injunction.  It is recognized and hereby  acknowledged by the Executive
that a  breach  or  violation  by the  Executive  of  any  of the  covenants  or
agreements  contained in this Agreement may cause irreparable harm and damage to
the Company and its  Affiliates,  the monetary  amount of which may be virtually
impossible to ascertain.  As a result, the Executive recognizes and acknowledges
that the Company shall be entitled to an injunction, without posting any bond or
security  in  connection  therewith,  from any court of  competent  jurisdiction
enjoining  and  restraining  any breach or violation  of any of the  restrictive
covenants  contained  in Section 8 of this  Agreement  by the  Executive  or his
associates,  partners or agents,  either  directly or indirectly,  and that such
right to injunction shall be cumulative and in addition to whatever other rights
or remedies the Company may possess.  Nothing  contained in this Section 9 shall
be  construed  to prevent  the Company  from  seeking  and  recovering  from the
Executive  damages  sustained  as a result  of any  breach or  violation  by the
Executive of any of the covenants or agreements contained in this Agreement, and
that in the event of any such  breach,  the Company  shall  avail  itself of all
remedies available both at law and at equity.

     10. Compliance with Other Agreements. The Executive represents and warrants
to the Company that the execution of this  Agreement by him and the  performance
of his obligations hereunder will not, with or without the giving of notice, the
passage of time or both, conflict with, result in the breach of any provision of
or the termination of, or

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constitute a default under, any agreement to which the Executive is a party
or by which the Executive is or may be bound.

     11. Miscellaneous.

     11.1.  Notices.  Any notice or other  communication  to a party  under this
Agreement  shall be in  writing,  and if by use of the mail shall be  considered
given when mailed by certified mail, return receipt  requested,  to the party at
the  following  address  or at such other  address  as the party may  specify by
notice to the other in the manner prescribed herein:

If to the Company:               c/o Hirsch International Corp.
                                 200 Wireless Boulevard
                                 Hauppauge, New York 11788
                                 Attention:  Henry Arnberg, President

With a copy to:                  Ruskin, Moscou, Evans & Faltischek, P.C.
                                 170 Old Country Road
                                 Mineola, New York 11501
                                 Attention:  Raymond S. Evans, Esq.

If to the Executive:             Jimmy L. Yates
                                 3801 Hollow Creek Road
                                 Fort Worth, Texas 76116

With a copy to:                  Cantey & Hanger, LLP
                                 2100 Burnett Plaza
                                 801 Cherry Street
                                 Fort Worth, Texas  76102
                                 Attention:  Dean A. Tetirick, Esq.



     11.2.  Benefit.  This  Agreement  shall be  binding  upon and  inure to the
benefit  of the  respective  parties  hereto  and their  legal  representatives,
successors  and assigns.  Insofar as the Executive is concerned,  this Agreement
being personal, cannot be assigned.

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     11.3. Validity. The invalidity or unenforceability of any provisions hereof
shall in no way affect the validity or enforceability of any other provision.

     11.4.  Entire  Agreement.  This Agreement  constitutes the entire Agreement
between the parties with respect to the subject  matter  hereof,  and supersedes
all existing agreements between them. It may only be changed or terminated by an
instrument  in writing  signed by both  parties.  The covenants of the Executive
contained in Article 8 of this Agreement  shall survive the  termination of this
Agreement and the expiration of the Term.

     11.5.  Texas Law to Govern.  This Agreement shall be governed by, construed
and interpreted in accordance with the laws of the State of Texas.

     11.6. Corporate Action. The execution and delivery of this Agreement by the
Company has been authorized and approved by all requisite corporate action.

     11.7.  Waiver of Breach.  The  failure of either  party to insist on strict
adherence to any term of this  Agreement on any occasion shall not be considered
a waiver or deprive  that party of the right  thereafter  to insist  upon strict
adherence to that term or any other term of this  Agreement.  Waiver of any term
or provision of the Agreement must be in writing.

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

     11.9.  Paragraph  Headings.  Paragraph  headings  are  inserted  herein for
convenience  only and are not intended to modify,  limit or alter the meaning of
any provision of this Agreement.

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     11.10.  Enforcement.  In the event  either  party  resorts  to a lawsuit or
initiation of arbitration to enforce this Agreement,  the prevailing party shall
be  entitled  to  recover  the  reasonable   costs  of  pursuing  a  lawsuit  or
arbitration, including court costs and reasonable attorney's fees.

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

                                         SEDECO, INC.

                                  By:    ________________________________
                                         Kenneth Shifrin, Vice President

                                         --------------------------------
                                         JIMMY L. YATES


     THE UNDERSIGNED  HEREBY (a) AGREES TO SECTION 3; (b) GUARANTEES  PAYMENT OF
THE AMOUNTS DUE TO EXECUTIVE  (OR THIRD  PARTIES ON BEHALF OF  EXECUTIVE)  UNDER
SECTION 4 OF THIS  AGREEMENT;  (c) GUARANTEES THE COMPANY'S  INDEMNIFICATION  IN
SECTION  6; AND (d) AGREES TO THE OPTION  GRANT  DESCRIBED  IN SECTION 5 OF THIS
AGREEMENT.

     HIRSCH INTERNATIONAL CORP.


     By:-------------------------
        Henry Arnberg, President





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