EXHIBIT 10.1

                          FORM OF EMPLOYMENT AGREEMENT

THIS AGREEMENT ("Agreement") dated as of Janaury 19, 2000 is entered into by and
between  nStor  Taiwan,  Inc.  (the  "Company"),  a  Florida  corporation  and a
wholly-owned    subsidiary   of   nStor    Technologies,    Inc.   ("NTI")   and
_________________ (the "Executive").

                                    Recitals

The Company,  through its Board of Directors,  desires to retain the services of
Executive, and Executive desires to be retained by the Company, on the terms and
conditions set forth in this Agreement.

                                   Agreement

For and in  consideration  of the foregoing  and of the mutual  covenants of the
parties herein  contained,  and for other good and valuable  consideration,  the
receipt and sufficiency of which are hereby  acknowledged,  the parties agree as
follows:

1.   EMPLOYMENT. The Company hereby employs Executive to serve in the capacities
     described herein and Executive hereby accepts such employment and agrees to
     perform  the  services  described  herein  upon the  terms  and  conditions
     hereinafter set forth.

2.   TERM. The term of Executive's  employment  pursuant to this Agreement shall
     commence on the date hereof and shall terminate at the close of business on
     the fourth  anniversary  of the date  hereof,  which  period is referred to
     herein as the "Initial  Term." The Initial Term shall be subject to earlier
     termination  in accordance  with the other terms and  conditions  set forth
     herein. Upon the expiration of the Initial Term, the Executive's employment
     shall continue  automatically  for periods of twelve  calendar months (each
     such term being  referred to herein as an  "Additional  Term")  unless,  at
     least 30 days prior to the termination of the Initial Term or an Additional
     Term,  as the case may be, the Executive or the Company gives notice to the
     other of its intention to terminate the  Executive's  employment at the end
     of such Initial Term or Additional Term.

3.   DUTIES.  Executive  shall serve as and have the title of  President  of the
     Company. The Executive's  principal place of employment shall be in Taipei,
     Taiwan.  Executive agrees to devote his full business time, energy,  skills
     and best  efforts to such  employment  while so  employed.  Nothing in this
     Agreement  shall  preclude  Executive  from  engaging,  so long as,  in the
     reasonable determination of the Board of Directors,  such activities do not
     interfere with his duties and responsibilities hereunder, in charitable and
     community affairs, from managing any passive investment made by him or from
     serving,  subject to the prior  approval  of the Board of  Directors,  as a
     member of the board of directors or as a trustee of any other  corporation,
     association or entity.

4.   COMPENSATION.  The Company shall pay  Executive,  and  Executive  agrees to
     accept, (i) on the date hereof, US$____________ in common stock of NTI, par
     value $0.05 per share ("NTI Common Stock"),  which NTI Common Stock will be
     valued based on the average  closing price of one share of NTI Common Stock
     on The American  Stock  Exchange for the ten (10) trading days  immediately
     preceding the date hereof and will be subject to the restrictions set forth
     in that certain  Subscription  Agreement of even date herewith  between NTI
     and the Executive;  and (ii) base compensation ("Base Compensation") at the
     rate of  US$________  per month for the first year of the Initial Term, and
     US$____________  per  month  for  the  second  year  of the  Initial  Term.
     Executive's  Base  Compensation  will  be  increased  by 5% in  each of the
     remaining two years of the Initial Term. The Base Compensation specified in
     this Section 4 may be further  increased  annually  during the term of this
     Agreement in the sole discretion of the Compensation Committee of the Board
     of Directors.

5.   FRINGE BENEFITS.

          (a)  Generally.  Executive  shall  be  eligible  for  fringe  benefits
     pursuant  to any  health and  disability  insurance,  pension,  retirement,
     profit  sharing,  stock option,  or other employee fringe benefit plan that
     either the Company or NTI, makes available to their employees and for which
     Executive will qualify  according to his  eligibility  under the provisions
     thereof  without giving effect to  Executive's  prior years of service with
     OneofUs Limited Company ("OneofUs") for purposes of such eligibility.

          (b) Vacation, Holidays and Illness. During the term of this Agreement,
     Executive  shall be  entitled to days off with pay for  vacation  (not less
     than four weeks per year),  Taiwanese national  holidays,  illness or other
     appropriate purposes.

6.  EXPENSES.  Except as  otherwise  agreed to herein,  the  Executive  shall be
reimbursed  for all  usual  expenses  incurred  on  behalf  of the  Company,  in
accordance  with Company  practices  and  procedures,  provided  that  Executive
furnishes the Company with adequate  documentary evidence required by the United
States  Internal  Revenue  Code  (the  "Code")  or  any  regulation  promulgated
thereunder for the substantiation of such expenditures as a deductible  business
expense of the Company and not as deductible compensation to Executive.

7. TERMINATION.  The term of Executive's  employment under this Agreement may be
terminated  prior to  expiration  of the  Initial  Term or any  Additional  Term
provided in Section 2 hereof only in accordance with the following Sections.

          (a) For Cause.  This  Agreement may be  immediately  terminated by the
     Company for Cause.  For purposes of this Agreement,  the term "Cause" shall
     mean the  termination  of the  Executive  by the Board of  Directors of the
     Company as a result of the  existence or  occurrence  of one or more of the
     following conditions or events:
<PAGE>

               (i) a material  breach by the  Executive of any provision of this
          Agreement,  or the  willful  and  continued  failure of  Executive  to
          perform  his  duties  under his  employment  with the  Company,  which
          failure  or breach  shall  continue  for more than ten (10) days after
          written notice thereof is received by the Executive;

               (ii) performance by the Executive of any act of fraud or material
          misrepresentation or a material act of misappropriation  which results
          or is intended to result in  Executive's  Personal  Enrichment  at the
          expense of the  Company.  For  purposes  of this  Agreement,  the term
          "Personal  Enrichment"  shall mean  financial  gain over and above the
          salary,  bonus,  benefits or other  compensation to which Executive is
          otherwise entitled under this Agreement;

               (iii) conviction of the Executive of any crime which  constitutes
          a felony  offense  involving  violence  (but not involving a motorized
          vehicle) or fraud, embezzlement, theft or business activities;

               (iv) the entry of a judgment or order enjoining or preventing the
          Executive  from such  activities as are essential for the Executive to
          perform  his  services  as  required  by this  Agreement  unless  such
          judgment or order is the subject of an appeal or other  proceeding  to
          set it aside or modify  it and such  proceeding  is  timely  filed and
          being pursued with due diligence; or

               (v)  Executive has engaged in willful and  deliberate  conduct or
          activities  intended to materially damage the business of the Company,
          it being understood that neither conduct or activities pursuant to the
          Executive's   exercise  of  his  good  faith  business   judgment  nor
          unintentional  physical damage to properties by the Executive shall be
          a ground for such a determination.

          (b) With Good Reason. This Agreement may be immediately  terminated by
     the Executive  for Good Reason.  For purposes of this  Agreement,  the term
     "Good Reason" shall mean the termination by the Executive of his employment
     with the Company as a result of the  existence or occurrence of one or more
     of the following conditions or events:

               (i) the failure by the Company to comply with the  provisions  of
          Sections 4, 5 or 6 which  failure or breach  shall  continue  for more
          than ten (10) days after the date on which the Board of  Directors  of
          the Company receives written notice;

               (ii) the  requirement  by the Company that the Executive be based
          at any location outside of Taiwan;

               (iii) the reassignment by the Company of the Executive's material
          responsibilities   to  a  third  party  without  the  consent  of  the
          Executive; or

               (iv) the  Executive  is asked to (A) take any action which is, or
          which the Executive  considers based on an opinion of counsel to be, a
          violation  of law or (B) refrain  from  taking any action  required by
          law.
<PAGE>

          (c)  Mutual.  Executive's  employment  under  this  Agreement  may  be
     terminated upon mutual written  agreement of the Company and the Executive.
     (d) Death.  In the event of the death of Executive,  this  Agreement  shall
     terminate immediately.

          (e)  Disability.   If,  during   Executive's   employment  under  this
     Agreement,  Executive  shall  become  permanently  disabled  and  unable to
     perform  his duties as required  herein  ("Disability")  for a  consecutive
     period of one hundred eighty (180) days, then the Company many, upon thirty
     (30) days written  notice to Executive,  terminate  Executive's  employment
     under this Agreement.

8.  DEATH  AND  DISABILITY.  In the  event  of the  termination  of  Executive's
employment  under  this  Agreement  by  reason  of  the  Executive's   death  or
Disability,  the  Company  shall pay  Executive  (or his heirs  and/or  personal
representatives),  Base Compensation  through a date which is one year after the
date of Death or the date of termination  for Disability as provided in Sections
7(d) and 7(e), respectively.

9.  RESTRICTIVE  COVENANTS.  In  consideration  of the foregoing,  the Executive
agrees that the Executive shall not:

(a)  during the term of his employment  and, if the Company shall  terminate the
     Executive  for  Cause  or  if  the  Executive  voluntarily  terminates  his
     employment  with the Company  without Good Reason,  for a period of one (1)
     year following the date of termination (the "Noncompete Period"),  directly
     or indirectly,  alone or as a partner, joint venturer,  officer,  director,
     employee, consultant, agent, independent contractor, or security holder, of
     any  company or  business,  engage  in, or  finance,  or provide  financial
     assistance  with  respect to, any  business  activity  competitive  with or
     similar  to that  engaged  in by NTI,  Newco or any of their  subsidiaries,
     successors,  or assigns  (the "NTI  Companies")  as of the date hereof (the
     "NTI Business");  provided,  however, that the beneficial ownership of less
     than five percent (5%) of any class of  securities  of any entity  having a
     class  of  equity  securities  actively  traded  on a  national  securities
     exchange or over-the-counter  market shall not be deemed, in and of itself,
     to violate the prohibitions of this Section;

(b)  during  the  Noncompete  Period,  directly  or  indirectly,  (i) induce any
     customer of the Company or any NTI Company to patronize any business  which
     is directly or indirectly in competition with the NTI Business conducted by
     any of the NTI Companies;  (ii) canvass,  solicit or accept from any Person
     which  is a  customer  of the  NTI  Business  conducted  by any of the  NTI
     Companies,  any such  competitive  business,  provided,  however,  that the
     Executive  may cause  OneofUs to  furnish  replacement  products  to former
     customers of OneofUs for the sole purpose of  fulfilling  OneofUs'  product
     warranty obligations to such former customers,  if any; or (iii) request or
     advise any  customer or other  business  relationship  of the NTI  Business
     conducted by any of the NTI  Companies  to withdraw,  curtail or cancel any
     such person's business with the NTI Companies or their successors; and
<PAGE>

(c)  during the Noncompete Period, directly or indirectly, employ any person who
     was  employed  by the NTI  Companies,  or in any manner  seek to induce any
     employee of the NTI Companies to leave his or her employment.

10. CONFIDENTIAL INFORMATION. Executive recognizes and acknowledges that he will
have access to certain  confidential  information  of the Company and NTI and of
corporations  with  whom  the  Company  and  NTI  do  business,  and  that  such
information constitutes valuable, special and unique property of the Company and
NTI and such other corporations.  For the period of time which is the greater of
(i) the  fifth  anniversary  of the  date  hereof  or (ii) one  year  after  the
Executive  is no longer  employed  by the  Company  ("Confidentiality  Period"),
Executive  agrees not to disclose or use,  except in the discharge of his duties
and responsibilities  hereunder,  any such confidential  information,  including
without  limitation,   information  regarding  research,  developments,  product
designs  or  specifications,   manufacturing   processes,   "know-how,"  prices,
suppliers,  customers,  costs or any  knowledge or  information  with respect to
confidential  or  trade  secrets  of the  Company  or NTI.  Notwithstanding  the
preceding sentence, it is understood that such confidential information does not
include  information that is publicly  available unless such information  became
publicly  available  as a result of a breach of this  Section 10 or  information
that is required by law or the order of any  governmental  authority under color
of law to be  disclosed.  Executive  acknowledges  and  agrees  that all  notes,
records,  reports,  sketches,  plans,  unpublished  memoranda or other documents
belonging  to the  Company  or  NTI,  but  held  by  Executive,  concerning  any
information  relating to the Company or NTI's business,  whether confidential or
not, are the  property of the Company and NTI and will be promptly  delivered to
it upon Executive's leaving the employ of the Company.  Executive also agrees to
execute such confidentiality agreements that the Board may adopt, and may modify
from time to time,  as a standard  form to be executed by all  employees  of the
Company,  to the extent such standard forms are not materially more  restrictive
than the provisions of this Agreement.

11.  ACKNOWLEDGMENTS OF THE PARTIES.  The parties agree and acknowledge that the
restrictions contained in Sections 9 and 10 are reasonable in scope and duration
and are necessary to protect the NTI Companies. If any provision of Section 9 or
10 as applied to any party or to any  circumstance  is adjudged by a court to be
invalid or unenforceable, the same shall in no way affect any other circumstance
or the validity or enforceability  of any other provision of this Agreement.  If
any such provision,  or any part thereof, is held to be unenforceable because of
the duration of such  provision or the area covered  thereby,  the parties agree
that the court  making  such  determination  shall  have the power to reduce the
duration  and/or  area of such  provision,  and/or to delete  specific  words or
phrases,  and in its reduced form,  such provision shall then be enforceable and
shall be enforced. It is expressly acknowledged and agreed that the restrictions
contained  in  Sections 9 and 10 herein  shall  survive  and  continue  to be in
effect,  in  accordance  with the terms  hereof,  following  the  expiration  or
termination for any reason of the Executive's relationship with the Company. The
provisions  of Sections 9 and 10 shall be  construed as an agreement on the part
of  Executive  independent  of any  other  part of this  Agreement  or any other
agreement,  and the  existence  of any  claim or cause of  action  of  Executive
against the Company or the NTI Companies,  whether  predicated on this Agreement
or otherwise,  shall not constitute a defense to the  enforcement by the Company
of the provisions of Sections 9 or 10.
<PAGE>

12. INTELLECTUAL PROPERTY.

(a)  Executive  waives any right (including  personal or moral right),  title or
     interest  in and to  works of  authorship,  works-made-for-hire  and  other
     inventions,   patents,  trademarks,  service  marks,  trade  names,  logos,
     copyrights,   mask  works,  confidential  business  information  (including
     formulas,   compositions,   manufacturing  and  production   processes  and
     techniques, prototypes, technical data, design, drawings, diskettes, stored
     data, switch, application,  operating system, specifications,  lists of and
     data relating to, current,  prior and prospective  customers and suppliers,
     pricing and cost information,  business and marketing plans and proposals),
     computer  software  and  any  other  intellectual   property  conceived  or
     developed by Executive while working for OneofUs,  Newco or any NTI Company
     or  in  which  the  Executive  has  or  may  have  any  proprietary  rights
     ("Intellectual  Property"),  and hereby transfers any such right,  title or
     interest which the Executive has or may have in the  Intellectual  Property
     to the Company.

(b)  At all times, during and after Executive's employment with Newco, Executive
     shall not assert any right  (including any personal or moral right) against
     Newco or any NTI Company in and to any Intellectual Property.

13.  NOTICES.  Any notice required or permitted to be given under this Agreement
shall be sufficient if in writing and if sent by overnight  delivery  service to
the addresses  below or to such other address as either party shall designate by
written notice to the other:

If to the Executive:
To the address set forth below his signature on the signature page hereof.

If to the Company:
H. Irwin Levy
c/o nStor Technologies, Inc.
100 Century Boulevard
West Palm Beach, Florida 33417

14. ENTIRE AGREEMENT; MODIFICATION.

(a)  This Agreement  contains the entire agreement of the Company and Executive,
     and the  Company  and  Executive  hereby  acknowledge  and agree  that this
     Agreement   supersedes   any   prior   statements,    writings,   promises,
     understandings or commitments between the parties hereof.

(b)  No future oral  statements,  promises or  commitments  with  respect to the
     subject matter hereof,  or other purported  modification  hereof,  shall be
     binding upon the parties  hereto  unless the same is reduced to writing and
     signed by each party hereto.

15.  ASSIGNMENT.  The rights and obligations of the parties under this Agreement
shall  inure to the  benefit of and shall be  binding  upon the  successors  and
permitted assigns of the parties.  Neither party may assign his or its rights or
obligations  under this Agreement without the prior written consent of the other
party  provided,  however,  the Company may assign its rights and  delegate  its
obligations hereunder to any NTI Company without the prior consent of Executive.
<PAGE>

16.  TERMINATION.  All of the provisions of this Agreement  shall terminate upon
the  termination  of this  Agreement,  except  that  (i)  Section  9 shall  only
terminate upon the expiration of the  Noncompete  Period;  (ii) Section 10 shall
only  terminate  upon the  expiration  of the  Confidentiality  Period and (iii)
Section 12 shall survive the  termination of this Agreement to the extent of its
terms.

17. NO MITIGATION. The Executive shall not be required to mitigate the amount of
any payments due hereunder upon termination of Executive's employment by seeking
other  employment  or  otherwise,  nor shall the amount of any such  payments be
reduced by any employment by another  employer after  termination of Executive's
employment hereunder.

18. MISCELLANEOUS.

(a)  The section headings  contained herein are for reference  purposes only and
     shall not in any way  affect  the  meaning  or the  interpretation  of this
     Agreement.

(b)  The failure of any party to enforce any provision of this  Agreement  shall
     in no manner  affect the right to enforce  the same,  and the waiver by any
     party  of any  breach  of any  provision  of this  Agreement  shall  not be
     construed  to be a waiver by such  party of any  succeeding  breach of such
     provision or a waiver by such party of any breach of any other provision.

(c)  All written  notices  required in this Agreement shall be sent by overnight
     delivery service against receipt.

(d)  In the event any one or more of the provisions of this Agreement  shall for
     any  reason  be held  invalid,  illegal  or  unenforceable,  the  remaining
     provisions of this Agreement shall be unimpaired,  and the invalid, illegal
     or  unenforceable  provision  shall be  replaced  by a mutually  acceptable
     valid,  and enforceable  provision which comes closest to the intent of the
     parties.

(e)  The prevailing  party in any  litigation  brought to enforce the provisions
     contained in this  Agreement  shall be entitled to  reimbursement  from the
     nonprevailing party for reasonable attorneys' fees and expenses incurred in
     connection with such litigation, as well as interest on any judgment at the
     maximum interest rate allowed by applicable law.

(f)  This Agreement may be executed in any number of counterparts, each of which
     shall constitute an original and all of which together shall constitute one
     and the same instrument.

(g)  This  Agreement  shall be governed by and construed in accordance  with the
     laws of the State of Florida.

                        [SIGNATURES APPEAR ON NEXT PAGE]
<PAGE>

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

nSTOR TAIWAN, INC.

By:  /S/ Jack Jaiven
Name:  Jack Jaiven
Title: Vice President

EXECUTIVE


_____________________
Address:
<PAGE>




                                                                 EXHIBIT 10.2


January 17, 2000


Mr. Larry Hemmerich
10140 Mesa Rim Road
San Diego, CA 92121

Dear Larry:

This  letter  confirms  the  employment   arrangement   between  you  and  nStor
Technologies, Inc. (nStor):

Term: Two years (January 17, 2000 - January 16, 2002)

Position: President and CEO. You will devote full business time, energy,  skills
     and best efforts to such employment.

Compensation:

           Base:         $325,000 per year

           Bonus:        First year - $125,000
                         Second year - based on objectives set by the Board of
                                       Directors

Incentive:  10% of  net  pre-tax  earnings  based  upon  the  audited  financial
     statements  of nStor for 2001, to be paid within 15 days from the date such
     amount has been determined

StockOptions:  Effective on the date of commencement of employment,  you will be
     granted an option to purchase  1million shares of nStor common stock on the
     following terms:

          Exercise  price - $2.50 (which was slightly  above the average  market
     price  during  the  last  week of  December,  1999  when  the  terms of the
     employment arrangement were agreed to)

     Vesting   1/17/01   333,333 shares
               7/17/01   333,334 shares
               1/17/02   333,333 shares
<PAGE>

January 17, 2000
Mr. Larry Hemmerich
Page 2 of 2



          However,  if the  market  price  reached  $9.50 at any  time  prior to
     7/17/01,   500,000  shares  (less  what  is  already  vested)  will  become
     exercisable  immediately  or if the market price reaches $14.50 at any time
     prior to 1/17/02, all unvested options will become exercisable immediately.

          Expiration date: 1/17/10

Termination:  If the Board of  Directors  chooses to terminate  your  employment
     prior to 7/17/01, other than for cause (fraud or illegal acts), 50% of your
     options  will be  vested  and you will have  five  years  from that date to
     exercise them. If you  voluntarily  terminate your  employment,  or if your
     employment is terminated for cause,  you will only be entitled to your Base
     Compensation  earned  up to the  date of  termination.  If you  voluntarily
     terminate your employment,  all rights with respect to any then exercisable
     options  will  lapse  after  30  days  from  the  date  of  the   voluntary
     termination.  If your  employment is terminated for cause,  all rights with
     respect to any then exercisable options will lapse immediately.

Relocation  Reasonable  expenses  to  relocate  from Santa  Barbara to San Diego
Expenses:    area

Approved By:                            Very truly yours,


/s/  Larry Hemmerich               /s/ Jack Jaiven
_____________________________      _____________________________
Larry Hemmerich                     Jack Jaiven
                                    Vice President