<PAGE>

                                                                  Exhibit 10.45



                                 ALAN SCHUTZMAN
                               TERMS OF EMPLOYMENT
                                      WITH
                              CONCORD CAMERA CORP.


1)     POSITION

       Senior Vice President, General Counsel and Secretary

2)     EMPLOYER

       Concord Camera Corp., a New Jersey corporation (the "Company" or
       "Concord")

3)     TERM

       Three (3) years commencing effective as of September 15, 2003 (the
       "Effective Date") and ending on September 14, 2006, inclusive (the
       "Term"). Thereafter, the Term may be renewed or extended by mutual
       agreement of both parties in writing. The employment may be terminated by
       the Company in accordance with Section 12 below at any time during the
       Term.

4)     REPORTS TO

       Brian F. King, Senior Executive Vice President, or such other person or
       persons as the Senior Executive Vice President or the Chief Executive
       Officer may from time to time designate.

5)     COMPENSATION

       Salary: $275,000 per annum payable in accordance with the Company's
       normal payroll policies for employees. The aforesaid salary amount is to
       be reviewed on an annual basis, with the first review taking place on or
       about January 2005 and each January thereafter.

       Car allowance: $1,000 per month.

6)     EXPENSE REIMBURSEMENT

       The Company will reimburse the employee for all reasonable documented
       expenses necessarily incurred in the performance of the employee's
       duties.

7)     VACATION

       In addition to the Company's regularly scheduled holidays, the employee
       may take fifteen (15) work days of paid vacation per year, subject in
       each instance to his supervisor's prior approval. The employee will
       provide the Company with 30 days' prior written notice of each request
       for vacation.

8)     EXECUTIVE COMPENSATION PLANS

       Subject to the terms and conditions of such plans, the employee is
       eligible to participate in the Company's Amended and Restated 1995 Annual
       Incentive Compensation Plan, the Company's Long Term Cash Incentive Plan,
       and the Company's Flexible Perquisite Spending Account

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Alan Schutzman
Terms of Employment
Page 2



       Program, in each case as the same may be amended from time to time. The
       foregoing plans/program as currently in effect are attached hereto as
       Exhibits C, D and E, respectively.

9)     ADDITIONAL COMPENSATION

       In exchange for and subject to employee's compliance with the terms and
       conditions of his employment including, without limitation, the promises
       and representations contained herein, he shall receive a single payment
       in the amount of $100,000 (the "Additional Compensation") payable within
       15 business days of the Effective Date. If, during the Term, the Company
       terminates the employee's employment for Cause (as defined herein) or the
       employee resigns from his employment, employee shall be required to repay
       all or part of the Additional Compensation to the Company in accordance
       with the following schedule:

                  $100,000 if separated prior to the 1st year anniversary of the
                  Effective Date;

                  $66,666 if separated after the 1st but before the 2nd year
                  anniversary of the Effective Date; and

                  $33,333 if separated after the 2nd but before the 3rd year
                  anniversary of the Effective Date.

       By way of illustration, if employee resigns from his employment after the
       1st but before the 2nd year anniversary of the Effective Date, he shall
       be required to repay $66,666 to the Company. Employee shall satisfy any
       such repayment obligation by tendering the full amount owed to the
       Company within ten (10) business days from the last date of his
       employment. If, when the employee's repayment obligation becomes due, the
       Company owes him any sums (including, without limitation, any salary,
       bonus, auto allowance or other payments or benefits), the Company, at its
       sole discretion, may elect to set-off such sums from the employee's
       repayment obligation; in such event, the Company shall notify the
       employee of the Company's election, provide to employee a written
       computation of the set-off amount, and require the employee to pay the
       reduced amount.

10)    OPTIONS

       Subject to approval by the Compensation and Stock Option Committee of the
       Board of Directors of Concord, no sooner than the Effective Date the
       employee will be granted the following option to purchase up to 60,000
       shares of the common stock of Concord (subject to the employee's
       continued employment):

                  with vesting as to 20,000 shares on the 1st year anniversary
                  of the Effective Date;
                  with vesting as to 20,000 shares on the 2nd year anniversary
                  of the Effective Date; and
                  with vesting as to 20,000 shares on the 3rd year anniversary
                  of the Effective Date.

       The exercise price per share of the option shall be the record share
       price as of the close of business on the date of grant. The option will
       not be intended to qualify as an incentive stock option and shall be: (1)
       subject to the terms and conditions of Concord's standard option
       agreement, except that it will provide for immediate vesting as to all
       shares underlying the option if there is a change in control of the
       Company; and (2) conditioned upon the employee's execution and delivery
       of said agreement, as of the grant date. The grant of the aforesaid
       option does not establish any right of continued employment.


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Alan Schutzman
Terms of Employment
Page 3

11)      BENEFITS

       The employee shall be eligible to receive the following benefits, as same
       are made generally available to Company employees who participate in
       these plans, with contributions, as applicable, to be made by the
       employee and/or the Company consistent with the applicable plan(s):

       o    Life insurance at a rate of two (2) times base salary

       o    Medical and Dental insurance

       o    Disability Insurance

       o    401K Plan

       To the extent that the Company in its sole discretion modifies or
       terminates any of the foregoing plans or benefits, the employee shall be
       subject to said changes.

12)    TERMINATION

       The Company may terminate the employee for cause at any time without
       notice. "Cause" shall mean: (i) continued failure to obey reasonable
       instructions of the person(s) to whom the employee reports; (ii)
       continued neglect of duties and responsibilities; (iii) willful
       misconduct; (iv) fraud or dishonesty; (v) any action in bad faith which
       is to the detriment of the Company and/or any of its subsidiaries or
       affiliates; (vi) failure to comply with any of the provisions set forth
       in Exhibit A; or (vii) failure to comply with the Code of Conduct annexed
       as Exhibit B.

       The Company may terminate the employee's employment at any time for any
       reason by giving the employee 30 days' written notice. In the event the
       Company elects to terminate pursuant to this provision, it may at its
       option request employee to remain in its employment during the 30 day
       period following delivery of notice of termination, provided that the
       Company shall continue to provide the employee with his normal and
       customary compensation and benefits as prescribed in Sections 5, 7, 8, 9
       and 11. Alternatively, the Company may require the employee to cease
       working at any time during the 30-day notice period. If: (i) the Company
       terminates the employee's employment without cause (as defined above in
       this Section) whether during the Term or at any time after the expiration
       of the Term; or (ii) the employee terminates his employment with Concord
       after the expiration of the Term (but not before), then the employee will
       be paid for a total of one (1) year (post-employment compensation),
       excluding any portion of the 30-day notice period for which the employee
       remained in the Company's employment, at the then effective compensation
       provided for in Section 5. The portions of such post-employment
       compensation that are related to the employee's salary and auto allowance
       will be paid in installments (net of required withholding) in accordance
       with the Company's normal payroll schedule for executives. The Company's
       obligation to pay any such post-employment compensation is conditioned
       upon the employee's prior and continued compliance with the provisions of
       this Agreement including, but not limited to, Section 13 and Exhibit A.


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Alan Schutzman
Terms of Employment
Page 4

       In the event that the employee's employment terminates for any reason at
       all, voluntarily or involuntary, benefits provided to the employee will
       terminate as of the last day of employment unless otherwise specified in
       any employee benefit plan or unless otherwise specified as a matter of
       law.

13)    CONFIDENTIALITY AND INTELLECTUAL PROPERTY; NON-COMPETE; CODE OF CONDUCT

       Annexed hereto as Exhibits A and B, respectively, are provisions
       applicable to the employee which are incorporated herein by reference and
       are part of this Agreement. As consideration for the covenants of
       employee set forth in Exhibit A, the Company hereby employs or continues
       to employ employee and employee hereby accepts employment or continued
       employment upon the terms and conditions contained herein. The employee
       acknowledges and agrees that the provisions set forth in Exhibits A and B
       do not affect the Company's ability to terminate the employee at any time
       with or without cause. If a provision set forth in this Term Sheet(1)
       conflicts with a provision set forth in one or both of the exhibits, then
       the provisions of this Term Sheet shall govern. The obligations set forth
       in Exhibits A and B shall survive any termination of the employee's
       employment and/or any termination or expiration of this Agreement.

       In the event the employee fails to comply with any of the terms or
       conditions of Exhibit A or B (as same may be modified in this Term
       Sheet), all stock options granted by Concord, pursuant to this Agreement
       or otherwise, are thereby forfeited regardless of whether such options
       have vested.

14)    REPRESENTATION BY EMPLOYEE

       Employee acknowledges and represents that he is not subject to any
       agreement or understanding, oral or written, direct or indirect, which
       would in any way prohibit, interfere with, restrict or limit: (a) the
       employee's employment by the Company (or any of its subsidiaries or
       affiliates); or (b) any activities contemplated as part of the employee's
       employment hereunder. The foregoing would include, but not be limited to,
       any agreement or covenant relating to non-competition, non-solicitation,
       confidentiality and/or non-interference. If the employee has ever signed
       or been subject to one or more agreements of the nature described above,
       the employee promptly disclosed them to the Company and provided the
       Company with complete copies of them.

---------------------
         (1) As used herein, "Term Sheet" means the portion of these Terms of
Employment up through and including the signature page. The "Agreement" or
"Terms of Employment" means the Term Sheet together with all exhibits and
schedules to the same.





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Alan Schutzman
Terms of Employment
Page 5

15)    ACKNOWLEDGMENT OF REPRESENTATION BY COUNSEL

       Employee acknowledges that he has been represented by independent counsel
       or has knowingly waived his right to be represented by independent
       counsel with respect to this Agreement and the subject matter hereof.

16)    INDEMNIFICATION

       The employee agrees to indemnify the Company and its subsidiaries and
       affiliates against any damages, claims, expenses or costs, including
       attorneys fees, incurred by any of them relating directly or indirectly
       to any act or omission of the employee outside of the scope of the
       employee's duties and responsibilities as an employee of the Company.

17)    ENTIRE AGREEMENT

       This Agreement (which includes all schedules and exhibits to same)
       contains the entire understanding and agreement among and between the
       parties and supersedes any prior understandings or agreements, oral or
       written, between them relating to the subject matter hereof. Any
       amendments to this Agreement must be in writing, signed by the parties
       affected by the amendment.

18)    SEVERABILITY

       If any provision of this Agreement is held breached, illegal, invalid or
       unenforceable, such provision shall be deemed severed and the remainder
       of this Agreement will remain binding on the parties as though the
       breached, illegal, invalid or unenforceable provision had not been
       included.

19)    ATTORNEYS' FEES

       If any action at law or in equity is brought to enforce the provisions of
       this Agreement, the prevailing party shall be entitled to reasonable
       attorneys' fees, whether at pretrial, trial or appellate levels, which
       may be set by the court in the same action or in a separate action for
       that purpose, including reasonable costs and fees awarded in such action,
       in addition to any other relief to which the party may be entitled.

20)    GOVERNING LAW

       This Agreement and the employment of the employee shall be governed by
       the laws of the State of Florida. Any litigation related to or arising
       out of this Agreement shall be brought in the state or federal courts of
       the State of Florida, or in the event the Company moves its principal
       place of business from the State of Florida, in the state or federal
       courts of the state of such other principal place of business. The
       parties agree that service of process may be effected by certified or
       registered mail, return receipt requested, or by regular mail if
       certified or registered mail is refused. The parties hereto agree to
       waive, and do hereby waive, trial by jury. The employee agrees and
       acknowledges that in the event of his or her violation of any term or
       condition of this Agreement that the Company will have no adequate remedy
       at law and shall, therefore, be entitled to enforce any provision hereof
       by temporary or permanent injunctive or mandatory relief obtained in any
       court of competent jurisdiction without the necessity of proving damage
       or posting any bond or other security and without prejudice to any other
       remedies that may be available to the Company at law or in equity.

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Alan Schutzman
Terms of Employment
Page 6

ACCEPTED AND AGREED:                        ACCEPTED AND AGREED:

EMPLOYEE                                    CONCORD CAMERA CORP.


   /s/  Alan Schutzman                      By:    /s/  Brian F. King
-----------------------------                    -------------------------------
Alan Schutzman                                   Brian F. King
                                                 Senior Executive Vice President

Date:      9/15/03                          Date:     9/15/03
     ------------------------                    -------------------------------



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                                                                     EXHIBIT A
                                                                     ---------



               CONFIDENTIALITY/INTELLECTUAL PROPERTY RESTRICTIONS
                                 AND NON-COMPETE

















                  Incorporated by reference to the Company's quarterly report on
                  Form 10-K for the fiscal year ended June 28, 2003 which
                  Confidentiality/Intellectual Prorty Restrictions and
                  Non-Compete, dated February 12, 2001, was filed as part of
                  Exhibit 10.41.







Rev. February 12, 2001


<PAGE>


                                                                      EXHIBIT B
                                                                      ---------





                              CONCORD CAMERA CORP.



                                 CODE OF CONDUCT







                  Incorporated by reference to the Company's quarterly report on
                  Form 10-Q for the quarter ended March 29, 2003 which Code of
                  Conduct, dated January 12, 2003, was filed as part of Exhibit
                  10.2.








Revised 01/12/03


<PAGE>



                     AMENDMENT NO. 1 TO TERMS OF EMPLOYMENT
                                       OF
                                 ALAN SCHUTZMAN
                                      WITH
                              CONCORD CAMERA CORP.

         AMENDMENT NO. 1, dated January 23, 2004, to Terms of Employment dated
as of September 15, 2003 (the "Agreement"), by and between CONCORD CAMERA CORP.
(the "Company") and ALAN SCHUTZMAN (the "employee").

         FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of
which is hereby acknowledged, and whereas the employee has voluntarily returned
the Additional Compensation to the Company, the Agreement is hereby amended as
follows, effective as of September 15, 2003:

         1.   Section 9 of the Agreement (entitled "Additional Compensation") is
hereby deleted and replaced in its entirety with the following:

         "9)  DEFERRED COMPENSATION

              The employee shall receive a one-time grant of deferred
              compensation equal to $100,000 and the entire amount shall be
              deposited by the Company into a deferred compensation account
              created for this purpose. The deferred compensation shall
              vest, so long as the employee continues to be employed by the
              Company, in the following installments: (i) as to $33,334 on
              September 15, 2004; (ii) as to $33,333 on September 15, 2005;
              and (iii) as to $33,333 on September 15, 2006, provided,
              however, that the entire amount of the deferred compensation
              shall immediately vest: (a) upon a change in control, or (b)
              if the employee's employment is terminated as a result of the
              employee's death or disability, or by the Company without
              "cause" (as defined in Section 12 below). The Company shall
              adopt a supplemental executive retirement plan ("SERP") for
              the benefit of the employee, setting forth the terms and
              conditions under which the deferred compensation will be paid
              to the employee. The definition of "Change in Control" to be
              used in the employee's SERP shall be substantially similar to
              that which is used in the SERP in effect between Brian F. King
              and the Company."

         2.   Unless otherwise provided herein, all capitalized terms shall have
the meaning assigned to such terms in the Agreement. Except as hereby amended,
the Agreement shall continue in full force and effect.

         IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 1
effective as of the date first above written.

EMPLOYEE:                                       CONCORD CAMERA CORP.


     /s/  Alan Schutzman                        By:      /s/ Ira B. Lampert
----------------------------                       -----------------------------
Alan Schutzman                                     Ira B. Lampert, Chairman,
                                                   Chief Executive Officer
                                                   and President

Date:      1/23/04                              Date:        2/18/04
     ------------------------                        ---------------------------