EMPLOYMENT AGREEMENT

dated as of August 1, 1997 by and between
Alfa International Corp.
a New Jersey corporation, with its address at
50 South Buckhout Street
Irvington-On-Hudson
New York 10533 (the "Company")
and Frank J. Drohan (the "Employee") 
(the "Agreement")


RECITALS:

A  The Company desires to secure the services of Employee, and the 
Employee desires to furnish services to the Company, on the terms 
and conditions set forth in this Agreement.


B  This Agreement replaces and supersedes that certain employment 
agreement dated as of January 2, 1997 by and between the Employee 
and Alfa Acquisition Corp.a New York corporation and wholly owned 
subsidiary of the Company 



AGREEMENT:

In consideration of the mutual promises contained in this Agreement 
and other good and valuable consideration, the receipt  and 
sufficiency of which the parties acknowledge, the parties agree as 
follows:

1. Employment Term. The Company agrees to employ Employee, and 
Employee agrees to enter the Company's employment, for a period of 
five years commencing on August 1, 1997 (the "Employment Term"). 
Employee may terminate this Agreement at any time after two years 
after the first day of the Employment Term by giving the Company at 
least thirty days prior written notice.
 
2. Office and Duties. During the Employment Term, the Company shall 
employ Employee and Employee shall serve as the Company's President 
and Chief Executive Officer. In such capacity, Employee shall 
exercise all rights and powers of those offices as set forth in the 
Company's Articles of Incorporation and Bylaws. Employee also shall 
perform such other duties and exercise such powers as the Company's 
Board of Directors may reasonably require.

3. Extent of Service and Other Business Activities. Employee agrees 
that he shall devote a majority of his business time and attention 
to the Company's business and affairs. Nothing in this Agreement 
shall prevent Employee from directly or indirectly, engaging, 
participating, or investing in, or consulting or offering other 
services in connection with, or being employed by, any other 
business enterprise. During the Employment Term, Employee shall not 
directly or indirectly engage, participate, or invest in, or 
consult or offer other services in connection with, any business 
enterprise that competes with the Company's business.

4. Compensation. 

  4.1  Salary. In consideration of the services to be 
rendered by Employee, the Company agrees to pay Employee, and 
Employee agrees to accept, an annual salary of $100,000 during each 
year of the Employment Term. On each anniversary of the first day 
of the Employment Term, the Company shall increase the salary that 
the Company must pay Employee during the year following such 
anniversary by multiplying $100,000 by the following fraction: The 
fraction's denominator shall be the "consumer price index" in 
effect on the first day of the Employment Term and the fraction's 
numerator shall be the "consumer price index" in effect on the 
anniversary date on which Employee's salary is recomputed. For 
purposes of this paragraph 4.1, the "consumer price index" shall 
mean the "consumer price index" for all urban consumers--U.S. city 
average (all items; 1967 = 100 base) as published by the United 
States Bureau of Labor Statistics (or any successor agency) or any 
other index that the Bureau of Labor Statistics may employ in lieu 
of the "consumer price index". In no year shall the Company 
decrease Employee's salary prevailing at the end of the preceding 
year. The Company shall pay Employee's salary in accordance with 
the Company's regular payroll practices.

  4.2 	Bonus. For each of the Company's fiscal years that 
fall, in whole or in part, within the Employment Term, the Company 
shall pay Employee a bonus equal to ten percent of the Company's 
consolidated net income before taxes (i.e. including net income of 
any subsidiary companies, if any, which the Company may acquire at 
any time) in such fiscal year, as determined in accordance with 
generally accepted accounting principles. The Company shall pay 
each bonus within ninety days after its fiscal year ends. If the 
Employment Term begins on a day other than the first day of the 
Company's fiscal year, the bonus for fiscal years ending 
immediately after the beginning and the end of the Employment Term 
shall be prorated.

  4.3  Stock Options. Employee shall, in accordance with 
the terms and conditions of the "Alfa International Corp. 1987 
Stock Option Plan (the "Plan"), have the option to purchase up to 
50,000 shares of Alfa's $0.01 par value common stock (the "Alfa 
Common Stock") during each year of the Employment Term, at an 
exercise price equal to $1.00. Employee's right to purchase the 
aforesaid Alfa Common Stock shall be governed by the terms and 
conditions of the Plan, all of which are incorporated herein by 
reference. 

5. Employee Benefits.

  5.1  Insurance.  During the Employment Term, the Company 
shall, in accordance with then prevailing Company policy, provide 
Employee with health and life insurance coverage under its group 
policies, if and when such group policies come into effect. In 
addition the Company shall pay the premiums on Employee's 
Disability Insurance policy (currently approximately $2,962 
annually) and on the Employee's Life Insurance policy (currently 
approximately $2,400 annually).

  5.2  Other Benefits.  The Company shall provide Employee 
with any pension plan that the Company offers any of its executives 
at any time during the Employment Term. The Company shall offer 
such pension plan to Employee on the most favorable terms and under 
the most favorable conditions as such plan is offered to any other 
Company executive. 

  5.3  Deferred Compensation.  Subject to the approval 
of the Company's Board of Directors, Employee may, if offered to 
him by the Company and at his option, enter into a "Deferred 
Compensation Plan" with the Company whereby Employee may defer some 
portion of his compensation. The terms and conditions of any such 
Deferred Compensation Plan, if any, will control the rights and 
obligations of the parties thereto and will be determined by and 
approved by the Board of Directors of the Company.

6.  Expenses.  The Company agrees to pay, or reimburse 
Employee for, all travel, entertainment and other business expenses 
incurred or expended by Employee in performing his duties and 
responsibilities on behalf of the Company under this Agreement. 
Employee agrees to provide proof of the expenses for which he seeks 
reimbursement in accordance with the Company's present expense 
reporting policies.

7.  Vacations. Employee shall be entitled to and shall 
accrue vacation time at the rate of four weeks per year of the 
Employment Term. Employee's vacation time shall accumulate from 
year to year.

8.  Payments on Death.  In the event of Employee's death 
during the Employment Term and in addition to any payments to 
Employee's beneficiary or estate made with respect to any insurance 
contracts entered under the terms of this Agreement, the Company 
shall, irrespective of the expiration date of this Agreement, pay 
the personal representative of Employee's estate, the salary and 
bonus provided for in Paragraphs 4.1 and 4.2 through the end of the 
sixth month after the month in which Employee's death occurs.

9.   Termination of Employment.  The Company may terminate 
Employee's employment for cause upon thirty days written notice 
only if (i) Employee is convicted, by a court of competent and 
final jurisdiction, of any crime which constitutes a felony in the 
jurisdiction involved, (ii) Employee commits any material act of 
fraud against or materially breaches a fiduciary obligation to the 
Company, or (iii) Employee fails or refuses in any material respect 
to perform his material duties under this Agreement. If, for any 
reason, the Company terminates Employee's employment without cause, 
Employee shall be entitled to receive the salary provided for in 
paragraph 4.1, the bonus described in paragraph 4.2, the stock 
options described in paragraph 4.3, and the benefits (to the full 
extent not disallowed by the terms of their contracts) described in 
paragraph 5 until the end of the Employment Term.

10.Miscellaneous.

  10.1  Assignment.  This Agreement shall inure to the 
benefit of and shall be binding upon the heirs and personal 
representative of Employee and shall inure to the benefit of and be 
binding upon the Company and its successors and assigns. Neither 
party may assign, transfer, pledge, encumber, hypothecate or 
otherwise dispose of this Agreement or any of its or his rights 
hereunder without the prior written consent of the other party, and 
any such attempt to assign (other than the Company assigning this 
Agreement by operation of law in a merger), transfer, pledge, 
encumber or hypothecate without such consent shall be null and 
void.

  10.2  Governing Law.   This Agreement is executed and 
delivered in New York. The laws of the state of New York shall 
govern its validity, interpretation and enforcement.

  10.3  Attorney's Fees.  If a dispute arises from this 
Agreement, the prevailing party shall be entitled to collect its 
reasonable costs and expenses, including reasonable attorneys' 
fees, from the losing party.

10.4   Complete Agreement.  This Agreement supersedes any 
and all prior agreements and understandings between the parties 
with respect to the Company's employment of Employee and with 
respect to any subsidiary of the Company's employment of Employee 
and constitutes the complete understanding between the parties with 
respect to the Company's, or any of its subsidiaries', employment 
of Employee. No statement, representation, warranty or covenant 
made by either party with respect to Employee's employment will be 
binding unless expressly set forth in this Agreement. This 
Agreement may not be altered, modified or amended except by written 
instrument signed by each of the parties. Recital A and Recital B 
set forth in the beginning of this Agreement are incorporated 
herein as if set forth in the body of this Agreement.

  10.5  Counterparts.  The parties may execute this 
Agreement in counterparts, each of which shall constitute an 
original, but all of which together shall constitute one and the 
same instrument.

10.6  Headings.  The paragraph headings of this Agreement 
are for convenience of reference only and shall not expand, modify, 
limit or define the text of this Agreement.

10.7  Notices.  Any notice or other communication 
required or made under this Agreement shall be in writing and shall 
be delivered personally, telegraphed, or sent by registered, 
certified or express mail, postage prepaid, and shall be deemed 
given when so delivered personally, telegraphed, or, if mailed, two 
days after the date of mailing, to the recipient at the following 
address (or to such other address as the recipient may designate by 
giving written notice):


To Employee:  Frank J. Drohan
              119 Hartsdale Avenue
              Hartsdale, New York  10530



To the Company:   Alfa International Corp.
                  50 South Buckhout Street
                  Irvington-On-Hudson
                  New York 10533
                  ATT: President


10.8  Severability.   In the event that any one or more of 
the provisions of this Agreement shall be deemed to be invalid, 
illegal or unenforceable in any respect, in whole or in part, the 
validity, legality and enforceability of the remainder of the 
provisions of this Agreement shall not in any way be affected.

10.9  Waivers.   A written waiver, or successive written 
waivers, by either party of any breach or default by the other 
party of any of the terms and provisions of this Agreement, shall 
not operate as a waiver, or custom of waiver, of any other breach 
or default, whether similar to or different from the breach or 
default waived. No waiver shall be effective unless in writing and 
signed by the party to be charged.






Alfa International Corp.,                            Employee
a New Jersey corporation


By                                                By                       
      Charles P. Kuczynski                           Frank J. Drohan
      Vice-President &
      Secretary