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                           ANGELICA CORPORATION
                           EMPLOYMENT AGREEMENT
                           --------------------


             This agreement ("Agreement") has been entered into this
27th day of November, 1996, by and between Angelica Corporation, a
Missouri corporation ("Company"), and Theodore M. Armstrong, an
individual ("Executive").

                                 RECITALS

             The Board of Directors of the Company (the "Board") has
determined that it is in the best interests of the Company and its
stockholders to reinforce and encourage the continued attention and
dedication of the Executive to the Company as a member of the
Company's management and to assure that the Company will have the
continued dedication of the Executive, notwithstanding the
possibility or occurrence of a Triggering Transaction (as defined
below) with respect to the Company or any of its Operating Lines of
Business (as defined below).  The Board desires to provide for the
continued employment of the Executive on terms competitive with
those of other corporations, and the Executive is willing to
rededicate himself and continue to serve the Company.
Additionally, the Board believes it is imperative to diminish the
inevitable distraction of the Executive by virtue of the personal
uncertainties and risks created by a potential or pending
Triggering Transaction and to encourage the Executive's full
attention and dedication to the Company currently and in the event
of any potential or pending Triggering Transaction, and to provide
the Executive with compensation and benefits arrangements upon any
breach of this Agreement by the Company or upon a termination of
employment either immediately prior to or after a Triggering
Transaction which ensure that the compensation and benefits
expectations of the Executive will be satisfied.  Therefore, in
order to accomplish these objectives, the Board has caused the
Company to enter into this Agreement.

                         IT IS AGREED AS FOLLOWS:

SECTION 1:   DEFINITIONS AND CONSTRUCTION.

             1.1   DEFINITIONS. For purposes of this Agreement, the
following words and phrases, whether or not capitalized, shall have
the meanings specified below, unless the context plainly requires
a different meaning.

                   1.1(a)   "ACCRUED COMPENSATION" has the meaning set
                   forth in Section 4.5 of this Agreement.

                   1.1(b)   "ACCRUED OBLIGATIONS" has the meaning set
                   forth in Section 4.1(a) of this Agreement.

                   1.1(c)   "ANNUAL BASE SALARY" has the meaning set forth
                   in Section 2.4(a) of this Agreement.

                   1.1(d)   "BOARD" means the Board of Directors of the
                            Company.

                   1.1(e)   "CAUSE" has the meaning set forth in Section
                   3.3 of this Agreement.


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                   1.1(f)   "CHANGE IN CONTROL" means:

                            (i)   The acquisition by any individual, entity or
                            group, or a Person (within the meaning of Section
                            13(d)(3) or 14(d)(2) of the Exchange Act) of
                            ownership of 30% or more of either (a) the then
                            outstanding shares of common stock of the Company
                            (the "Outstanding Company Common Stock") or
                            (b) the combined voting power of the then
                            outstanding voting securities of the Company
                            entitled to vote generally in the election of
                            directors (the "Outstanding Company Voting
                            Securities"); or

                            (ii)  Individuals who, as the date hereof,
                            constitute the Board (the "Incumbent Board")
                            cease for any reason to constitute at least a
                            majority of the Board; provided, however, that
                                                   -----------------
                            any individual becoming a director subsequent to
                            the date hereof whose election, or nomination for
                            election by the Company's stockholders, was
                            approved by a vote of at least a majority of the
                            directors then comprising the Incumbent Board
                            shall be considered as though such individual
                            were a member of the Incumbent Board, but
                            excluding, as a member of the Incumbent Board,
                            any such individual whose initial assumption of
                            office occurs as a result of either an actual or
                            threatened election contest (as such terms are
                            used in Rule l4a-11 of Regulation l4A promulgated
                            under the Exchange Act) or other actual or
                            threatened solicitation of proxies or consents by
                            or on behalf of a Person other than the Board; or

                            (iii) Approval by the stockholders of the
                            Company of a reorganization, merger or
                            consolidation, in each case, unless, following
                            such reorganization, merger or consolidation,
                            (a) more than 50% of, respectively, the then
                            outstanding shares of common stock of the
                            corporation resulting from such reorganization,
                            merger or consolidation and the combined voting
                            power of the then outstanding voting securities
                            of such corporation entitled to vote generally in
                            the election of directors is then beneficially
                            owned, directly or indirectly, by all or
                            substantially all of the individuals and entities
                            who were the beneficial owners, respectively, of
                            the Outstanding Company Common Stock and
                            Outstanding Company Voting Securities immediately
                            prior to such reorganization, merger or
                            consolidation in substantially the same
                            proportions as their ownership, immediately prior
                            to such reorganization, merger or consolidation,
                            of the Outstanding Company Common Stock and
                            Outstanding Company Voting Securities, as the
                            case may be, (b) no Person beneficially owns,
                            directly or indirectly, 30% or more of,
                            respectively, the then outstanding shares of
                            common stock of the corporation resulting from
                            such reorganization, merger or consolidation or
                            the combined voting power of the then outstanding
                            voting securities of such corporation, entitled
                            to vote generally in the election of directors
                            and (c) at least a majority of the members of the
                            board of directors of the corporation resulting
                            from such reorganization, merger or consolidation
                            were members of the Incumbent Board at the time
                            of the execution of the initial agreement
                            providing for such reorganization, merger or
                            consolidation; or

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                            (iv)  Approval by the stockholders of the Company
                            of (a) a complete liquidation or dissolution of
                            the Company or (b) the sale or other disposition
                            of all or substantially all of the assets of the
                            Company, other than to a corporation, with
                            respect to which following such sale or other
                            disposition, (1) more than 50% of, respectively,
                            the then outstanding shares of common stock of
                            such corporation and the combined voting power of
                            the then outstanding voting securities of such
                            corporation entitled to vote generally in the
                            election of directors is then beneficially owned,
                            directly or indirectly, by all or substantially
                            all of the individuals and entities who were the
                            beneficial owners, respectively, of the
                            Outstanding Company Common Stock and Outstanding
                            Company Voting Securities immediately prior to
                            such sale or other disposition in substantially
                            the same proportion as their ownership,
                            immediately prior to such sale or other
                            disposition, of the Outstanding Company Common
                            Stock and Outstanding Company Voting Securities,
                            as the case may be, (2) no Person beneficially
                            owns, directly or indirectly, 30% or more of,
                            respectively, the then outstanding shares of
                            common stock of such corporation and the combined
                            voting power of the then outstanding voting
                            securities of such corporation entitled to vote
                            generally in the election of directors and (3) at
                            least a majority of the members of the board of
                            directors of such corporation were members of the
                            Incumbent Board at the time of the execution of
                            the initial agreement or action of the Board
                            providing for such sale or other disposition of
                            assets of the Company.

                   1.1(g)   "COMPANY" has the meaning set forth in the
                   first paragraph of this Agreement and, with regard to
                   successors, in Section 6.2 of this Agreement.

                   1.1(h)   "CODE" shall mean the Internal Revenue Code of
                   1986, as amended.

                   1.1(i)   "CURRENT TARGET BONUS" has the meaning set
                   forth in Section 4.1(a) of this Agreement.

                   1.1(j)   "DATE OF TERMINATION" has the meaning set
                   forth in Section 3.6 of this Agreement.

                   1.1(k)   "DISABILITY" has the meaning set forth in
                   Section 3.2 of this Agreement.

                   1.1(l)   "DISABILITY EFFECTIVE DATE" has the meaning
                   set forth in Section 3.2 of this Agreement.

                   1.1(m)   "DISPOSITION OF A MAJOR PART" means:

                            (i)   when used with reference to the stock of an
                            Operating Line of Business that is or becomes a
                            separate corporation, limited liability
                            corporation, partnership or other business
                            entity, the sale, exchange, transfer,
                            distribution or other disposition of the
                            ownership, either beneficially or of record or
                            both, by the Company of more than 50% of either
                            (a) the then outstanding shares of common stock
                            (or the equivalent equity interests) of such
                            Operating Line of Business, or (b) the combined
                            voting power of the then outstanding voting

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                            securities of such Operating Line of Business
                            entitled to vote generally in the election of the
                            Board or the equivalent governing body of the
                            Operating Line of Business;

                            (ii)  when used with reference to the merger or
                            consolidation of an Operating Line of Business
                            that is or becomes a separate corporation,
                            limited liability corporation, partnership or
                            other business entity, any such transaction that
                            results in the Company owning, either
                            beneficially or of record or both, less that 50%
                            of either (a) the then outstanding shares of
                            common stock (or the equivalent equity interests)
                            of such Operating Line of Business, or (b) the
                            combined voting power of the then outstanding
                            voting securities of such Operating Line of
                            Business entitled to vote generally in the
                            election of the Board or the equivalent governing
                            body of the Operating Line of Business; or

                            (iii) when used with reference to the assets of
                            an Operating Line of Business, the sale,
                            exchange, transfer, liquidation, distribution or
                            other disposition of assets of such Operating
                            Line of Business (a) having a fair market value
                            (as determined by the Incumbent Board)
                            aggregating more than 50% of the aggregate fair
                            market value of all of the assets of such
                            Operating Line of Business as of the Triggering
                            Transaction Date, (b) accounting for more than
                            50% of the aggregate book value (net of
                            depreciation and amortization) of all of the
                            assets of such Operating Line of Business, as
                            would be shown on a balance sheet for such
                            Operating Line of Business, prepared in
                            accordance with generally accepted accounting
                            principles then in effect, as of the Triggering
                            Transaction Date; or (c) accounting for more than
                            50% of the net income of such Operating Line of
                            Business, as would be shown on an income
                            statement, prepared in accordance with generally
                            accepted accounting principles then in effect,
                            for the 12 months ending on the last day of the
                            month immediately preceding the month in which
                            the Triggering Transaction Date occurs.

                   1.1(n)   "EFFECTIVE DATE" means the date of this
                   Agreement.

                   1.1(o)   "EMPLOYMENT PERIOD" means the period beginning
                   on the Effective Date and ending on the later of (i)
                   December 31, 1999, or (ii) December 31 of any
                   succeeding fiscal year during which notice is given by
                   either party (as described in Section 1.1(dd) of this
                   Agreement) of such party's intent not to renew this
                   Agreement.

                   1.1(p)   "EXCHANGE ACT" means the Securities Exchange
                   Act of 1934, as amended.

                   1.1(q)   "EXCISE TAX" has the meaning set forth in
                   Section 4.2(e) of this Agreement.

                   1.1(r)   "GOOD REASON" has the meaning set forth in
                   Section 3.4 of this Agreement.

                   1.1(s)   "GROSS-UP PAYMENT" has the meaning set forth
                   in Section 4.2(i) of this Agreement.

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                   1.1(t)   "INCENTIVE BONUS" has the meaning set forth in
                   Section 2.4(b) of this Agreement.

                   1.1(u)   "INCUMBENT BOARD" has the meaning set forth in
                   Section 1.1(f)(ii) of this Agreement.

                   1.1(v)   "NOTICE OF TERMINATION" has the meaning set
                   forth in Section 3.5 of this Agreement.

                   1.1(w)   "OPERATING LINES OF BUSINESS" means the
                   following lines of business of the Company, whether
                   operated as a division or as a separate subsidiary: (i)
                   textile rental and laundry services, which provides
                   textiles and laundry services, principally to health
                   care institutions, and, to a more limited extent, to
                   hotels, casinos, motels and restaurants in or near
                   major metropolitan areas of the United States; (ii)
                   uniform and business apparel manufacturing and
                   marketing, which manufactures and sells uniforms and
                   business apparel to a wide variety of institutions and
                   businesses in the United States, Canada and the United
                   Kingdom; and (iii) retail specialty stores, which
                   operates a nationwide chain of specialty retail stores
                   primarily for a clientele of nurses and other health
                   care professionals.

                   1.1(x)   "OTHER BENEFITS" has the meaning set forth in
                   Section 4.1(d) of this Agreement.

                   1.1(y)   "OUTSTANDING COMPANY COMMON STOCK" has the
                   meaning set forth in Section 1.1(f)(i) of this
                   Agreement.

                   1.1(z)   "OUTSTANDING COMPANY VOTING SECURITIES" has
                   the meaning set forth in Section 1.1(f)(i) of this
                   Agreement.

                   1.1(aa)  "PAYMENT" has the meaning set forth in Section
                   4.2(i) of this Agreement.

                   1.1(bb)  "PERSON" means any "person" within the meaning
                   of Sections 13(d) and 14(d) of the Exchange Act.

                   1.1(cc)  "SUPPLEMENTAL PLAN" has the meaning set forth
                   in Section 4.2(e) of this Agreement.

                   1.1(dd)  "TERM" means the period that begins on the
                   Effective Date and ends on the earlier of: (i) the Date
                   of Termination as defined in Section 3.6 of this
                   Agreement, or (ii) the close of business on the later
                   of December 31, 1999 or December 31 of any renewal term
                   as set forth in Section 2.1 of this Agreement.

                   1.1(ee)  "TRIGGERING TRANSACTION" means (i) a Change in
                   Control of the Company or (ii) a Disposition of a Major
                   Part of two or more of the Company's Operating Lines of
                   Business.

                   1.1(ff)  "TRIGGERING TRANSACTION DATE" shall mean the
                   date of the Triggering Transaction.

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             1.2   GENDER AND NUMBER.  When appropriate, pronouns in
this Agreement used in the masculine gender include the feminine
gender, words in the singular include the plural, and words in the
plural include the singular.

             1.3   HEADINGS.  All headings in this Agreement are
included solely for ease of reference and do not bear on the
interpretation of the text.  Accordingly, as used in this
Agreement, the terms "Article" and "Section" mean the text that
accompanies the specified Article or Section of the Agreement.

             1.4   APPLICABLE LAW.  This Agreement shall be governed by
and construed in accordance with the laws of the State of Missouri,
without reference to its conflict of law principles.

SECTION 2:   TERMS AND CONDITIONS OF EMPLOYMENT.

             2.1   PERIOD OF EMPLOYMENT.  The Executive shall remain in
the employ of the Company throughout the Term of this Agreement in
accordance with the terms and provisions of this Agreement.  This
Agreement will automatically renew for annual one-year periods
unless either party gives the other written notice, by September
30, 1999, or September 30 of any succeeding year, of such party's
intent not to renew this Agreement.

             2.2   POSITIONS AND DUTIES.

             2.2(a)   Throughout the Term of this Agreement, the
             Executive shall serve as Senior Vice President - Finance
             and Administration and Chief Financial Officer subject to
             the reasonable directions of the Board.  The Executive
             shall have such authority and shall perform such duties as
             are substantially similar to the authority and duties
             assigned to him on the Effective Date, subject to the
             control exercised by the Board from time to time.

             2.2(b)   Throughout the Term of this Agreement (but
             excluding any periods of vacation and sick leave to which
             the Executive is entitled), the Executive shall devote
             reasonable attention and time during normal business hours
             to the business and affairs of the Company and shall use
             his reasonable best efforts to perform faithfully and
             efficiently such responsibilities as are assigned to him
             under or in accordance with this Agreement; provided that,
             it shall not be a violation of this paragraph for the
             Executive to (i) serve on corporate, civic or charitable
             boards or committees, (ii) deliver lectures or fulfill
             speaking engagements, or (iii) manage personal
             investments, so long as such activities do not
             significantly interfere with the performance of the
             Executive's responsibilities as an employee of the Company
             in accordance with this Agreement or violate the Company's
             conflict of interest policy as in effect immediately prior
             to the Effective Date.

             2.3   SITUS OF EMPLOYMENT. Throughout the Term of this
Agreement, the Executive's services shall be performed at the
location where the Executive was employed immediately prior to the
Effective Date, or any office of the Company which is located in
the greater St. Louis area.

             2.4   COMPENSATION.

             2.4(a)   ANNUAL BASE SALARY.  For the first calendar year
             within the Term of this Agreement, the Executive shall
             receive an annual base salary ("Annual Base Salary") of
             one hundred and sixty-four thousand dollars ($164,000),
             which shall be paid in equal or

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             substantially equal semi-monthly installments.  During
             the Term of this Agreement, the Annual Base Salary
             payable to the Executive shall be reviewed at least
             annually and shall be increased at the discretion of the
             Board or the Compensation Committee of the Board but
             shall not be reduced.

             2.4(b)   INCENTIVE BONUSES.  In addition to Annual Base
             Salary, the Executive shall be awarded the opportunity to
             earn an incentive bonus on an annual basis ("Incentive
             Bonus") under any incentive compensation plan which are
             generally available to other peer executives of the
             Company.  During the Term of this Agreement, the annual
             target Incentive Bonus which the Executive will have the
             opportunity to earn shall be reviewed at least annually
             and be increased at the discretion of the Board or the
             Compensation Committee of the Board, but in no case shall
             such target annual Incentive Bonus which the Executive
             will have the opportunity to earn be reduced below
             Seventy-Eight Thousand Dollars ($78,000) and, further, in
             no event shall the Executive receive less than 50% of such
             annual target Incentive Bonus.

             2.4(c)   INCENTIVE, SAVINGS AND RETIREMENT PLANS.
             Throughout the Term of this Agreement, the Executive shall
             be entitled to participate in all incentive, savings and
             retirement plans generally available to other peer
             executives of the Company.

             2.4(d)   WELFARE BENEFIT PLANS.  Throughout the Term of
             this Agreement (and thereafter, subject to Sections 4.1(c)
             and 4.2(g) hereof), the Executive and/or the Executive's
             family, as the case may be, shall be eligible for
             participation in and shall receive all benefits under
             welfare benefit plans, practices, policies and programs
             provided by the Company (including, without limitation,
             medical, prescription, dental, disability, salary
             continuance, employee life, group life, accidental death
             and travel accident insurance plans and programs) to the
             extent generally available to other peer executives of the
             Company.

             2.4(e)   EXPENSES.  Throughout the Term of this Agreement,
             the Executive shall be entitled to receive prompt
             reimbursement for all reasonable expenses incurred by the
             Executive in accordance with the policies, practices and
             procedures generally applicable to other peer executives
             of the Company.

             2.4(f)   FRINGE BENEFITS.  Throughout the Term of this
             Agreement, the Executive shall be entitled to such fringe
             benefits as generally are provided to other peer
             executives of the Company.

             2.4(g)   OFFICE AND SUPPORT STAFF.  Throughout the Term of
             this Agreement, the Executive shall be entitled to an
             office or offices of a size and with furnishings and other
             appointments, and to personal secretarial and other
             assistance, at least equal to those generally provided to
             other peer executives of the Company.

             2.4(h)   VACATION.  Throughout the Term of this Agreement,
             the Executive shall be entitled to paid vacation in
             accordance with the plans, policies, programs and
             practices generally provided with respect to other peer
             executives of the Company.



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SECTION 3:   TERMINATION OF EMPLOYMENT.

             3.1   DEATH.  The Executive's employment shall terminate
automatically upon the Executive's death during the Employment
Period.

             3.2   DISABILITY.  If the Company determines in good faith
that the Disability of the Executive has occurred during the
Employment Period (pursuant to the definition of Disability set
forth below), the Company may give to the Executive written notice
in accordance with Section 7.2 of its intention to terminate the
Executive's employment.  In such event, the Executive's employment
with the Company shall terminate effective on the thirtieth (30th)
day after receipt of such notice by the Executive (the "Disability
Effective Date"), provided that, within the thirty (30) days after
such receipt, the Executive shall not have returned to full-time
performance of the Executive's duties.  For purposes of this
Agreement, "Disability" shall mean that the Executive has been
unable to perform the services required of the Executive hereunder
on a full-time basis for a period of one hundred eighty (180)
consecutive business days by reason of a physical and/or mental
condition.  "Disability" shall be deemed to exist when certified by
a physician selected by the Company and acceptable to the Executive
or the Executive's legal representative (such agreement as to
acceptability not to be withheld unreasonably).  The Executive will
submit to such medical or psychiatric examinations and tests as
such physician deems necessary to make any such Disability
determination.

             3.3   TERMINATION FOR CAUSE.  The Company may terminate
the Executive's employment during the Employment Period for "Cause,"
which shall mean termination based upon: (i) the Executive's
willful and continued failure to substantially perform his duties
with the Company (other than as a result of incapacity due to
physical or mental condition), after a written demand for
substantial performance is delivered to the Executive by the
Company, which specifically identifies the manner in which the
Executive has not substantially performed his duties, (ii) the
Executive's commission of an act constituting a criminal offense
involving moral turpitude, dishonesty, or breach of trust, or (iii)
the Executive's material breach of any provision of this Agreement.
For purposes of this Section, no act, or failure to act on the
Executive's part shall be considered "willful" unless done, or
omitted to be done, without good faith and without reasonable
belief that the act or omission was in the best interest of the
Company. Notwithstanding the foregoing, the Executive shall not be
deemed to have been terminated for Cause unless and until (i) he
receives a Notice of Termination from the Company, (ii) he is given
the opportunity, with counsel to be heard before the Board, and
(iii) the Board finds, in its good faith opinion, the Executive was
guilty of the conduct set forth in the Notice of Termination.

             3.4   GOOD REASON.  The Executive may terminate his
employment with the Company for "Good Reason," which shall mean:

             3.4(a)   the assignment to the Executive of any duties
             inconsistent in any respect with the Executive's position
             (including status, offices, titles and reporting
             requirements), authority, duties or responsibilities as
             contemplated by Section 2.2(a) or any other action by the
             Company which results in a material diminution in such
             position, authority, duties or responsibilities, excluding
             for this purpose any action not taken in bad faith and
             which is remedied by the Company promptly after receipt of
             notice thereof given by the Executive;

             3.4(b)   (i) the failure by the Company to continue in
             effect any benefit or compensation plan, stock ownership
             plan, life insurance plan, health and accident plan or
             disability plan to which the Executive is entitled as
             specified in Section 2.4, (ii) the taking of any action

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<PAGE> 9
             by the Company which would adversely affect the Executive's
             participation in, or materially reduce the Executive's
             benefits under, any plans described in Section 2.4, or
             deprive the Executive of any material fringe benefit
             enjoyed by the Executive as described in Section 2.4(f),
             or (iii) the failure by the Company to provide the
             Executive with paid vacation to which the Executive is
             entitled as described in Section 2.4(h).

             3.4(c)   the Company's requiring the Executive to be based
             at any office or location other than that described in
             Section 2.3;

             3.4(d)   a material breach by the Company of any provision
             of this Agreement;

             3.4(e)   any purported termination by the Company of the
             Executive's employment otherwise than as expressly
             permitted by this Agreement;

             3.4(f)   within a period ending at the close of business
             on the date two (2) years after the Triggering Transaction
             Date of any Change in Control, if the Company has failed
             to comply with and satisfy Section 6.2 on or after such
             Triggering Transaction Date; or

             For purposes of this Section, any good faith determination
             of "Good Reason" made by the Executive shall be
             conclusive.

             3.5   NOTICE OF TERMINATION.  Any termination by the
Company for Cause or Disability, or by the Executive for Good
Reason, shall be communicated by Notice of Termination to the other
party, given in accordance with Section 7.2.  For purposes of this
Agreement, a "Notice of Termination" means a written notice which
(i) indicates the specific termination provision in this Agreement
relied upon, (ii) to the extent applicable, sets forth in
reasonable detail the facts and circumstances claimed to provide a
basis for termination of the Executive's employment under the
provision so indicated, and (iii) if the Date of Termination (as
defined in Section 3.6 hereof) is other than the date of receipt of
such notice, specifies the termination date (which date shall be
not more than fifteen (15) days after the giving of such notice).
The failure by the Executive or the Company to set forth in the
Notice of Termination any fact or circumstance which contributes to
a showing of Good Reason or Cause shall not waive any right of the
Executive or the Company hereunder or preclude the Executive or the
Company from asserting such fact or circumstance in enforcing the
Executive's or the Company's rights hereunder.

             3.6   DATE OF TERMINATION.  "Date of Termination" means
(i) if the Executive's employment is terminated by the Company for
Cause, or by the Executive for Good Reason, the Date of Termination
shall be the date of receipt of the Notice of Termination or any
later date specified therein, as the case may be, (ii) if the
Executive's employment is terminated by reason of death or
Disability, the Date of Termination shall be the date of death of
the Executive or the Disability Effective Date, as the case may be,
or (iii) if the Executive's employment is terminated by the Company
other than for Cause, death, or Disability, the Date of Termination
shall be the date of receipt of the Notice of Termination; provided
that if within thirty (30) days after any Notice of Termination is
given, the party receiving such Notice of Termination notifies the
other party that a dispute exists concerning the termination, the
Date of Termination shall be the date on which the dispute is
finally determined, either by mutual written agreement of the
parties, or by a final judgment, order or decree of a court of
competent jurisdiction (the time for appeal therefrom having
expired and no appeal having been perfected).

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SECTION 4:   CERTAIN BENEFITS UPON TERMINATION.

             4.1   TERMINATION WITHOUT CAUSE OR FOR GOOD REASON NOT IN
CONNECTION WITH A TRIGGERING TRANSACTION.  If, prior to a
Triggering Transaction during the Employment Period (except in the
event that one of the following terminations of employment occurs
within the six-month period prior to the earlier of (a) a
Triggering Transaction or (b) the execution of a definitive
agreement or contract that eventually results in a Triggering
Transaction, which shall result in the payment of severance
benefits set forth in Section 4.2 of this Agreement): (i) the
Company shall terminate the Executive's employment without Cause,
or (ii) the Executive shall terminate employment with the Company
for Good Reason, the Executive shall be entitled to the payment of
the benefits provided below as of the Date of Termination:

             4.1(a)   Accrued Obligations.  Within thirty (30) days
                      -------------------
             after the Date of Termination, the Company shall pay to
             the Executive the sum of (1) the Executive's Annual Base
             Salary through the Date of Termination to the extent not
             previously paid, (2) the accrued benefit payable to the
             Executive under any deferred compensation plan, program or
             arrangement in which the Executive is a participant
             subject to the computation of benefits provisions of such
             plan, program or arrangement, and (3) any accrued vacation
             pay; in each case to the extent not previously paid (the
             "Accrued Obligations").

                   In addition, on the date that Incentive Bonuses are
             paid to other peer executives for the year in which the
             Executive's employment is terminated, the Executive will
             be paid an amount equal to the product of the Current
             Target Bonus multiplied by a fraction, the numerator of
             which is the number of days during the fiscal year for
             which the Incentive Bonus is paid prior to the Date of
             Termination and denominator of which is 365.  For purposes
             of this Agreement, the term "Current Target Bonus" means
             the Incentive Bonus that would have been paid to the
             Executive for the fiscal year in which the termination of
             employment occurred, if the Executive's employment had not
             been so terminated and the Executive had earned 100% of
             the Incentive Bonus that he could have earned for such
             year.

             4.1(b)   Annual Base Salary Continuation.  For the
                      -------------------------------
             remainder of the Employment Period, the Company shall pay
             to the Executive, the Executive's then-current Annual Base
             Salary as would have been paid to the Executive had the
             Executive remained in the Company's employ throughout the
             Employment Period; provided that in all cases the
             Executive shall receive, at minimum, the then-current
             Annual Base Salary for a period beginning on the Date of
             Termination and ending two years thereafter.  The Company
             at any time may elect to pay the balance of such payments
             then remaining in a lump sum, in which case the total of
             such payments shall be discounted to present value on the
             basis of the applicable Federal short-term monthly rate as
             determined according to Code Section 1274(d) for the month
             in which the Executive's Date of Termination occurred.

             4.1(c)   Medical and Health Benefit Continuation.  For the
                      ---------------------------------------
             remainder of the Employment Period (but in no case less
             than one (1) year after the Date of Termination), or such
             longer period as any plan, program, practice or policy may
             provide, the Company shall continue medical and health
             benefits to the Executive and/or the Executive's family at
             least equal to those which would have been provided to
             them in accordance with the plans, programs, practices and
             policies described in Section 2.4(d) if the Executive's
             employment had not been terminated, in accordance with the
             plans, practices, programs or policies of the

                                    -10-
<PAGE> 11
             Company as those provided generally to other peer
             executives and their families; provided, however, that if
                                            -----------------
             the Executive becomes reemployed with another employer
             and is eligible to receive medical or health benefits
             under another employer-provided plan, the medical and
             health benefits described herein shall be secondary to
             those provided under such other plan during such
             applicable period of eligibility.

             4.1(d)   Other Benefits.  To the extent not previously
                      --------------
             paid or provided, the Company shall timely pay or provide
             to the Executive and/or the Executive's family any other
             amounts or benefits required to be paid or provided for
             which the Executive and/or the Executive's family is
             eligible to receive pursuant to this Agreement and under
             any plan, program, policy or practice or contract or
             agreement of the Company as those provided generally to
             other peer executives and their families ("Other
             Benefits").

             4.2   BENEFITS UPON TERMINATION IN CONNECTION WITH A
TRIGGERING TRANSACTION. If (a) a Triggering Transaction occurs
during the Employment Period and within three years after the
Triggering Transaction Date (i) the Company shall terminate the
Executive's employment without Cause, or (ii) the Executive shall
terminate employment with the Company for Good Reason, or,
alternatively, (b) if one of the above-described terminations of
employment occurs within the six-month period prior to the earlier
of (i) a Triggering Transaction or (ii) the execution of a
definitive agreement or contract that eventually results in a
Triggering Transaction, then the Executive shall become entitled to
the payment of the benefits as provided below as of either (y) the
Date of Termination, in the case where the sequence of the
requisite events is as set forth in subsection (a) above or (z) the
Triggering Transaction Date, in the case where the sequence of the
requisite events occurred as set forth in subsection (b) above (the
relevant date for purposes of entitlement to the benefits as set
forth in this Section 4.2 is hereinafter referred to as the
"Entitlement Date"):

             4.2(a)   Accrued Obligations.  Within thirty (30) days
                      -------------------
             after the Entitlement Date, the Company shall pay to the
             Executive the Accrued Obligations.

                   In addition, on the date that Incentive Bonuses are
             paid to other peer executives for the year in which the
             Executive's employment is terminated, the Executive will
             be paid an amount equal to the product of the Current
             Target Bonus multiplied by a fraction, the numerator of
             which is the number of days during the fiscal year for
             which the Incentive Bonus is paid prior to the Date of
             Termination and denominator of which is 365.

             4.2(b)   Severance Amount.  Within thirty (30) days after
                      ----------------
             the Entitlement Date, the Company shall pay to the
             Executive as severance pay in a lump sum, in cash, an
             amount equal to 2.99 times an amount equal to his then-
             current Annual Base Salary and Current Target Bonus.  In
             the event such severance amount is payable pursuant to
             this Section on account of a Triggering Transaction, and
             the Executive is entitled to a benefit under Article IV of
             the Angelica Corporation Management Retention and
             Incentive Plan (the "Management Retention Plan") on
             account of a Change in Control (as defined in the
             Management Retention Plan), the Executive shall be
             entitled to the larger of the amounts computed pursuant to
             this Section and the amounts computed pursuant to the
             Management Retention Plan without regard to this Section.
             Such benefit shall be in lieu of any other benefit payable
             pursuant to the Management Retention Plan.

                                    -11-
<PAGE> 12
             4.2(c)   Stock Options.  To the extent not otherwise
                      -------------
             provided for under the terms of the Company's stock option
             plans or the Executive's stock option agreements, all
             stock options held by the Executive that have not expired
             in accordance with their respective terms shall vest and
             become fully exercisable as of the Entitlement Date.

             4.2(d)   Stock Bonus and Incentive Plan Shares.  To the
                      -------------------------------------
             extent not otherwise provided for under the terms of the
             Company's Stock Bonus and Incentive Plan, all "Matching
             Shares" (as defined in such plan) held by or for the
             benefit of the Executive that are unvested and restricted
             at the Date of Termination shall vest and become
             unrestricted as of the Entitlement Date and all "Elected
             Shares" (as defined in such plan) held by or for the
             benefit of the Executive that are restricted at the Date
             of Termination shall become unrestricted as of the
             Entitlement Date.

             4.2(e)   Enhanced Supplemental Retirement Plan Benefits.
                      ----------------------------------------------
             The benefit payable to the Executive under the Angelica
             Corporation Supplemental Plan (as originally effective
             April 1, 1980 and as amended from time to time, including
             a restatement as of January 23, 1990) (the "Supplemental
             Plan") shall be determined taking into account the
             following modifications:

             (i)      The amount payable to the Executive pursuant to
                      Section 4 of the Supplemental Plan shall be
                      determined on the basis of the service with the
                      Company the Executive would have completed if he
                      had continued to be employed by the Company until
                      he attained age 65; provided such additional
                      imputed service shall not exceed ten years.

             (ii)     The Executive may begin to receive payments at
                      any time after he has reached age 55 without any
                      discount because the payments commence before the
                      Executive is age 65, regardless of the provisions
                      of Section 6 of the Supplemental Plan.

             (iii)    In addition to the benefit payable to the
                      Executive as determined above, if the Executive
                      has not attained age 65 as of his Entitlement
                      Date, he shall be entitled to receive a monthly
                      benefit equal to the amount of old-age insurance
                      benefit to which he would be entitled at age 65
                      under the Social Security Act, based upon the
                      assumption that he will continue to receive until
                      reaching age 65 compensation that would be
                      treated as wages for purposes of the Social
                      Security Act at the same rate as he received such
                      compensation at the time of retirement or
                      severance, which benefit shall commence on the
                      Executive's Entitlement Date and shall end when
                      the Executive attains the age of 65 years.

             The Executive shall be entitled to receive his entire
             benefit, including the enhanced benefits provided by this
             Agreement, in a single lump sum cash payment within thirty
             (30) days after the Entitlement Date, in which case the
             total of such payments shall be discounted to present
             value on the basis of the average of the interest rates,
             as reported in the Wall Street Journal as of the close of
             trading for the 20 days that immediately preceded the
             Entitlement Date on which the New York Stock Exchange was
             open for trading, of the shortest term U.S. Treasury bond
             that matures at least 20 years after the Entitlement Date.
             In the event enhanced Supplemental Plan benefits are
             payable pursuant to this Section on account of a
             Triggering Transaction, and the Executive is entitled to
             a benefit under Section 10 of the

                                    -12-
<PAGE> 13
             Supplemental Plan on account of a Change in Control (as
             defined in the Supplemental Plan), the Executive shall be
             entitled to the larger of the amounts computed pursuant
             to this Section and the amounts computed pursuant to the
             Supplemental Plan without regard to this Section.  Such
             benefit shall be in lieu of any other benefit payable
             pursuant to the Supplemental Plan.

             4.2(f)   Enhanced Deferred Compensation Plan Benefits. For
                      --------------------------------------------
             purposes of determining the amount payable to Executive
             pursuant to the Angelica Corporation Deferred Compensation
             Option Plan for Selected Management Employees (the
             "Deferred Compensation Plan"), the attained age of the
             Executive and years of service with the Company shall be
             determined as if the Executive were ten years older than
             his actual age (but not older than age 65) and had
             continued to be employed by the Company until age 65 (but
             not more than ten years of imputed service).  The
             Executive shall be entitled to receive such enhanced
             benefit in a single lump sum cash payment within thirty
             (30) days after the Entitlement Date in an amount equal to
             the present value of such enhanced Normal Retirement
             Benefits (as defined in the Deferred Compensation Plan) of
             the Executive.  Such present value shall be determined on
             the basis of the average of the interest rates, as
             reported in the Wall Street Journal as of the close of
             trading for the 20 days that immediately preceded the
             Entitlement Date on which the New York Stock Exchange was
             open for trading, of the shortest term U.S. Treasury bond
             that matures at least 20 years after the Entitlement Date.
             In the event enhanced Deferred Compensation Plan benefits
             are payable pursuant to this Section on account of a
             Triggering Transaction, and the Executive is entitled to
             a benefit under Article VII of the Deferred Compensation
             Plan on account of a Change in Control (as defined in the
             Deferred Compensation Plan), the Executive shall be
             entitled to the larger of the amounts computed pursuant to
             this Section and the amounts computed pursuant to the
             Deferred Compensation Plan without regard to this Section.
             Such benefit shall be in lieu of any other benefit payable
             pursuant to the Deferred Compensation Plan.

             4.2(g)   Medical and Health Benefit Continuation.  For a
                      ---------------------------------------
             period of ten years after the Entitlement Date and without
             cost to the Executive and/or his family, the Company shall
             continue medical and health benefits to the Executive
             and/or the Executive's family at least equal to those
             which were being provided to them prior to the Date of
             Termination; provided, however, that if the Executive
                          -----------------
             becomes reemployed with another employer and is eligible
             to receive medical or health benefits under another
             employer-provided plan, the medical and health benefits
             described herein shall be secondary to those provided
             under such other plan during such applicable period of
             eligibility.

             4.2(h)   Other Benefits.  To the extent not previously
                      --------------
             paid or provided, the Company shall timely pay or provide
             to the Executive and/or the Executive's family any Other
             Benefits required to be paid or provided for which the
             Executive and/or the Executive's family is eligible to
             receive pursuant to this Agreement and under any plan,
             program, policy or practice or contract or agreement of
             the Company as those provided generally to other peer
             executives and their families.

             4.2(i)   Excess Parachute Payment.  Anything in this
                      ------------------------
             Agreement to the contrary notwithstanding, in the event
             that it shall be determined that any payment or
             distribution by the Company to or for the benefit of
             Executive (whether paid or payable or distributed or
             distributable pursuant to the terms of this Agreement or
             otherwise but determined without regard to any additional
             payments required under this Section 4.2(i)) (a "Payment")
             would

                                    -13-
<PAGE> 14
             be subject to the excise tax imposed by Code Section
             4999 (or any successor provision) or any interest or
             penalties are incurred by the Executive with respect to
             such excise tax (such excise tax, together with any such
             interest and penalties, are hereinafter collectively
             referred to as the "Excise Tax"), then the Executive shall
             be entitled to receive an additional payment (a "Gross-Up
             Payment") in an amount such that after payment by the
             Executive of all taxes (including any interest or
             penalties imposed with respect to such taxes), including,
             without limitation, any income taxes (and any interest or
             penalties imposed with respect thereto) and Excise Tax
             imposed upon the Gross-Up Payment, the Executive retains
             an amount of the Gross-Up Payment on an after-tax basis
             equal to the Excise Tax imposed upon the Payment.

             The Executive shall notify the Company in writing of any
             claim by the Internal Revenue Service that, if successful,
             would require the payment by the Company of the Gross-Up
             Payment.  Such notification shall be given as soon as
             practicable but no later than ten business days after the
             Executive is informed in writing of such claim by the
             Internal Revenue Service and the notification shall
             apprise the Company of the nature of the claim and the
             date on which such claim is required to be paid.  The
             Executive shall not pay such claim prior to the expiration
             of a 30-day period following the date on which the
             Executive has given such notification to the Company (or
             such shorter period ending on the date that any payment of
             taxes with respect to such claim is required).  If the
             Company notifies the Executive in writing prior to the
             expiration of such period that it desires to contest such
             claim, the Executive shall cooperate with the Company in
             so contesting; provided, however, that the Company shall
                            -----------------
             bear and pay all costs and expenses (including additional
             interest and penalties) incurred in connection with such
             contest, on an after-tax basis to the Executive.

             4.3   DEATH.  If the Executive's employment is terminated
by reason of the Executive's death during the Employment Period
(either prior  or subsequent to a Triggering Transaction), this
Agreement shall terminate without further obligations to the
Executive's legal representatives under this Agreement, other than
for (i) payment of Accrued Obligations (as defined in Section
4.1(a)) (which shall be paid to the Executive's estate or
beneficiary, as applicable, in a lump sum in cash within thirty
(30) days of the Date of Termination) and (ii) the timely payment
or provision of Other Benefits (as defined in Section 4.1(d)),
including death benefits pursuant to the terms of any plan, policy,
or arrangement of the Company.

             4.4   DISABILITY. If the Executive's employment is
terminated by reason of the Executive's Disability during the
Employment Period (either prior or subsequent to a Triggering
Transaction), this Agreement shall terminate without further
obligations to the Executive, other than for (i) payment of Accrued
Obligations (as defined in Section 4.1(a)) (which shall be paid to
the Executive in a lump sum in cash within thirty (30) days of the
Date of Termination) and (ii) the timely payment or provision of
Other Benefits (as defined in Section 4.1(d)) including Disability
benefits pursuant to the terms of any plan, policy or arrangement
of the Company.

             4.5   TERMINATION FOR CAUSE; OTHER THAN GOOD REASON.  If
the Executive's employment shall be terminated for Cause during the
Employment Period (either prior or subsequent to a Triggering
Transaction), this Agreement shall terminate without further
obligations to the Executive other than the obligation to pay to
the Executive his Accrued Compensation (as defined in this
Section).  If the Executive terminates employment with the Company
during the Employment Period, (excluding a termination for Good
Reason), this Agreement shall terminate without further obligations
to the Executive, other than for the payment of Accrued
Compensation (as defined in this Section) and the

                                    -14-
<PAGE> 15
timely payment or provision of Other Benefits (as defined in Section
4.1(d)). In such case, all Accrued Compensation shall be paid to the
Executive in a lump sum in cash within thirty (30) days of the Date of
Termination.

             For the purpose of this Section, the term "Accrued
Compensation" means the sum of (i) the Executive's Annual Base
Salary through the Date of Termination to the extent not previously
paid, (ii) any compensation previously deferred by the Executive
(together with any accrued interest or earnings thereon), and (iii)
any accrued vacation pay in each case to the extent not previously
paid.

             4.6   NON-EXCLUSIVITY OF RIGHTS; SUPERSESSION OF CERTAIN
BENEFITS.  Except as provided in Sections 4.1(c) and 4.2(g) and in
this Section 4.6, nothing in this Agreement shall prevent or limit
the Executive's continuing or future participation in any plan,
program, policy or practice provided by the Company and for which
the Executive may qualify, nor shall anything herein limit or
otherwise affect such rights as the Executive may have under any
contract or agreement with the Company.  Amounts which are vested
benefits of which the Executive is otherwise entitled to receive
under any plan, policy, practice or program of, or any contract or
agreement with, the Company at or subsequent to the Date of
Termination, shall be payable in accordance with such plan, policy,
practice or program or contract or agreement except as explicitly
modified by this Agreement.

             4.7   FULL SETTLEMENT. The Company's obligation to make the
payments provided for in this Agreement and otherwise to perform
its obligations hereunder shall not be affected by any set-off,
counterclaim, recoupment, defense or other claim, right or action
which the Company may have against the Executive or others. In no
event shall the Executive be obligated to seek other employment or
take any other action by way of mitigation of the amounts payable
to the Executive under any of the provisions of this Agreement and,
except as provided in Sections 4.1(c) and 4.2(g), such amounts
shall not be reduced whether or not the Executive obtains other
employment.  The Company agrees to pay promptly as incurred, to the
full extent permitted by law, all legal fees and expenses which the
Executive may reasonably incur as a result of any contest
(regardless of the outcome thereof) by the Company, the Executive
or others of the validity or enforceability of, or liability under,
any provision of this Agreement or any guarantee of performance
thereof (including as a result of any contest by the Executive
regarding the amount of any payment pursuant to this Agreement),
plus in each case interest on any delayed payment at the applicable
Federal rate provided for in Code Section 7872(f)(2)(A).

             4.8   RESOLUTION OF DISPUTES.  If there shall be any
dispute between the Company and the Executive (i) in the event of
any termination of the Executive's employment by the Company,
whether such termination was for Cause, or (ii) in the event of any
termination of employment by the Executive, whether Good Reason
existed, then, unless and until there is a final, nonappealable
judgment by a court of competent jurisdiction declaring that such
termination was for Cause or that the determination by the
Executive of the existence of Good Reason was not made in good
faith, the Company shall pay all amounts, and provide all benefits,
to the Executive and/or the Executive's family or other
beneficiaries, as the case may be, that the Company would be
required to pay or provide pursuant to Section 4.1 or 4.2 as though
such termination were by the Company without Cause or by the
Executive with Good Reason; provided, however, that the Company
                            -----------------
shall not be required to pay any disputed amounts pursuant to this
Section except upon receipt of an undertaking by or on behalf of
the Executive to repay all such amounts to which the Executive is
ultimately adjudged by such court not to be entitled.

                                    -15-
<PAGE> 16


SECTION 5:   NON-COMPETITION.

             5.1   NON-COMPETE AGREEMENT.

             5.1(a)   It is agreed that during the period beginning on
             the date the Term of this Agreement expires and ending one
             (1) year thereafter, the Executive shall not, without
             prior written approval of the Board, become an officer,
             employee, agent, partner, or director of any business
             enterprise in substantial direct competition (as defined
             in Section 5.1(b)) with the Company; provided that, if the
             Executive is terminated by the Company without Cause or if
             the Executive terminates his employment for Good Reason,
             then he will not be subject to the restrictions of this
             Section.

             5.1(b)   For purposes of Section 5.1, a business
             enterprise with which the Executive becomes associated as
             an officer, employee, agent, partner, or director shall be
             considered in substantial direct competition, if such
             entity competes with the Company in any business in which
             the Company is engaged and is within in the Company's
             market area as of the date that the Employment Period
             expires.

             5.1(c)   The above constraint shall not prevent the
             Executive from making passive investments, not to exceed
             five percent (5%), in any enterprise.

             5.2   CONFIDENTIAL INFORMATION.  The Executive shall hold
in a fiduciary capacity for the benefit of the Company all secret
or confidential information, knowledge or data relating to the
Company or any of its affiliated companies, and their respective
businesses, which shall have been obtained by the Executive during
the Executive's employment by the Company and which shall not be or
become public knowledge (other than by acts by the Executive or
representatives of the Executive in violation of this Agreement).
After termination of the Executive's employment with the Company,
the Executive shall not, without the prior written consent of the
Company, or as may otherwise be required by law or legal process,
communicate or divulge any such information, knowledge or data to
anyone other than the Company and those designated by it.  In no
event shall an asserted violation of the provisions of this Section
constitute a basis for deferring or withholding any amounts
otherwise payable to the Executive under this Agreement.

SECTION 6:   SUCCESSORS.

             6.1   SUCCESSORS OF EXECUTIVE.  This Agreement is personal
to the Executive and, without the prior written consent of the
Company, the rights (but not the obligations) shall not be
assignable by the Executive otherwise than by will or the laws of
descent and distribution.  This Agreement shall inure to the
benefit of and be enforceable by the Executive's legal
representatives.

             6.2   SUCCESSORS OF COMPANY.   The Company will require any
successor (whether direct or indirect, by purchase, merger,
consolidation or otherwise) to all or substantially all of the
business and/or assets of the Company to assume expressly and agree
to perform this Agreement in the same manner and to the same extent
that the Company would be required to perform it if no such
succession had taken place.  Failure of the Company to obtain such
agreement prior to the effectiveness of any such succession shall
be a breach of this Agreement and shall entitle the Executive to
terminate the Agreement at his option on or after the Triggering
Transaction Date for Good Reason.  As used in this Agreement,

                                    -16-
<PAGE> 17
"Company" shall mean the Company as hereinbefore defined and any
successor to its business and/or assets which assumes and agrees to
perform this Agreement by operation of law, or otherwise.

SECTION 7:   MISCELLANEOUS.

             7.1   OTHER AGREEMENTS.  The Board may, from time to
time in the future, provide other incentive programs and bonus
arrangements to the Executive with respect to the occurrence of a
Triggering Event that will be in addition to the benefits required
to be paid in the designated circumstances in connection with the
occurrence of a Triggering Transaction.  Such additional incentive
programs and/or bonus arrangements will affect or abrogate the
benefits to be paid under this Agreement only in the manner and to
the extent explicitly agreed to by the Executive in any such
subsequent program or arrangement.

             7.2   NOTICE.  For purposes of this Agreement, notices and
all other communications provided for in the Agreement shall be in
writing and shall be deemed to have been duly given when delivered
or mailed by certified or registered mail, return receipt
requested, postage prepaid, addressed to the respective addresses
as set forth below; provided that all notices to the Company shall
be directed to the attention of the Chairman of the Board, or to
such other address as one party may have furnished to the other in
writing in accordance herewith, except that notice of change of
address shall be effective only upon receipt.

                   Notice to Executive:
                   -------------------

                   Theodore M. Armstrong
                   43 Countryside Lane
                   Frontenac, MO 63131


                   Notice to Company:
                   -----------------

                   Angelica Corporation
                   424 South Woods Mill Road
                   Chesterfield, Missouri  63017-3406

             7.3   VALIDITY.  The invalidity or unenforceability of any
provision of this Agreement shall not affect the validity or
enforceability of any other provision of this Agreement.

             7.4   WITHHOLDING.  The Company may withhold from any
amounts payable under this Agreement such Federal, state or local
taxes as shall be required to be withheld pursuant to any
applicable law or regulation.

             7.5   WAIVER.  The Executive's or the Company's failure to
insist upon strict compliance with any provision hereof or any
other provision of this Agreement or the failure to assert any
right the Executive or the Company may have hereunder, including,
without limitation, the right of the Executive to terminate
employment for Good Reason pursuant to Section 3.4 shall not be
deemed to be a waiver of such provision or right or any other
provision or right of this Agreement.



                                    -17-
<PAGE> 18

             IN WITNESS WHEREOF, the Executive and, the Company,
pursuant to the authorization from its Board, have caused this
Agreement to be executed in its name on its behalf, all as of the
day and year first above written.




                              /s/ Theodore M. Armstrong
                              ---------------------------------------
                              Theodore M. Armstrong



                              ANGELICA CORPORATION



                              By /s/ L. J. Young
                                -------------------------------------
                              Name: L. J. Young
                                   ----------------------------------
                              Title: Chairman and President
                                    ---------------------------------

                                    -18-