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                                                                   Exhibit 10.13

                              CONSULTING AGREEMENT

     AGREEMENT, dated as of August 1, 1998, between DEVLIEG-BULLARD, INC., a
Delaware corporation (the "Company"), and STANWICH PARTNERS, INC., a Delaware
corporation (the "Consultant").

                                  WITNESSETH:

     WHEREAS, the Consultant, by and through its officers and other employees,
has developed in connection with the conduct of its business and affairs various
areas of expertise in the fields of general corporate management, corporate
financing and business investment; and 

     WHEREAS, the Company desires to obtain the assistance of the Consultant in
those areas hereinabove enumerated and which the Consultant is acknowledged to
have expertise, for a period of three (3) years from the date of this Agreement;
and

     WHEREAS, the Company wishes to employ the foregoing and mutual covenants
herein contained, the parties agree as follows:

     1.   Engagement.

     The Company hereby engages the Consultant and the Consultant hereby 
accepts such engagement for the term set forth in Paragraph 3 below as a 
consultant.

     2.   Duties and Responsibilities.

     During the term hereof, the Consultant shall be a consultant to the 
Company, and shall render to the Company, by and through its officers, 
employees and agents as the Consultant, in its sole discretion, shall designate 
from time to time, executive consulting services. Said consulting services shall
consist of general management, finance and business investment, and such other 
financial, administrative and management consulting services as shall from time 
to time be requested by the president of the Company and his authorized 
designees, up to a maximum not to exceed twenty (20) hours in any week during 
the term hereof unless the Consultant shall otherwise agree.

     3.   Term.

     The term of the Consultant's engagement pursuant to this Agreement shall 
commence on the date hereof and shall end on July 31, 2001.

     4.   Compensation.

     For services rendered under this Agreement during the term hereof, the 
Company shall pay the Consultant compensation in the amount of $21,750 per 
month.
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         5.       Reimbursement of Expenses.

         The Company agrees to reimburse the Consultant for all reasonable 
business expenses incurred or expended by such corporation and its employees 
incident to the performance of the Consultant's duties hereunder upon 
submission by the consultant to the Company of expense reports and reasonable 
vouchers or other evidence supporting such expenses.

         6.       Restrictive Covenants and Confidentiality; Injunctive Relief:

         (a)      Recognizing that certain of the knowledge, information and 
relationship with resources, suppliers and customers of the Company and their 
subsidiaries, and the knowledge of the Company's and its subsidiaries' 
financial condition, business methods, systems, trade secrets, know-how, 
proprietary process, plans and policies which the Consultant has and shall 
hereafter establish, receive or obtain as an employee of the Company and its 
subsidiaries, Consultant agrees that during and for a period of six months 
after the terms of this Agreement, Consultant shall not disclose, without the 
prior written consent of the Board of Directors of the Company, any 
confidential proprietary or non-public proprietary knowledge or information 
pertaining to the Company and its subsidiaries, their management financial 
condition, customer lists, trade secrets, know-how, proprietary processes, 
sources of supply, business, personnel, policies or prospects, to any person, 
firm, corporation or other entity other than Consultant's agents and employees, 
other than disclosure in the conduct of the business of the Company which the 
Consultant determines in good faith to be in the interest of the Company, 
provided that after the term hereof these restrictions shall not apply to such 
secrets, know-how and proprietary processes which are then in the public domain 
(provided that the Consultant was not directly responsible for such secrets, 
know-how or processes entering the public domain without the Company's consent).

         (b)      Consultant acknowledges and agrees that all memoranda, notes, 
reports, records and other documents made or complied by the Consultant, or 
made available to the Consultant prior or during the term of this Agreement, 
concerning the Company's and its subsidiaries' business, shall be the Company's 
property and shall be delivered to the Company on the termination of this 
Agreement or at any other time on request by the Board of Directors of the 
Company.

         (c)      The provisions of this Paragraph 6 shall survive the 
termination or expiration of this Agreement for a period of six months 
irrespective of the reason therefor.

         7.       Notices.

         All notices, requests, demands and other communications provided for 
by this Agreement shall be in writing and shall be personally delivered or 
mailed (by registered or certified mail) to Stanwich Partners, Inc., One 
Stamford Landing, 62 Southfield Avenue, Stamford, Connecticut 06902, Attention: 
Charles E. Bradley, in the case of the Consultant, or to the Company at One 
Gorham Island, Westport, Connecticut 06880, Attention: William O. Thomas, or to 
such office or address as the Company shall notify Consultant:
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         Any such notices shall be effective upon receipt, if personally 
delivered, or three business days after mailing, if mailed.

         8.       Assignability and Binding Effect.

         This Agreement shall inure to the benefit of and shall be binding upon 
the successors, assigns and legal representatives of the Consultant, and shall
inure to the benefit of and be binding upon the Company and its successors, but
the obligations of the Consultant and the Company may not be delegated without
the prior written consent of the other party.

         9.       Complete Understanding.

         This Agreement constitutes the complete understanding between the 
parties with respect to the engagement of the Consultant hereunder and no 
statement, representation, warranty or covenant has been made by either party 
with respect thereto except as expressly set forth herein. This Agreement shall 
not be altered, modified, amended or terminated except by written instrument 
signed by each of the parties hereto.

         10.      Governing Law.

         This Agreement shall be governed by and construed in accordance with 
the laws of the State of Delaware.

         11.      Severability.

         In case any one or more of the provisions of this Agreement shall be 
invalid, illegal or unenforceable in any respect, the validity, legality and 
enforceability of the remaining provisions contained herein shall not in any 
way be affected thereby.

         12.      Paragraph Headings.

         The paragraph headings contained in this Agreement are for reference 
purposes only and shall not affect in any way the meaning or interpretation of 
this Agreement.

         13.      Termination of Old Consulting Agreements.

         This Agreement supersedes and replaces the Consulting Agreement dated 
as of August 1, 1995 between the Company and the Consultant.
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IN WITNESS WHEREOF, the parties hereto have caused this document to be executed 
under seal as of the day and year first above written.

                                           DEVLIEG-BULLARD, INC.



                                           By: /s/ William O. Thomas
                                              ----------------------------------
                                              Name: William O. Thomas
                                                    ----------------------------
                                              Title: President & CEO
                                                    ----------------------------


                                           STANWICH PARTNERS, INC.



                                           By: /s/ John G. Poole
                                               --------------------------------
                                               Name: John G. Poole
                                                     --------------------------
                                               Title: V.P.
                                                      -------------------------