AGREEMENT

     AGREEMENT made as of the 2nd day of January,  1997 (the "Effective  Date"),
by and among Natural Health Trends Corp.  ("NHTC"),  Health Wellness  Nationwide
Corporation ('Health Welness"),  both of which are Florida corporations having
offices at 2001 West Sample Road, suite 318,  Pompano Beach,  Florida 33064, and
Samantha Haimes ("Mrs.  Haimes") and Leonard Haimes, M.D. ("Dr.  Haimes"),  both
residing at 7356 Mahogany Court, Boca Raton, Florida (Dr. Haimes and Mrs. Haimes
are sometimes collectively referted to as the "Haimeses").

                                   WITNESSETH

     WHEREAS,  Mrs.  Haimes and Dr.  Haimes have each  previously  entered  into
separate  Employment  Agreements,  each dated  January 18, 1996,  f'or a term of
three (3) years (collectively,  the "Employment Agreements" and individlally the
"Employment Agreement");

     WHEREAS,  Health Wellness and Mrs. Haimes have previously entered into an I
Amendment  to Mrs.  Haimes'  Employment  Agreement  dated June , 1996 (the "June
Amendment"); and

     WHEREAS,  NHTC and Health  WeIlness  and Mrs.  Haimes and Dr.  Haimes  have
irreconciliable differences with each other.

     NOW  THEREFORE,  in mutual  consideration  as  hereinafter  set forth,  the
parties heretofore agree as follows:


1. Termination.

     1.1 Each of the Employment  Agreements  together wth the June Amendment are
hereby  terminated and canceled.  This Agreement  represents the sole Employment
agreement among the parties,  and the parties shall have no obligations,  rights
or duties to the other parties to this Agreement,  except as otherwise  provided
herein.

     1.2 Upon the execution of this  Agreement,  Dr. Haimes shall (i) submit his
resignation  from the Board of  Directors  of NHTC to the Board of  Directors of
NHTC,  and (ii) resign as President of Health  Wellness.  The Board of Directors
shall ratify and approve this agreement both for Health Wellness and NHTC.

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2. Leonard Haimes.

     2.1 As of the  Effective  Date Dr.  Haimes  will be an  employee  of Health
Wellness and NHTC, as provided herein,  for a term of two (2) years,  commencing
on the Effective Date through the close of business on December 31, 1998.

     2.2 Health  Wellness shall pay a salary to Dr. Haimes of $90,000 per annum,
payable weekly for which Dr. Haimes shall render medical consulting services and
patient care to Health  Wellness on Tuesday and  Wednesday  of each week,  for a
total of one hundred  four (104) days per year with hours from 9:00 a.m. to 5:00
p.m. with one hour for lunch.  It is further agreed that If Dr. Haimes is unable
to  render  services  on  such  designeated  days  due to his  illness  or  work
referenced  below of for any other  reason of  unavailability,  he shall make up
such days as soon as is  practicable.  In the event  that Dr.  H'aimes  does not
perform  services for at least one hundred four (104) days in any calendar  year
for Healthh  Wellness,  Dr.  Haimes  shall be required to  immediatly  reimburse
Health  Wellness by the 15th day of January  succeeding  the  previous  year for
compensation he previously  received for such days. Dr. Haimes further agrees to
perform up to an additional  twenty (20) days of non-office  medical or business
related work for Health  Wellness and NHTC,  provided that he is  compensated at
the rate of $865.39 per day payable weekly.  If Dr. Haimes is required to travel
for  the  purpose  of  Health  Wellness   business  his  reasonable   documented
out-of-pocket  travel  expenses will be  reimbursed  by Health  Wellness or NHTC
within 10 days of presentment of expenses.

     2.3 Dr.  Haimes  shall be  employed  by  Health  Wellness  as a  practicing
physician  engaged in the practice of medicine,  with a specific  obligation  to
provide care for patients at the  facility of Health  Wellness,  located at 7300
North Federal Highway,  Boca Raton,  Florida.  Further, Dr. Haimes shall perform
such care of patients and such other duties as are  consistent  with his medical
career and the direction of the Director of Operations or Health  Wellness,  the
Board of Directors of NHTC and/or its executive officers.  Matters considered by
either party to have consequences shall be in writting.

     2.4 Dr. Haimes shall be entitled to participate in NHTC's medical insurarce
plan as currently  provided by Principal  Health Care of Florida or as otherwise
provided  by NHTC to its  employees.  In  addition  to  payment  of Dr. and Mrs.
Haimes' medical insurance and malpractice insurance,  NHTC will pay premiums for
the exsisting life insurance policy,  during the term of Dr. Haimes' employment,
on the  life  of Dr.  Haimes  in the  amount  of S  1,000,000  provided  that he
continues  to be  insurable  at or about the  current  rate with Mrs.  Haimes as
beneficiary and owner of the policy.

     2.5 In the event of the death of either Samantha Haimes or Dr. Haimes,  the
salary  payable  hereunder  shall be paid to the estate or trust of the deceased
employee for the term of this Agreement. Health Wellness shall have the eight to
procure life insuranc, f or its benefit on the lives of each of the Haimeses and
the  Haimeses  agree  to  cooperate  with  Health  Wellness  in  obtaining  such
insurance.

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<PAGE>

3. In the event that Dr.  Haimes  fails to follow the written  direction  of the
Director of Operations of Health Weliness, the Board of Directors of NHTC and/or
its executive officers without good cause, or he engages in any illegal activity
pursuant to the laws of the State of Florida or any Federal Laws  (medical),  or
his license to practice  medicine is revoked or  suspended,  NHTC's  obligations
pursuant to this Agreement shall be terminated.  Nothing herein  contained shall
terminate  Dr.  Haimes'  obligations  pursuant  to  Section  5, 6, and 7 of this
Agreement.


4. Samantha Haimes

     4.1 Mrs. Haimes shall be retained as a consultant,  independent contractor,
to NHTC and Health  Wellness.  As such  consultant,  she will render services to
NHTC and/or  Health  Wellness at the direction of the Board of Directors of NHTC
and/or its Chief Executive Officer.  In no event shall such consulting  services
be required of Mrs. Haimes for a period of more than one day per month. However,
notwithstanding the foregoing, there is no obligation on behalf of either Health
Wellness or NHTC to require consulting  services to be performed by Mrs. Haimes,
nor is it a condition  of  payments,  hereinafter  set forth,  to be made to her
during the term of two 2) years from the date thereof.

     4.2 As compensation  for such consulting  services,  Mrs..  Haimes shall be
paid $310,000 per annum payable in weekly installments.

     4.3 Ms. Haimes shall be an independent contractor, and this Agreement shall
not be construed as creating any partnership, joint venture or any other form of
joint  operation  or  organization  wherein the parties  hereto are deemed to be
partners,  or to cause NHTC or Health  Wellness to be responsible in any way for
the debts,  liabilities or obligations of Mrs.  Haimes or any other party.  Mrs.
Haimes shall receive health  insurance.  As  consideration of termination of her
Employment  Agreement with Health  Wellness and NHTC,  Mrs. Haimes shall receive
20,000  shares of stock of NHTC  together  with 2% of the gross  revenues  up to
$2,000,000 of the medicine and Lifestyles Clinic located solely at its clinic at
7300 North Federal Highway,  (all suites),  Boca Raton,  Florida for a period of
five years commencing  January 1, 1999 through  December 1,2003.  This provision
shall survive  through  December 31, 2003. The salaries in paragraphs  2.2, 4.2,
and 4.4 are based upon annual  revenues from the operation of the clinic located
at 7300 North  Federal  Highway,  Boca Raton,  Florida,  excluding  revenue from
Rejuvenation Unlimited. If said gross annual revenue is less than $ 1.0 million,
then the payments  due  pursuant to section 2,2,  4,2, and 4.4 shall be equal to
thirty three and one third (33 1/3'%) percent multiplied by such gross revenues.
Within ten (10) days of the date of the  calculation,  the Haimeses shall make a
payment to NHTC equal to the difference  between the aggregate  amounts received
by the Haimeses for such period less the result of the calculation.  Thereafter,
the payments due to the Haimeses pursuant to Sections 2.2, 4.2, and 4.4 shall be
based upon the result of the calculation,  provided,  however, in no event shall
the payments due to the Haimeses be increased to an amount exceeding the amounts
presently set forth in Sections 2.2,  4.2, and 4.4.  This  calculation  shall be
made twice  annually.  The  accounting  practices  shall  remain the same and no
business or patients shall be transferred or referred to other clinics.

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5. Global Settlement.  The parties agree that in calculating and debiting monies
due each other to the other, that both parties agree that numbers do not warrant
an accounting as they (the numbers) are  approximately  equal. The parties agree
that with the payment of the  February  lease  payment for the 1996 red Mercedes
Benz 320 SL and the payment of  approximately  $ 6,000.00 for the salary of Mike
Manzel NHTC through  February 14, 1997, Dr. and Mrs. Haimes shall not owe monies
to NHTC and NHTC shall not owe monies to Dr. and Mrs. Haimes except the salaries
set forth herein. 5.1 Title VII. The Haimeses hereby release Health Wellness and
NHTC from any claims under the Age  Discrimination in Employment Act of 1967 and
Title VII of the Civil Rights Act of 1964, as amended.

     5.2 Advice of Counsel.  The Haimeses  acknowledge  and agree that they have
had at  least  seven  (7) days  from the date  that  they  first  received  this
Agreement to obtain the advice and counsel of the legal representatives of their
choice concerning it and its terms and to decide whether to agree to it and each
of its terms.  The Haimeses  acknowledge  that they have taken advantage of this
opportunity to obtain legal advice from their attorney,  have carefully read and
fully  understand  all of the  provisions of this  Agreement,  and that they are
entering into this Agreement  knowingly and voluntarily in exchange for good and
variable  consideration.  In addition,  the Haimeses acknowledge that they shall
have an additional  twenty one (21) days from the date hereof to further consult
with their  attorney and shall have the right to revoke this  Agreement  through
such as provided in Section 5.3.

     5.3 Revocation.  Each of the Haimeses understands and agrees that they have
twenty one (21) calendar  days after they sign this  Agreement to revoke it, and
this  Agreement  shall not become  effective  and  enforceable  until  after the
passage of this twenty one (21) day period.


6. Confidential Information; Non-Competition: Discoveries.

     6.1 Confidential  Information.  Each of the Haimeses shall not, at any time
for three (3) years during or following termination or expiration of the term of
this  Agreement,  directly or indirectly,  disclose,  publish or disclose to any
person, or appropriate, use or cause, permit or induce any person to appropriate
use, any proprietary,  secret or confidential  information of NHTC and/or Health
Wellness including, without limitation, knowledge or information relating to its
discoveries,  inventions, copyrights, trade secrets, business methods, the names
or requirements  of its customers or the prices,  credit or other terms extended
to is  customers,  all of which each of the  Haimeses  agrees are and will be of
great  value to NHTC  and/or  Health  Wellness  and  shall at all  times be kept
confidential.  Upon  termination  or expiration of this  Agreement,  each of the
Haimeses  shall  promptly  deliver or return to NHTC and/or Health  Wellness all
materials  of a  proprietary,  secret or  confidential  nature  relating to NHTC
and/or Health  Wellness  together with any other  property of NHTC and/or Health
Wellness which may have therefore been delivered to or may then be in possession
of each of the  Haimeses.have  therefore  been  delivered  to or may  then be in
possession of each of the Haimeses.

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     6.2  Non-Competition.  During the term of Dr.  Haimes'  employment  and for
three-year period thereafter,  each of the Haimeses shall not, without the prior
consent of NHTC and/or Health Wellness in each instance, directly or indirectly,
in any manner or capacity whether for himself or any other person and whether as
proprietor, principal, owner, shareholder, partner, investor, director, officer,
employee,  representative,  distributor,  consultant,  independent contractor or
otherwise,  engage or have any  interest  in any entity  which is engaged in any
business or activity which competes,  directly or indirectly,  with any business
or activity  then or  theretofore  conducted or engaged in by NHTC and/or Health
Wellness  including any business  within a radius of 10 miles from the Clinic at
7300 North Federal Highway,  Boca Raton, Florida or a business which NHTC and/or
Health  Wellness  then  plans  to  engage  in or  conduct.  Notwithstanding  the
foregoing,  the Haimeses may at any time own in the  aggregate as a passive (but
not active) investment not more than 5% of the stock or other equity interest of
any,  publicly traded entity which so competes with NHTC and/or Health Wellness.
Notwithstanding  the  foregoing,  Dr. and Mrs.  Haimes may  maintain and work at
their interests in the following:  Wellness international (independent marketing
distributor),Fitness  for You, all endorsements and books,  formula technologies
(Utah  projects).  So  long as the  Stark  Amendment  or  other  similar  law is
applicable, Dr. Haimes shall not refer patients to Fitness For You.

     6.3  Discoveries  etc. The Haimeses shall promptly  disclose to NHTC and/or
Health  Wellness,  or its nominee,  any and all, and all knowledge  of,  designs
inventions,  discoveries and medical protocol  conceived or made by the Haimeses
during the term of this  Agreement  and related to the business or activities of
NHTC and/or Health Wellness,  and without further  compensation,  hereby assigns
and agrees to execute any and all instruments of assignment  hereafter necessary
in order to assign all of their interests therein to NHTC and/or Health Wellness
or its nominee.  Whenever requested to do so by NHTC and/or Health Wellness, the
Haimeses  shall  execute  any  and  all  applications,   assignments  and  other
instruments  and documents  which NHTC and Health Wellness may deem necessary to
apply for and obtain letters patent in the United States or any foreign  country
or otherwise to protect NHTC and/or Health Wellness' interests therein.

     6.4 Reasonableness.  Each of the Haimeses agree that each of the provisions
of this Section 6 is reasonable  and necessary for the protection of NHTC and/or
Health  Wellness;  that each such  provision is and is intended to be divisible;
that if any such  provision  (including  any sentence,  clause or part) shall be
held  contrary  to  law or  invalid  or  unenforceable  in  any  respect  in any
jurisdiction,  or as to any one or more  periods  of  time,  areas  or  business
activities,  or any part thereof,  the remaining provision shall not be affected
but shall remain in full force and effect as to the other and  remaining  parts;
and that any invalid or unenforceable provision shall be deemed, without further
action on the part of the parties hereto,  modified,  amended and limited to the
extent necessary to render the same valid and enforceable in such  jurisdiction.
Each of the parties  further  recognizes and agrees that any violation of any of
his agreements  would cause such damage or injury to the other party as would be
irreparable  and the exact amount of which would be  impossible to ascertain and
that, for such reason,  among others, each party shall be entitled,  as a matter
of  course,  to  injunctive  relief  from any  court of  competent  jurisdiction
restraining  any further  violation.  Such right to  injunctive  relief shall be
cumulative  and in addition to, and not in  limitation  of, all other rights and
remedies which each party may possess.

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<PAGE>

     6.5 Survival. The provisions of this Agreement shall survive the expiration
or termination of this Agreement for any reason.


7. Miscellaneous. 7.1 Samantha Haimes is a lessee of a 1996 Mercedes Benz 320SL.
NHTC has agreed to pay the  unexpired  portion of the lease on a monthly  basis;
which lease expires April 26, 1999. NHTC further agrees that it will endeavor to
have  Samantha  Haimes  removed  from the  lease  thereby  having  no  financial
responsibility  to  Mercedes  Benz Credit  Corp.  Samantha  Haimes will  deliver
possession of the vehicle to NHTC upon the execution of this  Agreement and NHTC
shall indemnify  Samantha Haimes for any loss resulting from its lease including
costs and attorneys fees. I

     7.2 Notices. All notices under this Agreement shall be in writing and shall
be deemed to have been duly given in personally  delivered against receipt or if
mailed by first class  registered or certified mail,  return receipt  requested,
addressed to NHTC and/or  Health  Wellness,  attention:  Chairman,  President or
Secretary,  and to the Haimeses,  at their respective addresses set forth on the
first  page of this  Agreement,  or to such  other  person or  address as may be
designated by like notice  hereunder.  Any such notice shall,  be deemed to have
been given on the day delivered,  if personally delivered,  or on the second day
after the date of mailing if mailed.

     7.3 Parties in Interest.  This Agreement shall be binding upon and inure to
the benefit of and be  enforceable  by the parties  hereto and their  respective
heirs, legal  representatives,  successor and assigns, but no other person shall
acquire  or have  any  rights  under  or by  virtue  of this  Agreement  and the
obligations  of each of the Haimeses under this Agreement may not be assigned or
delegated.

     7.4 Governing Laws  Severability.  This Agreement  shall be governed by and
construed and enforced in accordance with the laws and decisions of the State of
Florida  applicable to contracts made and to be performed therein without giving
effect to the  principles of conflict of laws. In addition to the  provisions of
paragraph 6.4 above, the invalidity or  unenforceability  of any other provision
of this Agreement, or the application thereof to any person or circumstance,  in
any jurisdiction shall in no way impair, affect or prejudice the balance of this
Agreement,  which  shall  remain in full force and  effect,  or the  application
thereof to other persons and circumstance.

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     7.5 Entire Agreement:  Modification:  Waiver.  This Agreement  contains the
entire  agreement  and  understanding  between the parties  with  respect to the
subject  matter  hereof  and  supersedes   all  prior   negotiations   and  oral
understandings,  if any. Neither this Agreement nor any of its provisions may be
modified, amended, waived, discharged or terminated, in whole or in part, except
in writing signed by the party to be charged. No waiver of any such provision or
any  breach  of or  default  under  this  Agreement  shall  be  deemed  or shall
constitute a waiver of any other provisions, breach or default.

     7.6 Representations by Counsel. Each party acknowledges that they have been
represented by counsel in connection  with the  negotiation  and  preparation of
this Agreement Neal Heller  represents  that he is authorized to enter into this
Agreement on behalf of NHTC and Health Wellness.

     7.7 Should Health  Wellness fail to abide by the terms of this agreement in
making the payment hereunder then in that event. NHTC shall pay same.

     7.8 Venue shall be in Palm Beach County, Florida.

     7.9  Prevailing  party shall be entitled to attorneys  fees and court costs
arising from any litigation regarding this Agreement.

     7.10  Samantha  Haimes  shall be allowed to remove her  personal  property,
personal  effects,  art work under the  supervision  of an  employee  of NHTC or
Health Wellness within twelve (12) days from the date of this Agreement.

IN WITNESS WHEREOF,  the parties have duly executed this Agreement on January 2,
1997


                                             /s/ Leonard Haimes_________________
                                             LEONARD HAIMES, M.D.


                                             /s/ Samantha Haimes________________
                                             SAMANTHA HAIMES


                                             HEALTH WELLNESS
                                             NATIONWIDE CORP.

                                             By: /s/ Neal Heller________________
                                             Name: Neal Heller
                                             Title: President


                                             NATURAL HEALTH TRENDS CORP.

                                             By:/s/ Neal Heller_________________
                                             Name: Neal Heller
                                             Title: President


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