ARCHER GROUP MANAGEMENT SERVICES LIMITED


                                     - and -


                                Stephen L.Wenman

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                                SERVICE AGREEMENT

                        ---------------------------------



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                       T H I S  A G R E E M E N T is made

                                 B E T W E E N:

(1)      ARCHER GROUP MANAGEMENT  SERVICES LIMITED  (registered  number 2733994)
         whose registered  office is situated at Two Minster Court,  London EC3R
         7FL (the "Company")

(2)      THE PERSON named in paragraph 1 of Schedule 1 (the "Executive")

                                   RECITALS:-

(A)  Words  defined in this  Agreement  shall have the same  meaning when used
     in these recitals.

(B)  The Company acts as a service company to other  companies within the Archer
     Group.

(C)  All  persons  engaged as  executives  and  employees  of the Company may be
     required to work from time to time for any or all of the  companies  within
     the Archer Group subject always to any relevant  provisions of the articles
     of association of any company and any undertakings and consents required by
     the Council of Lloyd's.

(D)  The  principal  business  of the Archer  Group is the  business of managing
     Syndicates at Lloyd's.

IT IS AGREED as follows:-

         1.       Definitions

         In this Agreement the following words shall have the following
         meanings:-

         "Archer Group"                     Archer  Group  Holdings plc and
                                            all subsidiary or associated
                                            companies thereof;

         "associated company"               shall   bear  the meaning ascribe
                                            thereto in S.416(1) of the Income
                                            and Corporation  Taxes  Act  1988
                                            but   construing   the   word
                                            "controlled"  for the purpose
                                            of  S.416(2)  as if the words
                                            "the   greater   part"   were
                                            deleted  and  replaced   with
                                            "more than 20%";

         "the Board"                        the board of directors from  time
                                            to  time  of such company  within
                                            the  Archer Group as shall be
                                            notified by the Company to the
                                            Executive from time to time (and
                                            in the absence of any such
                                            notification the Company);
<PAGE>


         "Chartwell"                        shall mean Chartwell Re Corporation,
                                            and its  subsidiaries,
                                            a publicly traded holding company
                                            domiciled in the USA;

         "Holdings"                         Chartwell Re Holdings Limited;

         "subsidiary  company"              shall  bear the  meaning  ascribed
                                            thereto  in S.736 of the Companies
                                            Act 1985 as amended;

         "the Syndicate"                    all or any Syndicate managed by the
                                            Archer Group.

         2.       Appointment and Commencement

         2.1 The Company shall employ the Executive as Chief Executive of Archer
         Group and Archer Managing Agents Ltd,  ("AMA") and the Executive agrees
         to be employed  by the  Company and to serve the Archer  Group upon the
         terms and  conditions of this  Agreement and subject to the approval of
         Lloyd's of London ("Lloyd's") commencing on 20 March, 1997.

         2.2 This  Agreement  contains  the entire and only  agreement  and will
         govern the relationship between the Company and the Executive.

         3.       Termination by Notice

         3.1 Subject to clause 3.2 and clause 20 the employment of the Executive
         shall  continue  unless  and  until  either  party  gives the other six
         months' notice in writing.

         3.2 If at any time either the Company or the Executive  gives notice of
         termination  of this  Agreement  in  accordance  with clause 3.1,  then
         during such period of notice:

               (a) the Company  shall not be under any  obligation  to allow the
          Executive  to  continue to  exercise  the powers or duties  previously
          vested in or assigned to him or to provide any work for the Executive;

               (b) the Company may at any time during the notice period  suspend
          Executive  from his employment or exclude him from any premises of the
          Company  provided that during such period the Executive shall continue
          to  receive  his salary and all other  contractual  benefits  provided
          under this Agreement;
<PAGE>

               (c)  notwithstanding  the  provisions  of paragraph (b) above the
          Company shall not prevent the Executive from carrying his duties as an
          officer of the Company.

               (d)  if  so  requested  by  the  Company,   the  Executive  shall
          immediately  resign from any directorships of any member of the Archer
          Group or of  Chartwell or its  subsidiaries  to which he may have been
          appointed during his employment.

         Provided  always that the  Executive  shall  continue to be entitled to
         receive the  remuneration  and  benefits to which he is entitled  under
         clauses 7 and 9.

         4.       Function

         4.1 The Executive shall act as a Chief Executive and director of Archer
         Group Holdings plc & AMA.

         4.2 The  Executive  shall,  if required by Chartwell and subject to any
         necessary  consent of the  Council of  Lloyd's,  act as director of any
         member of the Archer Group,  Chartwell or any of its  subsidiaries  and
         whether  holding the office of director  or not he shall  perform  such
         further  duties and exercise  such powers and  functions in relation to
         the  business of the Archer  Group,  or Chartwell  consistent  with his
         status  and  duties  under  clause  4.1  which may from time to time be
         assigned  to or  vested  in him by  Chartwell  or by any  member of the
         Archer  Group  and  shall  at  all  times  conform  to  the  reasonable
         instructions of directors of the company for which he works.

         4.3 The Executive  shall carry out his duties at the place specified in
         paragraph  11 of  Schedule  1 or such  other  place  within  the United
         Kingdom as the Company shall reasonably require. However, the Executive
         agrees to  travel  to the  United  States  or other  places  reasonably
         incident to his duties.

         5.       Executive's Obligations

         5.1 The  Executive  shall  faithfully  serve the  Archer  Group and the
         Syndicates and use his best  endeavours to promote their  interests and
         welfare  and  shall at all  times  give  Chartwell,  the  Board and the
         directors of Holdings,  such information  concerning the affairs of the
         Archer Group and the  Syndicates as may be known to him and as they may
         reasonably require.

         5.2 Unless the Board otherwise agrees, the Executive shall, except when
         prevented by ill health or injury or while on agreed  holidays,  devote
         the whole of his time  attention  and  abilities  to  carrying  out his
         duties under this Agreement.
<PAGE>

          5.3   The Executive shall not without the prior approval of the Board:

               (a) pledge  the credit of any member of the Archer  Group or lend
          its money or give any  guarantee on behalf of any member of the Archer
          Group other than in the ordinary  course of the business of the Archer
          Group;

               (b) personally  guarantee or bind himself as surety for the debts
          or engagements of any other person;

               (c)  accept  any  directorship  or  other  than  as  required  by
          Chartwell or the Archer Group;

               (d)   acquire  or  hold  any   interest   in  a  Lloyd's   broker
          (disregarding  any  interest  which  falls to be  disregarded  for the
          purposes of Sections 10 and 11 of the Lloyd's Act 1982);

               (e)  compromise  or  release  any debt due to any  member  of the
          Archer Group or to the Syndicates.

               (f) make any  statement or  announcement  to the press,  radio or
          other media or give any interview regarding the affairs or business of
          the Archer Group without Chartwell's consent and approval.

         6.       Requirements of Lloyd's

         6.1 So long as the  Executive  shall be a director of any member of the
         Archer Group he shall, as director,  use his best endeavours to procure
         compliance  by the  Archer  Group  with the  byelaws,  regulations  and
         requirements of Lloyd's.

         6.2 The  Executive  shall in any event and at all times perform his own
         duties in accordance with the byelaws,  regulations and requirements of
         Lloyd's.

         7.      Remuneration

         7.1 The  Executive  shall be paid as  remuneration  for his services an
         annual  salary at the rate  specified  in  paragraph  2 of  Schedule  1
         payable by equal monthly instalments in arrears.

         7.2 The annual  salary  shall be subject to review by the  compensation
         committee of Chartwell in January of each year.
<PAGE>

         7.3 In addition to the annual salary, Chartwell shall pay the Executive
         bonus compensation from time to time as follows: as soon as practicable
         following the end of each calendar year, at the sole  discretion of the
         Board,  a  performance  bonus in an  amount  equal to 0% to 50% of base
         salary if performance  results are less than the annual plan set by the
         board prior to the performance  period and in an amount equal to 50% to
         100% of base salary if performance  results equal or exceed such annual
         plan.  It is  understood  that  this  bonus  plan  may  be  subject  to
         modification by the Chartwell Board,  however the Executive will always
         be  subject to the same bonus  plan as the most  senior  executives  of
         Chartwell.

         8.      Expenses

         The Executive shall be reimbursed by the Company (at its own expense or
         that of the  Syndicates as may be  appropriate)  for all  out-of-pocket
         expenses  properly  incurred  by him in the  performance  of his duties
         provided that such expenses are properly  approved and authorised.  The
         Executive will be required to provide evidence of such expenses.

         9.      Additional Benefits

          9.1      The  Company  provides  a number  of fringe  benefits  to its
          employees, some of which may require declaration to the Inland Revenue
          as  a  non-cash  benefit,   such  as  private  medical  insurance  and
          professional  membership  subscriptions.  This particularly applies to
          employees  earning in excess of  (pound)8,500  per  annum.  Each year,
          shortly  after the end of the tax year,  the  Company  will supply the
          Executive  with a copy of the return made to the Inland  Revenue  with
          details  of  the  Executive's  taxable  benefits.   All  benefits  are
          discretionary  and may be  withdrawn or varied at the  Company's  sole
          discretion.  Further  details of these  benefits are  contained in the
          Staff Handbook referred to in Clause 23.

          9.2      The  provision of such benefits is to be subject to the rules
          of the pension scheme, if applicable, or the terms and conditions upon
          which any  insurance  related  benefit was  incepted or renewed as the
          case may be and further the Company reserves the right to amend,  vary
          or  discontinue   all  or  any  such  benefits  at  any  time  without
          compensation.

         10.      Holidays

          10.1      In addition to all statutory holidays the Executive shall be
          entitled to the number of working days paid  holiday in each  calendar
          year  specified  in  paragraph  10 of Schedule 1 (and pro rata for any
          lesser  period  which shall be deemed to accrue on a day to day basis)
          to be  taken  at such  time or  times  as may be  agreed  between  the
          Executive  and the Board  provided  that the Board may fix the maximum
          number of working days in any one year which may be taken  together as
          holiday and (unless  otherwise  agreed or if the  Executive  shall not
          have been  permitted  to take his full  holiday  entitlement)  holiday
          entitlement not taken in any particular year shall be forfeited.
<PAGE>

          10.2      Upon termination of the Executive's employment in the course
          of a year for  whatever  reason the  Executive  shall be  entitled  to
          salary in lieu of holiday accrued but not taken in that year but shall
          be required to repay to the Company any salary  received in respect of
          holiday taken in excess of his proportionate holiday entitlement.  The
          Executive  agrees  that the  Company  may deduct any money which he is
          required to repay to the Company whether holiday pay or otherwise from
          salary due to the Executive.

         11.      Sickness and Incapacity

          11.1    If the  Executive  shall  be  incapacitated  by  mental  or
          physical  illness or injury  from  attending  to his duties and in the
          case  of  physical  incapacity  furnishes  (if so  required)  evidence
          satisfactory  to the Board of such  incapacity he shall be entitled to
          receive:

               (a) his full salary for the period of incapacity up to a total of
                   183 days;

               (b) one-half of his full salary for the same period of incapacity
                   for the next 183 days.

         The  Executive  shall not be entitled to salary  after the 366th day of
         any  one  period  of  incapacity.  In  calculating  such  a  period  of
         incapacity  there  shall be  aggregated  periods of  incapacity  in any
         period of 732 days.

         11.2 Any benefit receivable by the Executive under any permanent health
         insurance  scheme of the  Company  shall be  deducted  from any  salary
         receivable in respect of the same period by the Executive  under clause
         11.1 above.

         11.3 The  Company  shall  be at  liberty  to  deduct  from  any  salary
         receivable by the  Executive  under clause 11.1 above the amount of any
         statutory sick pay or other sickness or injury  benefits  receivable by
         him under the National Insurance legislation in force from time to time
         whether or not received and any damages  compensation or other benefits
         in respect of loss of earnings  received by him in connection  with his
         absence.

         11.4 At the request of the Board the Executive  shall,  whether  absent
         from  work  or  not,   co-operate  in  providing  medical  evidence  or
         undergoing a medical examination arranged by the Company.
<PAGE>


         12.     Group Directorships

         If required  by the Board to act as  director of a member of  Chartwell
         and/or  of  the  Archer  Group  in  accordance  with  clause  4.2 or if
         appointed by agreement with the Board as a director of any  corporation
         in which  Chartwell  and/or the Archer Group may have an interest,  the
         Executive shall resign from any such directorship as the Board may from
         time to time require  subject to the approval of the board of directors
         of Holdings.  A request for any such  resignation  shall not constitute
         termination  of  this  Agreement  or  constructive   dismissal  of  the
         Executive.

         13.      Disclosure of Interests and Competing Interests

         13.1 During his employment under this Agreement the Executive shall not
         without the prior written consent of the Board (which consent shall not
         be unreasonably  withheld) except in his capacity as an employee of the
         Company:

                 (a)      actively engage in any other business; or

                 (b)  engage  or  be  concerned  or  interested  directly  or
                      indirectly in any other insurance  related  business other
                      than that of the Archer Group provided that this paragraph
                     (b) shall not prohibit:

                         (i) the  holding  as an  investment  of shares or other
                         securities  of any  company  quoted  on any  recognised
                         Stock Exchange in the United Kingdom  provided that the
                         Executive shall disclose to Chartwell any investment in
                         Chartwell   securities   (together   with  his  spouse,
                         children, parent or parents' issue) as may from time to
                         time be requested by Chartwell and neither holds nor is
                         beneficially  interested in more than three per cent of
                         any single class of the securities in that company; or

                         (ii)  the  business  of  an  Underwriting  Member  of
                         Lloyd's.

         13.2 Without  derogating from any duty of disclosure  arising under any
         statute or the general law, the Executive  shall  disclose to the Board
         in writing:

                    (a) all  matters  which are  required  by  Lloyd's  Byelaws,
                        regulations or  requirements to be disclosed to Lloyd's
                        or members of the Syndicates;

                    (b) all his  interests  and  that  of his  associates  (as
                        defined by the Lloyd's Act 1982) in any Lloyd's managing
                        agent or members' agent or Lloyd's broker;

                    (c) any interest of the Executive or his associates (as
                        defined  by the said Act)  in any contract  or  proposed
                        contract  with  any  member  of  the  Archer  Group  or
                        the Syndicates.
<PAGE>


         13.3 The Executive shall disclose to Chartwell any investment in
         Chartwell securities as may from time to time be requested by Chartwell

         14.      Confidentiality

         14.1 The Executive  shall not during the  continuance of his employment
         under this Agreement (except in the proper course of his duties) nor at
         any  time  after  his  employment  shall  end  divulge  to  any  person
         whomsoever,   and  shall  use  his  best   endeavours  to  prevent  the
         publication  or  disclosure  of,  any  trade  secret  or   confidential
         information  concerning  the  business or finance of  Chartwell  or its
         subsidiaries or of the members of the Archer Group or the Syndicates or
         any of their dealings  transactions  or affairs which are within or may
         come to his knowledge  during or in the course of his employment  other
         than such information which shall have come into the public domain.

         14.2 The Executive  shall not use after  termination  of this Agreement
         any  such  confidential  information  acquired  in  the  course  of  or
         incidental to the  performance of his duties  hereunder for any purpose
         whatever  including  without  limitation  for his own benefit or to the
         detriment of Chartwell  or its  subsidiaries  or of the Archer Group or
         the Syndicates other than such  information  which shall have come into
         the public domain.

         14.3 The Executive expressly agrees that the expressions "trade secret"
         and "confidential information" include but are not limited to:

                 (a) in respect of risks accepted by the  Syndicates  managed by
                 the  Archer  Group,  all  placing  information,  rates,  claims
                 records and disputes;

                 (b) in respect of the  reinsurance  programme  arranged for the
                 Syndicates   managed  by  the   Archer   Group,   all   placing
                 information, rates and claims records;

                 (c) all claims  statistics  and other  statistical  information
                 produced by the Archer Group for Syndicates under management;

                 (d) all  information  material  to any  dispute  or  litigation
                 involving the Archer Group,  or the  Syndicates  managed by the
                 Archer Group.

         15.      Restrictive Covenants

         15.1 For a period of twelve  months (or such lesser period as may apply
         as a result of the  application  of clause 15.4)  following the date of
         termination of his employment the Executive shall not without the prior
         consent of the Company:

<PAGE>

                 (a) carry on any  Competing  Business in any Relevant  Capacity
                 (in  competition  with the whole or any part of the business or
                 activities  of Chartwell or its  subsidiaries  or of the Archer
                 Group as carried on at the date of termination)  for any person
                 who  is or  was a  member  of  the  Syndicates  (or  any  other
                 Syndicate  managed  by the  Archer  Group),  during  the twelve
                 months   preceding  such   termination   and  who  has  at  the
                 Executive's  invitation  or  suggestion  or that of a Connected
                 Company of the  Executive  or a  director,  officer,  employee,
                 consultant or agent of such a Connected  Company withdrawn from
                 any such Syndicates managed by the Archer Group;

                 (b) induce or seek to induce any employee of the Company (or of
                 a related  company)  engaged in a senior capacity with whom the
                 Executive  has had dealings  and who has had dealings  with any
                 member of the Syndicates  with whom the Executive  dealt in the
                 six months prior to the date of  termination  of his employment
                 to give up such employment.

         15.2     For the purposes of clause 15.1:

                 (a) "Competing Business" means the business of managing agent
                 at Lloyd's;

                 (b)  "Connected  Company"  means any  company  which is
                 controlled (within the meaning of S.416(2) of the Income and
                 Corporation  Taxes Act  1988) by the  Executive  and/or  his
                 associates (as defined in Lloyd's Act 1982);

                 (c) "Relevant  Capacity"  means for his own account or for that
                 of any person, firm or company (other than the Company or other
                 member of the Archer Group) and whether directly or indirectly:

                         (i) as principal, partner, director, officer, employee,
                    consultant or agent; or

                         (ii) (A)  pursuant to any contract or  arrangement  for
                    the  provision  of his services  concluded by any  Connected
                    Company;   or
                              (B)  otherwise  through  the  medium  of  any
                    Connected Company.

         15.3 Each of the  restrictions  in this  clause are  considered  by the
         parties to be  reasonable  in all the current  circumstances  and it is
         hereby  agreed  that if any  restriction  shall be judged to be void as
         going  beyond  what  is  reasonable  in all the  circumstances  for the
         protection  of the  legitimate  interests  of any  member of the Archer
         Group but would be valid if words were deleted  therefrom or the period
         of such  restriction  or the range of activities or area covered by the
         restriction were reduced in scope the said restriction  shall be deemed
         to apply with such  modifications  as may be necessary to make the same
         valid and effective and any such modification  shall not thereby affect
         the validity of any other restriction contained herein.
<PAGE>

         15.4 The period of twelve  months  referred  to in clause 15.1 shall be
         reduced by the amount of time (if any) in the period  between  the date
         on which notice of termination of this Agreement is given in accordance
         with  clause  3.1  and  the  effective   date  of  termination  of  the
         Executive's  employment  under this  Agreement,  for which the  Company
         requires the Executive in writing pursuant to clause 3.2 not:

                         (a)  to attend  his place of work or any other premises
                         of any company within the Archer Group; and/or

                         (b)  to carry out all or a material part of his duties.

         16.     Disciplinary Rules and Grievance Procedure

         16.1 If the Executive wishes to seek redress for any grievance relating
         to his  employment  under this  Agreement or is  dissatisfied  with any
         disciplinary  decisions  concerning  him he should  first  discuss  the
         matter with the Chairman and Chief Executive Officer of Chartwell.

         16.2 If the  grievance  or  dissatisfaction  is not  then  settled  the
         Executive should lay his grievance or dissatisfaction  before the board
         of directors of Chartwell who will afford the Executive the opportunity
         of a full and fair  hearing  and whose  decision on such  grievance  or
         dissatisfaction shall be final.

          16.3 In  compliance  with  the   requirements  of  Section  1  of  The
               Employment  Protection  (Consolidation)  Act 1978 as amended  the
               Company  hereby  notifies  the  Executive  that by  reason of his
               seniority there are no specific  disciplinary rules or procedures
               applicable to him except as stated in this Agreement.

         17.      Gratuities and Codes of Conduct

         17.1 The  Executive  shall  under no  circumstances  whatsoever  either
         directly  or  indirectly  receive  or accept  for his own  benefit  any
         commission,  rebate,  discount,  gratuity  or profit  from any  person,
         company or firm  having  business  transactions  with any member of the
         Archer  Group  (or  any  related   company  as  defined  above)  unless
         previously agreed with the Board.

         17.2 The Executive  shall comply with all codes of conduct from time to
         time adopted by the Board and with all applicable  statutes,  rules and
         regulations which apply to directors of Chartwell.
<PAGE>

         18.      Insider Dealing

         The Executive shall, during his employment under this Agreement and for
         twelve  months after its  termination  howsoever  arising,  comply (and
         procure  that his  spouse and minor  children  shall  comply)  with all
         applicable  rules of law,  Stock Exchange  regulations  and any code of
         conduct of the  Company  for the time being in force,  in  relation  to
         dealings in shares, debentures or other securities of Chartwell and any
         unpublished price sensitive information affecting the securities of any
         other company.

         19.      Transfer or Reconstruction or Amalgamation of the Archer Group

         If the Company or  Chartwell  or any other  member of the Archer  Group
         transfers any  substantial  part of its undertaking to any other person
         or  company  the  Executive  shall  not  have  any  claim  for  damages
         compensation or otherwise by reason of such event or for termination of
         his employment  following such event if the Executive  shall have or be
         offered employment on terms not less favourable than those contained in
         this Agreement by any other company succeeding as managing agent of any
         of the Syndicates.

         20.      Summary Termination

         20.1  The  Company  may  summarily  terminate  the  employment  of  the
         Executive  without  prior  notice so that the  Executive  shall have no
         claim for damages or compensation or otherwise  against the Company (or
         Chartwell or its  subsidiaries any other member of the Archer Group) or
         the Syndicates in respect of such termination (but without prejudice to
         any other  remedy that the Company or the  Syndicates  may have against
         the Executive) if the Executive shall:

                    (a)     be the  subject of a  direction  of  administrative
                    suspension  under the  Byelaw  dated 3rd June 1987  entitled
                    "Administrative  Suspension" (No 7 of 1987), as amended from
                    time to time,  or be found  guilty of  misconduct  under the
                    Byelaw dated 9th June 1993  entitled  "Misconduct  Penalties
                    and Sanctions" (No 9 of 1993),  as amended from time to time
                    and, in either  case,  the Council of Lloyd's  notifies  the
                    Executive  or the Company (or any other member of the Archer
                    Group) that the  Executive is no longer  permitted to act as
                    manager or director by reason of such  direction or finding;
                    or

                    (b)     be or become  disqualified from being a director of
                    a company  or from  being  concerned  or taking  part in the
                    promotion, formation or management of a company under any of
                    the provisions of the Company Directors Disqualification Act
                    1986 or by virtue of any other enactment; or

                    (c)     become  bankrupt  or make any  composition  with or
                    enter into any scheme of arrangement with his creditors; or

                    (d)     be convicted of any criminal offence (other than an
                    offence  under  Road  Traffic  legislation  in the  U.K.  or
                    elsewhere  for  which a  lesser  penalty  than  four  months
                    imprisonment is imposed); or

                    (e)     be guilty  of any  fundamental  or (after  warning)
                    recurring breach of his obligations under this Agreement; or

                    (f)     suffer  anything  analogous  to any of the  events
                    specified  in  paragraphs  (b) or (c)  under  the law of any
                    applicable jurisdiction.
<PAGE>

         20.2 The  employment  of the Executive  shall also be terminable  under
         clause 20.1 if any consent, agreement or approval given by or under the
         authority of the Council of Lloyd's with respect to such  employment is
         revoked  or  expires  or  terminates  or if there  is a  breach  by the
         Employee of any undertaking given to the Council.

         20.3 Any reasonable  delay or  forbearance in exercising  such right of
         termination shall not constitute the waiver of such right.

         21.     Executive's Obligations Upon Termination

         Upon  termination  of the  employment  of the  Executive for any reason
         whatever the Executive shall:

                 (a) at the request of the Board  resign from any  directorships
                 to which he may have been appointed pursuant to clauses 4 or 12
                 of this  Agreement  and  should  he fail to do so the  Board is
                 irrevocably  authorised  to appoint some person in his name and
                 on his behalf to sign any documents and do any things necessary
                 or requisite to give effect thereto; and

                 (b)   immediately   deliver  up  to  the  Company  all  papers,
                 correspondence  and records prepared by him or which might have
                 come into his  possession  in the course of or  relating to the
                 performance of his duties under this Agreement and he shall not
                 be  entitled  to make or retain any copies  thereof  (title and
                 copyright therein shall vest in the Company).

         22.      Effect of Termination of this Agreement

         The determination of this Agreement  howsoever caused shall not operate
         to affect such of the provisions  hereof as are expressed to operate or
         have  effect  thereafter  and shall be without  prejudice  to any other
         accrued rights or remedies of the parties hereto.
<PAGE>

         23.      Provisions Deemed Incorporated into this Agreement

         23.1 The  provisions of the Staff Handbook as amended from time to time
         shall be deemed to be  incorporated  into  this  Agreement  save to the
         extent  that  it is  expressly  stipulated  in  this  Agreement  to the
         contrary in which case the provisions of this Agreement  shall prevail.
         Subject  to this the  Executive  agrees  to abide  by and  observe  the
         provisions of the Staff Handbook. The Executive acknowledges receipt of
         a copy of the Staff Handbook on the date hereof.

         23.2 The Recitals and the Schedule to this Agreement (as may be amended
         from time to time) form part of this Agreement.

         24.      Variation of Terms of this Agreement

         If the  provisions  of this  Agreement  are varied by mutual  agreement
         between the parties  hereto the terms  hereof  (other than the terms so
         varied) shall remain in full force and effect and such variation  shall
         not be deemed to determine this Agreement.

         25.      Severability

         If any term or  condition  of this  Agreement  shall to any  extent  be
         invalid or unenforceable,  the remainder of this Agreement shall not be
         affected  thereby  and each term of this  Agreement  shall be valid and
         enforceable to the fullest extent permitted by law.

         26.      Notices

         Any  notice to be served  under  this  Agreement  shall be deemed  duly
         served if in the case of the Company or any other  member of the Archer
         Group it is handed to the  Chairman of that company or is sent by first
         class post to or left at the  registered  office of that company and if
         in the case of the Executive it is handed to him  personally or sent by
         first  class post to him at his last known  residential  address in the
         U.K..  Notices sent by prepaid  first class post shall be deemed served
         (whether  actually  delivered  or not) on the second  business day next
         following  the date of  posting.  In proving  such  service it shall be
         sufficient  to  prove  that  delivery  was  made or that  the  envelope
         containing  such notice was properly  addressed and posted as a prepaid
         first class letter.

         27.      Miscellaneous

         27.1 The  Executive  acknowledges  that where any rights are conferred
         upon or  obligations  are  undertaken  to any  person  firm or company
         pursuant to this  Agreement  the Company  shall be entitled to enforce
         the same as agent and  trustee  on behalf of any such  person  firm or
         company.
<PAGE>

         27.2 There are no  collective  agreements  which  directly  affect the
         terms  and  conditions  of  the  Executive's   employment  under  this
         Agreement.

         28.      Proper Law

         This  Agreement  shall be governed by and construed in accordance  with
English law.

AS WITNESS this Agreement has been executed by the parties on the above date.


<PAGE>


                                   SCHEDULE 1

1.       Name and address of Executive

         Stephen Wenman
         11 Norfolk House
         Trig Lane
         London EC4V3QQ

2.       Salary

         (pound) 250,000 per annum,  payable in accordance with Clause 7 of this
          Agreement.

3.       Save As You Earn Scheme

         The Executive  shall be eligible to participate in the Save As You Earn
         Scheme adopted by the Archer Group.

         Any  questions  regarding  the scheme and joining or leaving the scheme
         should be addressed to the Personnel Department of the Archer Group.

4.       Stock Options

         The Executive is hereby awarded an option to purchase 25,000 shares of
         Chartwell  Common Stock in accordance with the terms and conditions of
         the 1993 Amended and Restated  Chartwell  Stock Option (the 1993 Plan)
         or such plan as may succeed the 1993 Plan and the Award Agreement.

5.       Pension

         The  Executive's  remuneration  package  does not  include  any pension
         contribution  nor shall the Executive be eligible to participate in the
         contributory  pension  scheme  which  employees  ages 25 and  over  are
         eligible to join.

6.       Motor Car

         The Executive's  remuneration  package does not provide either a car or
         an allowance for a car.

     7.   Medical Insurance

          The Company provides medical insurance  coverage for the Executive and
          members of his immediate family in line with Archer Group policy which
          may vary from time to time.
<PAGE>

     8.   Permanent Health Insurance

          The Company  currently  maintains a Permanent  Health Insurance Policy
          which  offers  the  Executive  benefits  as  may  be  notified  to the
          Executive from time to time.

     9.   Life Insurance

          The Executive  shall be entitled to  participate in any Life Insurance
          Scheme  established  by the  Company  for members of staff which shall
          provide  cover of four times basic salary from time to time subject to
          acceptance by the Company's insurers.

10.      Holidays

         Holiday entitlement is 28 working days in each calendar year.

11.      Place of Work

         The Executive's  place of work shall be 2 Minster Court,  Mincing Lane,
         London, EC3R 7FL/Lloyd's of London, One Lime Street, London EC3M 7HA or
         such other place within the United  Kingdom as shall be notified by the
         Company  from time to time  allowing  for other  travel as necessary or
         incidental to his duties.






SIGNED by                   )
                            )
for and on behalf of        )
ARCHER GROUP MANAGEMENT     )
SERVICES LIMITED            )
in the presence of:         )





Executed and delivered as   )
a Deed by the said          )
Stephen L. Wenman           )
in the presence of:-        )