Amendment No. 2 to Employment Contract The Employment Contract between Justin Industries, Inc. and John S. Justin, Jr. dated December 14, 1994 ("Contract") is hereby amended as follows: 1. Employee's term of employment under Paragraph 2 of the...

                                 Amendment No. 2
                                       to
                               Employment Contract
                                        

     The Employment Contract between Xxxxxx Industries, Inc. and Xxxx X. Xxxxxx,
Jr. dated December 14, 1994 ("Contract") is hereby amended as follows:

     1.   Employee's term of employment under Paragraph 2 of the Contract is
hereby extended to November 30, 1999.

     2.   The minimum annual Salary to be paid to Employee under Paragraph 2 of
the Contract shall be Six Hundred Twenty Thousand and No/100 Dollars ($620,000).

     Except as hereinabove amended, the Contract shall remain in force as
originally written.
     
     Executed this 15th day of September, 1998.



                              XXXXXX INDUSTRIES, INC.


                              By: /S/ XXXXXXX X. XXXXXX
                                  Xxxxxxx X. Xxxxxx
                                  Vice President


                                  /S/ XXXX X. XXXXXX XX.
                                  Xxxx X. Xxxxxx, Jr.