FIRST AMENDMENT TO EMPLOYMENT AGREEMENT THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment"), dated this __ day of October, 1998, is made and entered into by and between Packard BioScience Company, a Delaware corporation (the "Company"),...

                               FIRST AMENDMENT TO
                              EMPLOYMENT AGREEMENT

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment"), dated this __
day of October, 1998, is made and entered into by and between Packard BioScience
Company, a Delaware corporation (the "Company"), and Xxx X. Xxxxxx (the
"Executive").

WHEREAS, the Company and the Executive entered into an employment agreement,
dated March 4, 1997 (the "Employment Agreement"); and

WHEREAS, the Company and Executive desire to amend the Employment Agreement to
provide for automatic renewals of the Employment Agreement as set forth herein.

NOW, THEREFORE, in consideration of the mutual promises contained herein, and
for other good and valuable consideration the receipt and sufficiency of which
are hereby acknowledged, the Company and Executive hereby amend the Employment
Agreement as follows:

1.    Section 1 of the Employment Agreement is hereby amended by adding the
      following language to the end of such Section 1:

      "; provided, however, that commencing on the date two years after the date
      of this Employment Agreement (the "Initial Renewal Date"), and on the
      first day of each calendar month thereafter (each such date and the
      Initial Renewal Date shall be hereinafter referred to as a "Renewal
      Date"), unless previously terminated, the Employment Period shall be
      automatically extended so as to terminate thirteen calendar months after
      such Renewal Date, unless at least sixty days prior to the Renewal Date
      the Company shall give notice to the Executive that the Employment Period
      shall not be so extended."

2.    Except as specifically amended hereby, the Employment Agreement shall
      remain in full force and effect.

3.    The Company and the Executive acknowledge that this Agreement supersedes
      any other agreement between them with respect to the subject matter
      hereof, and that this Amendment shall be incorporated into and shall form
      an integral part of the Employment Agreement.

4.    This Amendment may be executed in several counterparts, each of which
      shall be deemed an original, and said counterparts shall constitute but
      one and the same instrument.




IN WITNESS WHEREOF, the Executive has executed this Amendment and, pursuant to
the authorization of its Board of Directors, the Company has caused this
Amendment to be executed on its behalf, all as of the date first above written.


EXECUTIVE


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Xxx X. Xxxxxx


PACKARD BIOSCIENCE COMPANY


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Xxxxx X. Xxxxxx, President