

<PAGE>

                              EMPLOYMENT AGREEMENT
 
     This   Agreement  made  this  2nd  day  of  January  1,  1997  between  All
Communications Corporation having its principal place of business at 1450  Route
22,  Mountainside, New Jersey hereinafter referred  to as the 'EMPLOYER' and Leo
Flotron residing  at  30  Happy  Valley  Road,  Westerly,  Rhode  Island  02891,
hereinafter referred to as the 'EMPLOYEE'.
 
     In consideration of the mutual promises set forth herein and for other good
and valuable consideration, the parties hereby agree as follows:
 
1. EMPLOYMENT.
 
     EMPLOYER  hereby employs  EMPLOYEE, and EMPLOYEE  hereby accepts employment
from EMPLOYER for the  period commencing January  1, 1997 ('Commencement  Date')
and  ending three years thereafter on December 31, 1999, specifically subject to
prior termination as herein provided.
 
     2. EMPLOYEE shall be employed by  EMPLOYER as EMPLOYER's Vice President  of
Video Sales and Marketing. The parties hereby agree as follows:
 
          A)  EMPLOYEE  shall execute  any  and all  duties  required of  him in
     accordance with  the terms  of this  Agreement at  the principal  place  of
     business  of EMPLOYER, or at such times  or other places as may be directed
     by EMPLOYER; provided, however, that  EMPLOYEE will be permanently  located
     in Union County, New Jersey.
 
          B)  EMPLOYEE agrees to  render such other services  to EMPLOYER of the
     kind as may be from time to time required of EMPLOYEE by EMPLOYER.
 
3. COMPENSATION.
 
     As compensation for  services rendered  by EMPLOYEE  to EMPLOYER,  EMPLOYER
shall pay EMPLOYEE as follows:
 
          A) EMPLOYER shall pay EMPLOYEE the following cash sums as compensation
     for EMPLOYEE's services.
 
<TABLE>
       <S>                                                             <C>
          1997....................................................  $104,000.00
          1998....................................................   114,000.00
          1999...................................................    124,000.00
</TABLE>
 
          B) EMPLOYER will pay EMPLOYEE biannually 1/2 of 1% of
 
                                       1
 

<PAGE>
<PAGE>
     net   sales.   Net   sales   shall   not   include  taxes,  transportation,
     commissions and fees  to non-employees  or similar  charges. Payment  under
     this subparagraph (B) shall cease upon Employee's termination of employment
     for any reason.
 
          (C)  Any amount to which EMPLOYEE  is entitled as compensation, bonus,
     or any other form of compensation subject to withholding, shall be  subject
     to  usual deductions for  appropriate federal and  state tax obligations of
     EMPLOYEE.
 
4. BENEFITS.
 
     EMPLOYER shall  provide  EMPLOYEE the  following  benefits in  addition  to
compensation:
 
          A)  EMPLOYEE shall  in the  first instance  secure hospital, surgical,
     medical and  other  health  insurance  through  EMPLOYEE  wife's  insurance
     coverage.  In the event such health coverage shall become unavailable, then
     EMPLOYER shall  provide  EMPLOYEE  and his  dependents  with  group  health
     insurance available to all employees of EMPLOYER on the same basis.
 
          (B)  EMPLOYEE shall be  entitled, as of the  Commencement Date of this
     agreement,  to  an  annual  paid  vacation  leave  of  two  weeks  at  full
     compensation  in the first and second years. For the third year of the term
     of employment EMPLOYEE shall  be entitled to three  weeks vacation at  full
     compensation. Vacation time may not be accrued beyond each year.
 
          C)  Beginning  with the  Commencement  Date and  for  each consecutive
     calendar month  thereafter,  EMPLOYEE shall  be  entitled to  receive  from
     EMPLOYER   the  sum  of  four  hundred   dollars  ($400.00)  per  month  as
     reimbursement for vehicle expense.
 
          D) EMPLOYER  shall reimburse  EMPLOYEE,  on a  monthly basis  for  all
     expenditures  made by employee in connection with travel, entertainment and
     miscellaneous expenses,  provided  such  expenses  have  been  incurred  by
     EMPLOYEE  in connection with the furtherance of EMPLOYER's business and are
     substantiated in writing. EMPLOYEE shall submit documentary evidence  (such
     as  receipts for paid bills, etc.)  in form satisfactory to EMPLOYER, which
     states sufficient information to establish the amount, date, place, and the
     character of  the  expenditure for  any  expense incurred  by  EMPLOYEE  in
     furtherance of EMPLOYER's business.
 
                                       2



<PAGE>
<PAGE>


     EMPLOYER  does not have any disability plan  in effect at the present time.
It is EMPLOYER's intention to effectuate a plan for the benefit of all employees
at the discretion  of the  EMPLOYER's Board  of Directors  at such  time as  the
financial condition of EMPLOYER may make the implementation of a disability plan
feasible.
 
5. TERMINATION.
 
     This  Agreement  may be  terminated before  its  normal expiration  date as
follows:
 
          A) By the EMPLOYEE giving of ninety days written notice to EMPLOYER.
 
          B) EMPLOYER  may  terminate  this agreement  upon  written  notice  to
     EMPLOYEE for cause, which said cause shall be limited to the following:
 
             1) EMPLOYEE's habitual intoxication or drug addiction;
 
             2) EMPLOYEE's   being  convicted  of   a   felony  involving  moral
        turpitude;
 
             3) A final  adjudication by  a court of  competent jurisdiction  of
        EMPLOYEE   being  mentally  incompetent  as  that  term  is  defined  in
        accordance with the statutes of the state of New Jersey; or
 
             4) For EMPLOYEE's substantial or material breach of loyalty to  the
        EMPLOYER.
 
          C) This Agreement shall automatically terminate as of EMPLOYEE's death
     and  all monetary obligations  of EMPLOYER to EMPLOYEE  as set forth herein
     (exclusive of any  death benefits  for which  EMPLOYEE's beneficiaries  are
     entitled  to hereunder;) shall be prorated to the date of death and paid to
     EMPLOYEE's estate  including  but  not  limited  to  the  salary,  bonuses,
     compensation,   vehicle  reimbursement,  other  reimbursements,  insurance,
     compensation and benefits.
 
          D) EMPLOYER shall  have the  right to terminate  this Agreement  after
     giving to EMPLOYEE ten (10) days written notice of this intention to do so,
     should  EMPLOYEE, because of 'total and  permanent disability' be unable to
     perform any duties required  of EMPLOYEE hereunder for  a period of  ninety
     (90)  consecutive days; the term 'total and permanent disability shall mean
     the existence of a
 
                                       3



<PAGE>
<PAGE>

    permanent  mental  or  physical  disability, determined  by  a  physician in
    accordance  with  generally  accepted  medical  principles,  which   renders
    EMPLOYEE totally unable to perform the duties of EMPLOYEE under the terms of
    this  Agreement.  In  the  event  of  termination  in  accordance  with  the
    foregoing, EMPLOYEE shall continue to  be entitled to receive from  EMPLOYER
    any  and all salaries,  bonuses, benefits, during  the foregoing ninety (90)
    day period.
 
    E) If  EMPLOYER  terminates this  Agreement  for  any reason  set  forth  in
    paragraph  5B  above  EMPLOYEE shall  not  be entitled  to  any compensation
    provided for herein for any remainder of the term of this Agreement.
 
7. NONDISCLOSURE COVENANT.
 
     EMPLOYEE shall directly or indirectly disclose  or use at any time,  either
following  or  subsequent  to  the  term of  employment  as  set  forth  in this
Agreement, any of the following that are secret or confidential unless  EMPLOYEE
shall  first secure the written consent  of EMPLOYER: Information, knowledge, or
data of EMPLOYER whether or not obtained, acquired or developed by EMPLOYEE.  On
termination  of this  Agreement, EMPLOYEE  shall return  to EMPLOYER  all notes,
memorandum, notebooks or other  documents made by, compiled  by or delivered  to
EMPLOYEE  concerning any  customers, distributors,  systems, products, apparatus
used, developed  or investigated  by EMPLOYEE  during his  employment, it  being
agreed  that same and, to the extent recognized by law all information contained
therein, are at all times the property of EMPLOYER.
 
8. BUSINESS COVENANT.
 
     During the  term  of  this  Agreement, EMPLOYEE  shall  devote  his  entire
productive  time, ability, and  attention to the  business of EMPLOYER. EMPLOYER
shall not  during  normal business  hours,  directly or  indirectly  render  any
services of a business, commercial or professional nature to any other person or
organization,  whether for  compensation or  otherwise without  the prior writen
consent of EMPLOYER.
 
9. NON COMPETE
 
     The Employee acknowledges  that his  services and  responsibilities are  of
particular  significance to the  Company and that his  position with the Company
does and  will continue  to give  him  an intimate  knowledge of  its  business.
Because  of this, it is important to the Company that the Employee be restricted
from competing with the Company in the event that he terminates his  employment.
Therefore  the  Employee  agrees  that  in  the  event  that  this  Agreement is
terminated by Employee pursuant to paragraph 5a
 
                                       4
 

<PAGE>
<PAGE>
above he  shall not  compete directly  or  indirectly with  the Company  or  its
business  anywhere  in  the United  States  for a  period  of 1  year  after the
termination of his employment, but in  no event shall this restriction  continue
after December 31, 1999.
 
10. NOTICES.
 
     All notices required or permitted to be given hereunder shall be in writing
and  shall be  deemed to have  been given  if mailed by  certified or registered
mail, return receipt requested, addressed  to the intended recipient as  follows
or such other address provided by either party to the other:
 
          A)  To  EMPLOYER,  1450  Route  22,  Mountainside,  New  Jersey, 07092
     Attention: Richard A. Reiss, President, with copy to Robert B. Kroner, Esq,
     111 Northfield Avenue, West Orange, New Jersey, 07052.
 
          B) To EMPLOYEE, 180 Riverside Drive, Apartment 2D, New York, New  York
     10024.
 
11. INSURANCE
 
     At  the present time EMPLOYER does not have in effect any key man insurance
on the  life  of Richard  A.  Reiss or  any  other employee.  It  is  EMPLOYER's
intention  to purchase  such insurance on  the life  of Richard A.  Reiss at the
discretion of EMPLOYER's Board of Directors.
 
12. MISCELLANEOUS
 
     This Agreement  contains the  entire agreement  of the  parties hereto  and
shall  not be modified or  changed in any respect  except by writing executed by
the parties hereto. This Agreement supersedes all previous Employment Agreements
between EMPLOYER and  EMPLOYEE. This Agreement  shall be construed,  interpreted
and enforced in accordance with the laws of the state of New Jersey. Captions in
this Agreement are totally  for convenience, and are  not a substantive part  of
this  Agreement, and shall not in any manner alter or vary the interpretation or
construction of  this  Agreement.  All  of the  terms  and  conditions  of  this
Agreement  shall be binding upon and inure to the benefit of the parties hereto,
their heirs, successors  and personal representatives,  EMPLOYEE may not  assign
this Agreement.
 
                                       5
 

<PAGE>
<PAGE>
     In Witness Whereof the parties have executed this Agreement on the date and
year first above set forth.
 
                                          ALL COMMUNICATIONS CORPORATION
                                          /s/ RICHARD A. REISS
                                          --------------------------------------
                                          RICHARD A. REISS
                                          PRESIDENT
                                          /s/ LEO FLOTRON
                                          --------------------------------------
                                          LEO FLOTRON
 
                                       6


<PAGE>


