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                              EMPLOYMENT AGREEMENT





          This EMPLOYMENT AGREEMENT (this "Agreement") is entered into by and

between Fisher Scientific International, Inc., a Delaware corporation (the

"Company") and Paul M. Montrone (the "Executive"), dated as of the 31st day of

December, 2001.



          1.   TERM OF THE AGREEMENT. This Agreement shall commence as of

December 31, 2001 (the "Effective Date") and end on December 31, 2006 (the

"Initial Employment Period" and, together with any extensions thereof pursuant

to the next sentence, the "Employment Period"). As of the last day of the

Initial Employment Period and each anniversary thereof, unless either party

hereto shall have given the other party 60 days' advance notice that there shall

be no further extensions pursuant to this sentence (such notices, a "Notice of

Non-Extension"), the Employment Period shall be extended by an additional year.



          2.   POSITION AND DUTIES. During the Employment Period, the

Executive's position (including status, offices, titles and reporting

requirements), authority, duties and responsibilities shall be at least

commensurate in all material respects with those held, exercised and assigned to

the Executive on the day immediately preceding the Effective Date. The

Executive's services shall be performed at the location where the Executive was

employed immediately preceding the Effective Date or any office or location less

than 25 miles from such location. During the Employment Period, and excluding

any periods of vacation and sick leave to which the Executive is entitled, the

Executive agrees to devote reasonable attention and time during normal business

hours to the business and affairs of the Company and, to the extent necessary to

discharge the responsibilities assigned to the Executive hereunder, to use the

Executive's reasonable best efforts to perform faithfully and efficiently such

responsibilities. During the Employment Period it shall not be a violation of

this Agreement for the Executive to (A) serve on corporate, civic, charitable,

governmental or religious boards or committees, (B) to manage or participate in

activities of General Chemical Group, GenTek Inc.and Latona Associates, Inc., in

a manner consistent with his current practice, (C) deliver lectures, fulfill

speaking engagements or teach at educational institutions, (D) participate in

political activities and fundraising and (E) manage personal investments, so

long as such activities do not significantly interfere with the performance of

the Executive's responsibilities as an employee of the Company in accordance

with this Agreement. It is expressly understood and agreed that to the extent

that any such activities have been conducted by the Executive prior to the

Effective Date, the continued conduct of such activities (or the conduct of

activities similar in nature and scope thereto) subsequent to the Effective Date

shall not thereafter be deemed to interfere with the performance of the

Executive's responsibilities to the Company.





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          3.   COMPENSATION.



          (a)  BASE SALARY. During the Employment Period, the Executive shall

receive an annual base salary of at least $815,000 ("Annual Base Salary"),

which shall be paid in accordance with the Company's generally applicable

payroll practices and policies. During the Employment Period, the Annual Base

Salary shall be reviewed at least annually. Any increase in Annual Base Salary

shall not serve to limit or reduce any other obligation to the Executive under

this Agreement. Annual Base Salary shall not be reduced after any such increase

and the term Annual Base Salary as utilized in this Agreement shall refer to

Annual Base Salary as so increased.



          (b)  ANNUAL BONUS. In addition to Annual Base Salary, the Executive

shall be awarded, for each fiscal year ending during the Employment Period, an

annual bonus (the "Annual Bonus") in cash at least equal to $475,000 (the

"Minimum Bonus Amount"). Each such Annual Bonus shall be paid no later than the

end of the third month of the fiscal year next following the fiscal year for

which the Annual Bonus is awarded, unless the Executive shall elect to defer the

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