<SEQUENCE>5

<FILENAME>w55051qex10-8.txt

<DESCRIPTION>EMPLOYMENT AGREEMENT BETWEEN THE CO. & I. ADAN

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                        EXECUTIVE EMPLOYMENT AGREEMENT





                  THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") is

made effective as of the 15th day of October, 2001 by and between Israel Adan,

a resident of New York (the "Employee"), and Orbit/FR, Inc., a Delaware

corporation (the "Company").





                  WHEREAS, the Company desires to employ Employee, and

Employee desires to be employed by the Company, upon the terms and conditions

hereinafter set forth.



                  NOW, THEREFORE, in consideration of the mutual covenants and

obligations contained herein, and intending to be legally bound, the parties,

subject to the terms and conditions set forth herein, agree as follows:





1.       Employment and Term. The Company hereby employs Employee, and

Employee hereby accepts employment with the Company, as President and CEO (the

"Position") for a period (the "Term") commencing on the date hereof and

continuing until terminated pursuant to the provisions of Section 8 hereof.



2.       Duties.  During the Term, Employee shall serve the Company faithfully

and to the best of his ability and shall devote his full time, attention,

skill and efforts to the performance of the duties required by or appropriate

for the Position.   Employee will be reporting directly to the company's

Chairman, Vice Chairman and Board of Directors.



3.       Other Business Activities. During the Term, Employee will not,

without the prior written consent of the Board of Directors of the Company in

its sole discretion, directly or indirectly engage in any other business

activities or pursuits whatsoever, except activities in connection with

charitable or civic activities, personal investments and serving as an

executor, trustee or in other similar fiduciary capacity; provided, that such

activities do not interfere with his performance of his responsibilities and

obligations pursuant to this Agreement.



4.       Compensation.  The Company shall pay Employee, and Employee hereby

agrees to accept, as compensation for all services rendered hereunder and for

Employee's covenants provided for in Sections 5, 6 and 7 hereof, the

compensation set forth in this Section 4.



         4.1.     Base Salary. The Company shall pay Employee a base salary at

the annual rate of One Hundred Fifty thousand dollars ($150,000) (the "Base

Salary"). The Base Salary shall be inclusive of all applicable income and

other taxes and charges that are required by law to be withheld by the

Company, are requested to be withheld by Employee, and shall be withheld and

paid in accordance with the Company's normal payroll practice for its

similarly situated employees from time to time in effect. Upon commencement of

Employee's employment hereunder, Employee shall be entitled to a special

payment in an amount equal $6,667.



                                     -1-



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         4.2.     Bonus Program. Employee may be entitle to an annual bonus

(the "Bonus") based upon the achievement (during any calendar year) of such

written individual and corporate annual objectives (the "Objectives") as the

Board of Directors may from time to time establish. Employee acknowledges that

such Objectives may be amended from time to time without Employee's consent.

Employee further acknowledges that any Bonus shall be deemed earned on the

last day of the applicable calendar year and shall be payable to Employee by

the end of the first quarter of the following calendar year, except as

expressly otherwise set forth in Section 8 hereof in connection with a

pro-rata payment upon termination.



         4.3.     Fringe Benefits. Employee shall be entitled to participate

in any health, life and disability insurance, 401(k) and other fringe benefit

programs (collectively the "Benefits") of the Company to the extent and on

substantially similar terms and conditions as are accorded to other executives

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