HARVARD BIOSCIENCE, INC.

                              EMPLOYMENT AGREEMENT



         This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made as of the

6th day of December, 2000, between Harvard Bioscience, Inc., a Delaware

corporation (the "Company"), and David Green ("Executive"). For purposes of this

Agreement the "Company" shall refer to the Company and any of its predecessors.



         WHEREAS, the Company desires to employ Executive and Executive desires

to be employed by the Company on the terms contained herein.



         NOW, THEREFORE, in consideration of the mutual covenants and agreements

herein contained and other good and valuable consideration, the receipt and

sufficiency of which is hereby acknowledged, the parties agree as follows:



1. EMPLOYMENT. The term of this Agreement shall extend from December 6, 2000

(the "Commencement Date") until the second anniversary of the Commencement Date;

provided, however, that the term of this Agreement shall automatically be

extended for two additional years on each second anniversary of the Commencement

Date unless, not less than 90 days prior to each such date, either party shall

have given notice to the other that it does not wish to extend this Agreement;

provided, further, that if a Change in Control occurs during the original or

extended term of this Agreement, the term of this Agreement shall,

notwithstanding anything in this sentence to the contrary, continue in effect

for a period of not less than eighteen (18) months beyond the month in which the

Change in Control occurred. The term of this Agreement shall be subject to

termination as provided in Paragraph 6 and may be referred to herein as the

"Period of Employment."



2. POSITION AND DUTIES. During the Period of Employment, Executive shall serve

as the President and member of the Board of Directors of the Company and shall

have such powers and duties as may from time to time be prescribed by the Board

of Directors (the "Board") or the Chief Executive Officer of the Company,

provided that such duties are consistent with Executive's position or other

positions that he may hold from time to time. Executive shall devote his full

working time and efforts to the business and affairs of the Company.

Notwithstanding the foregoing, Executive may serve on other boards of directors,

with the approval of the Board, or engage in religious, charitable or other

community activities as long as such services and activities are disclosed to

the Board and do not materially interfere with Executive's performance of his

duties to the Company as provided in this Agreement.



3. COMPENSATION AND RELATED MATTERS.



         (a) BASE SALARY AND INCENTIVE COMPENSATION. Executive's initial annual

base salary shall be Two Hundred Twenty-Five Thousand ($225,000) Dollars.

Executive's base salary shall be redetermined annually by the Board or a

Committee thereof. The base salary in effect at any





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given time is referred to herein as "Base Salary." The Base Salary shall be

payable in substantially equal bi-weekly installments. In addition to Base

Salary, Executive shall be eligible to receive cash incentive compensation as

determined by the Board or a Committee thereof from time to time, and shall also

be eligible to participate in such incentive compensation plans as the Board or

a Committee thereof shall determine from time to time for employees of the same

status within the hierarchy of the Company.



         (b) EXPENSES. Executive shall be entitled to receive prompt

reimbursement for all reasonable expenses incurred by him in performing services

hereunder during the Period of Employment, in accordance with the policies and

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