EMPLOYMENT AGREEMENT



         THIS EMPLOYMENT AGREEMENT is dated as of August 13, 2002, by and

between EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation ("Edac" or the

"Company"), and Dominick Pagano ("Mr. Pagano").



                                     RECITAL



         Edac desires to employ Mr. Pagano and Mr. Pagano is willing to make his

services available to Edac on the terms and conditions set forth below.



                                   AGREEMENTS



         In consideration of the premises and the mutual agreements which

follow, the parties agree as follows:



         1. Employment. Edac hereby employs Mr. Pagano and Mr. Pagano hereby

accepts employment with Edac on the terms and conditions set forth in this

Agreement.



         2. Term. The initial term of Mr. Pagano's employment hereunder shall

commence on the date hereof and continue for a period of six months, subject to

earlier termination as set forth in this Agreement. The term of Mr. Pagano's

employment will automatically be extended for successive periods of 90 days

unless either party notifies the other in writing to the contrary at least 30

days prior to any the end of the then current term of this Agreement. The term

of employment is referred to in this Agreement as the "Employment Term."



         3. Duties. Mr. Pagano shall serve as the President and Chief Executive

Officer of Edac and will, under the direction of the Board of Directors (the

"Board"), faithfully and to the best of his ability, perform the duties of such

positions as determined by the Board from time to time. As the President and

Chief Executive Officer, Mr. Pagano shall be responsible for managing the

business and affairs of Edac in a professional manner with the primary objective

of enhancing shareholder value and ensuring that Edac's customers, employees and

suppliers are treated in a manner consistent with Edac's Corporate Mission

Statement. Without limiting the generality of the foregoing, Mr. Pagano shall

supervise the operations of Edac and perform those duties normally associated

with the offices of President and Chief Executive Officer. Mr. Pagano shall also

perform such additional duties and responsibilities which may from time to time

be reasonably assigned or delegated by the Board. It is understood and

acknowledged that Mr. Pagano will be employed on less than a full time basis,

but that he will







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devote a sufficient part of his business time, effort, skill and attention to

perform his duties while employed by Edac.



         4. Compensation.



              (a) Base Salary. Mr. Pagano shall receive a base salary of $5,000

per month, payable in regular and equal installments in accordance with Edac's

payroll practices as in effect from time to time (the "Base Salary").



              (b) Stock Options. Mr. Pagano shall receive a grant of options to

purchase 140,000 shares of Edac's common stock pursuant to Edac's 2000-B

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