Employment Agreement

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     EMPLOYMENT AGREEMENT, dated as of October 15, 2002 between Panavision Inc.,

a Delaware corporation (the "Company") and Bobby G. Jenkins (the "Executive").



     WHEREAS, the Company wishes to employ the Executive, and the Executive

wishes to accept such employment, on the terms and conditions set forth in this

Agreement.



     NOW, THEREFORE, the Company and the Executive hereby agree as follows:



     1.   Employment, Duties and Acceptance.

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          1.1      Employment, Duties. The Company hereby employs the Executive

for the Term (as defined in Section 2.1), to render exclusive and full-time

services to the Company as Executive Vice President and Chief Financial Officer

or in such other executive position as may be mutually agreed upon by the

Company and the Executive, and to perform such other duties consistent with such

position as may be assigned to the Executive by the Board of Directors or any

officer of the Company senior to the Executive. The Executive will report

jointly to the Chief Executive Officer of Panavision and the Vice Chairman and

Chief Administrative Officer of Mafco Holdings Inc.



          1.2      Acceptance. The Executive hereby accepts such employment and

agrees to render the services described above. During the Term, the Executive

agrees to serve the Company faithfully and to the best of the Executive's

ability, to devote the Executive's entire business time, energy and skill to

such employment, and to use the Executive's best efforts, skill and ability to

promote the Company's interests. The Executive further agrees to accept

election, and to serve during all or any part of the Term, as an officer or

director of the Company and of any subsidiary or affiliate of the Company,

without any compensation therefor other than that specified in this Agreement,

if elected to any such position by the shareholders or by the Board of Directors

of the Company or of any subsidiary or affiliate, as the case may be. The

Executive hereby represents and warrants that the Executive is not subject to

any other agreement, including without limitation any agreement not to compete

or confidentiality agreement, which would be violated by the Executive's

performance of services hereunder.



          1.3      Location. The duties to be performed by the Executive

hereunder shall be performed primarily at the office of the Company in Woodland

Hills, California, subject to reasonable travel requirements on behalf of the

Company.



     2.   Term of Employment; Certain Post-Term Benefits.

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          2.1      The Term. The term of the Executive's employment under this

Agreement (the "Term") shall commence on October 15, 2002 and shall end on

December 31, 2005 or such later date to which the Term is extended pursuant to

Section 2.2.



          2.2      End-of-Term Provisions. At any time on or after December 31,

2003 the Company shall have the right to give written notice of non-renewal of

the Term. In the event the Company gives such notice of non-renewal, the Term

automatically shall be extended so that it ends





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twenty-four months after the last day of the month in which the Company gives

such notice. From and after December 31, 2005, unless and until the Company

gives written notice of non-renewal as provided in this Section 2.2, the Term

automatically shall be extended day-by-day; upon the giving of such notice by

the Company, the Term automatically shall be extended so that it ends

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