Executive Vice President and Chief Financial Officer, reporting directly to
Irwin D. Simon, Hain's Chief Executive Officer.


     An initial term  commencing  October 1, 2001 and ending June 30, 2002.  Mr.
Lamel's  employment will  automatically  renew in one year increments  effective
July 1 of each fiscal year unless  notice not to renew is  delivered  by Hain or
Mr. Lamel 90 days prior to the next renewal date.

Annual Base Salary

    For the Fiscal
   Year Ending Amount
     June 30, 2002           $300,000 (pro rated from
                             employment commencement date)

     Annual base salary will be reviewed  annually and will be subject to upward
adjustment based on performance and market factors.

Annual Bonus

     Mr.  Lamel's  annual bonus shall be determined  in  accordance  with Hain's
current  policies  for  executive  officer  compensation  and  shall be based on
performance  and market  factors.  Mr. Lamel will receive a minimum annual bonus
equal to at least 25% of his annual  base  salary  during the first two years of
his employment  (pro rated for the fiscal year ending June 30, 2002),  but in no
event  shall Mr.  Lamel's  annual  base  salary  and  annual  bonus be less than
$375,000 during the term of his employment with Hain;  provided,  payment of Mr.
Lamel's annual bonus for the fiscal year ending June 30, 2002 will be contingent
upon his continued  employment with Hain for one year beyond the commencement of
this  agreement.  In addition,  Mr. Lamel will have the  opportunity to earn the
highest  non-CEO  bonus in terms of dollar value not  percentage  of annual base


Standard Hain benefits for senior executives.


3 weeks.


Standard car allowance for senior executives.



     If Mr. Lamel is "terminated without cause", he will be entitled to receive:

             -  1 year annual salary

             -  1 year minimum annual bonus

             -  accrued bonus through termination plus vacation

             -  1 year of continued benefits

             -  vesting of all outstanding stock options

     "Termination  without  cause"  shall mean any  termination  of Mr.  Lamel's
employment  by Hain for any  reason  other  than  "termination  for  cause" or a
termination  due to Mr.  Lamel's  disability  or death.


     If Mr. Lamel (i) is "terminated for cause" or (ii) terminates the agreement
(other than as provided under "change of control" below), Mr. Lamel will receive
his earned salary and benefits through the date of termination. "Termination for
cause" shall mean a termination of Mr. Lamel's employment by Hain due to (i) his
conviction of a felony or crime  involving  moral  turpitude or (ii) his willful
and  continued  failure to perform the material  duties of his  position,  which
failure  continues  for a period of 30 days after his receipt of written  notice
from Hain  specifying the exact details of the alleged failure and which has had
(or is expected to have) a material  adverse  effect on the  business of Hain or
its subsidiaries.


     If Mr.  Lamel is  terminated  due to death or  disability,  he will receive
earned salary and benefits and one year's annual salary and benefits (which,  in
the case of death, will be paid to his designated  beneficiary).


     At the  commencement  of Mr.  Lamel's  employment,  Mr.  Lamel will
receive  options  exercisable  for  125,000  shares of Hain  common  stock at an
exercise price of the market price at the date of grant.  Fifty percent (50%) of
the options will vest  immediately  and the  remaining  fifty percent (50%) will
vest  on the  first  anniversary  of his  employment.  On or  before  the  first
anniversary of the  commencement  of his  employment,  Hain will grant Mr. Lamel
options exercisiable for an additional 75,000 stock options at an exercise price
of the market  price at the date of grant if Hain and Mr. Lamel have met certain
pre-established  performance  criteria.

Change of Control

     Mr.  Lamel will enter into the  standard  change of control  agreement  for
Hain senior executives. In addition, in the event of a "change
of control"  (as  defined in the change of control  agreement),  Mr.  Lamel will
receive an additional 75,000 stock options  exercisable at the lessor of (i) the
average  daily  closing  price of Hain common stock  during the 120-day  trading
period  immediately  prior to the  first  public  announcement  relating  to the
transaction  triggering  such change of control,  or (ii) the price per share of
common  stock to be paid in the  change of  control  transaction  less $6.67 per
share  (or the  equivalent  thereof).  Following  a  "change  of  control,"  the
severance  provisions contained in the change of control agreement shall govern.


     During  his  employment  and  for  one  year  thereafter  if Mr.  Lamel  is
terminated  for cause or  resigns  other  than in  connection  with a "change of


     Customary confidentiality applicable to Hain executive officers.

Source: OneCLE Business Contracts.