EXHIBIT 10.2(B)


                   SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

            This Amendment to the Employment Agreement (the "Amendment") is made
as of the 19th day of December,  1997 by and between Steiner Leisure Limited,  a
Bahamas international  business company (the "Company"),  and Leonard I. Fluxman
("Employee").


                                  WITNESSETH:


            WHEREAS,  the  Company  and  Employee  entered  into  an  Employment
Agreement  dated  October 23,  1996,  amended  March 25,  1997 (the  "Employment
Agreement"); and

            WHEREAS,  the Company and  Employee  desire to amend the  Employment
Agreement as provided below.

            NOW,  THEREFORE,   in  consideration  of  the  premises  and  mutual
agreements hereinafter contained, the parties hereto agree as follows:

            1.    COMPENSATION.  Section  3(a)(i) of  the  Employment  Agreement
is hereby amended so that, as amended, it shall read as follows:

                  (a) SALARY,  ETC.  Commencing as of January 1, 1998, except as
            otherwise  expressly  provided herein, the Company (or any Affiliate
            thereof) shall pay to Employee  during the term hereof  compensation
            as described in this Section 3(a),  all of which shall be subject to
            such deductions as may be required by applicable law or regulation.

                        (i) BASE  SALARY.  A base  salary at the rate of (A) Two
            Hundred Forty Thousand  Dollars  [(U.S.)  $240,000.00]  for calendar
            year ("Year")  1998 and (B) no less than Two Hundred Forty  Thousand
            Dollars [(U.S.)  $240,000.00]  for each Year  thereafter  during the
            term  of this  Agreement,  subject  to  review  by the  Compensation
            Committee  of the Board of  Directors  of the  Company,  payable  in
            bi-weekly installments (the "Base Salary").

            2.    EFFECTIVE  DATE.  The  effective  date of the  amendments to
the Employment Agreement contained in this Amendment shall be January 1, 1998.

            3.    NO OTHER  AMENDMENT.  Except as set forth in this Amendment,
all  provisions  of the  Employment  Agreement  shall remain in full force and
effect.

            IN WITNESS WHEREOF,  the parties hereto have executed this Amendment
as of the day and year first above written.

                           STEINER LEISURE LIMITED



/S/  LEONARD I. FLUXMAN                 By:   /S/  CLIVE E. WARSHAW
- -------------------------------            ---------------------------------
Leonard I. Fluxman                          Clive E. Warshaw,
                                            Chairman of the Board and
                                            Chief Executive Officer


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