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                                                                   EXHIBIT 10.17

                           RESTRICTED STOCK AGREEMENT
                                       OF
                                C3 DIAMANTE, INC.

      THIS AGREEMENT, dated as of the 30th day of June, 1995, between C3
DIAMANTE, INC., a North Carolina corporation (the "Corporation"), and PAULA K.
BERARDINELLI ("Berardinelli") and JEFFREY NEAL HUNTER ("Hunter").

                                    RECITALS:

      In consideration for Berardinelli's and Hunter's service to the
Corporation as executive officers, the Corporation and Berardinelli and Hunter
hereby agree as follows:

      1.    Grant of Award. The Corporation hereby grants to Berardinelli and
Hunter, as joint tenants with right of survivorship, as a matter of separate
inducement and agreement in connection with their service to the Corporation as
executive officers 10,000 shares of the common stock (the "Common Stock") of the
Corporation (the "Award"). The grant of the Award is subject in all respects to
and governed in all respects by this Agreement.

      2.    No Right or Obligation of Continued Service. Nothing contained in
this Agreement shall require the Corporation or a related corporation to
continue the services of Berardinelli or Hunter.

      3.    Nonassignability of Award. This Award is not transferable (including
by pledge or hypothecation) other than by will or the laws of intestate
succession.

      4.    Restrictions on Shares. The Corporation may impose such restrictions
on any share(s) issued pursuant to the Award as it may deem advisable,
including, without limitation, restrictions on transfer pursuant to the
Securities Act of 1933, as amended, any blue sky or securities laws applicable
to such shares or any shareholder agreement to which Berardinelli or Hunter is a
party. The Corporation may cause a restrictive legend to be placed on any
certificate issued pursuant to the Award in such form as may be prescribed from
time to time by applicable laws and regulations or as it may be advised by legal
counsel.

      5.    Parties. This Agreement shall be binding upon and shall inure to the
benefit of the parties hereto and their respective executors, administrators,
next-of-kin, successors and assigns.

      6.    Amendment or Termination. This Agreement may be amended or
terminated only upon the written consent thereto by the parties to the
Agreement.

      7.    Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of North Carolina.





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      IN WITNESS WHEREOF, this Agreement has been executed on behalf of the
Corporation and Berardinelli and Hunter as of the day and year first above
written.

                                           C3 DIAMANTE, INC.



                                           By: /s/ Paula K. Berardinelli
                                               ---------------------------
                                               Paula K. Berardinelli
                                               President

Attest:


 /s/ Jeff N. Hunter
- ------------------------
Jeff N. Hunter
Secretary

[Corporate Seal]

                                            /s/ Paula K. Berardinelli     (SEAL)
                                           -------------------------------
                                           Paula K. Berardinelli




                                            /s/ Jeffrey Neal Hunter       (SEAL)
                                           -------------------------------
                                           Jeffrey Neal Hunter





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