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                                                                    EXHIBIT 10.4





                                  AMENDMENT TO
                              EMPLOYMENT AGREEMENT

         WHEREAS, Kerr Group, Inc. (the "Company") and D. Gordon Strickland
(the "Employee") have entered into an Employment Agreement, dated as of June
16, 1986 (the "Employment Agreement"); and

         WHEREAS, pursuant to Paragraph 13 of the Employment Agreement, the
Company and the Employee have agreed to amend the Employment Agreement.

         NOW, THEREFORE, effective as of the date written below, the Employment
Agreement is amended as follows:

1.  The third sentence of Paragraph 2(b)(3) shall be deleted and replaced with:

                 Notwithstanding anything in this Paragraph 2(b)(3) to the
         contrary, the Salary to be paid to Employee upon termination of
         employment pursuant hereto shall not be reduced by any amounts paid to
         Employee on account of any compensation received by Employee from
         other employment.  Furthermore, the Company shall not be obligated to
         provide any such fringe benefit after Employee shall receive such
         fringe benefit at least as favorable to Employee from another
         employer.

IN WITNESS WHEREOF, the parties have executed this Amendment on the 2nd day of
January, 1996.



                                      KERR GROUP, INC.


                                      By: /s/ Roger W. Norian
                                          ---------------------------
                                                   President

                                          /s/ D. Gordon Strickland
                                          ---------------------------