URT INDUSTRIES INC
10-K, EX-10.21, 2000-11-22
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                                  EXHIBIT 10.21


                      [LETTERHEAD OF URT INDUSTRIES, INC.]


                                                                   July 10, 2000


Mr. Allan Wolk
1180 East Hallandale Beach Boulevard
Hallandale, FL 33009

Dear Mr. Wolk:

     It is the purpose of this letter to confirm our  agreement to further amend
the  Amended and  Restated  Employment  Agreement,  dated as of the first day of
October,  1994  (the  "Employment  Agreement"),  between  URT  Industries,  Inc.
("URT"),  and  yourself  ("Employee"),  as  previously  amended,  in the  manner
described below:

     Employee  acknowledges  having  received  salary  compensation,
     during  the fiscal  year  ended  April 1, 2000 which is $94,450
     less  than the  compensation  to which  he would  otherwise  be
     entitled with respect to such period, and agrees to forego such
     $94,450 in compensation.

     Except as set forth  above,  Employee  does not waive any benefits or other
rights under the Employment Agreement.

     Please sign below to confirm your agreement to the foregoing.

                                                Very truly yours,

                                                URT INDUSTRIES, INC.


                                                By: /s/ Brian Wolk
                                                    ----------------------------
                                                    Executive Vice-President
AGREED TO AND APPROVED:

/s/ Allan Wolk
----------------------------------
            Allan Wolk



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