EXHIBIT 10.2 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT is entered into effective the 1st day of August, 1997 ("Effective Date"), by and between GOODMARK FOODS, INC., a corporation with offices located in Raleigh, North Carolina (the "Company"),...

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                                                                EXHIBIT 10.2

                       AMENDMENT TO EMPLOYMENT AGREEMENT

         THIS AMENDMENT is entered into effective the 1st day of August, 1997
("Effective Date"), by and between GOODMARK FOODS, INC., a corporation with
offices located in Raleigh, North Carolina (the "Company"), and XXX X. XXXXXXX
(the "Employee").

         WHEREAS, the Company and the Employee are parties to an Employment
Agreement dated August 1, 1988, a copy of which is attached as Exhibit A (the
"Employment Agreement"), whereby the Employee agrees to serve as the Company's
employee and officer;

         WHEREAS, the Employment Agreement has been amended from time to time
by amendments; and

         WHEREAS, the Employee wishes to receive the compensation and benefits
of continued employment by the Company, and the Company wishes to receive the
continued services of Employee;

         NOW, THEREFORE, in consideration of the mutual agreements herein set
forth, the legal sufficiency and adequacy of which are hereby acknowledged, the
parties hereby agree to amend the Employment Agreement further as follows:

         1. The Employment Agreement is amended by deleting section "2."
entitled "TERM" of the August 1, 1996 Amendment, a copy of which is attached
hereto as Exhibit B, and replacing it with a new section to read as follows:

         2. TERM

         The Employee's employment shall continue for a period beginning on the
Effective Date of this Agreement and ending on August 1, 2002. By mutual
agreement of the Company and the Employee, the term of this Agreement may

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         be extended for additional successive periods of mutually agreed
         duration as the parties shall agree.

         2. Except as herein set forth, the Employment Agreement, as Amended;
is not modified or amended and the parties hereto hereby reaffirm and agree to
all the terms and provisions of the Employment Agreement, as amended, in all
other respects.

         IN WITNESS WHEREOF, the parties have executed this Amendment and
with due authorization set or adopted their seals effective the 1st day of
August, 1997.

                                            GOODMARK FOODS, INC.
                                            (Employer)

ATTEST:

                                            By:
/s/ Xxxxx X. Xxxxxxx                            /s/ Xxxx X. Brunswick
--------------------------------               -------------------------------
Secretary                                      Vice President,
                                                 Chief Financial Officer

[Corporate Seal]
                                             /s/ Xxx X. Xxxxxxx
                                            -----------------------------(SEAL)
                                            Xxx X. Xxxxxxx
                                            (Employee)

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