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     of others any Company, Zapata Protein or affiliate trade secrets, supplier
     or customer lists or any other "confidential information." Confidential
     information means any and all information concerning the Company, Zapata
     Protein or an affiliate thereof not known to the general public or in the
     industry in which the Executive is engaged that is disclosed to the
     Executive or known or acquired by the Executive as a consequence of his
     prior full-time employment or the Term of this Agreement with the Company,
     Zapata Protein or any affiliate thereof, or that was acquired during his
     prior full-time employment or the Term of this Agreement with the Company,
     Zapata Protein or an affiliate thereof. The Executive confirms that any
     such trade secrets, supplier or customer lists, and any other confidential
     information are the exclusive property of the Company. The Executive
     acknowledges that the Company, Zapata Protein or an affiliate would be
     irreparably injured by a violation of the provisions of this Paragraph and
     the Company, Zapata Protein or an affiliate would have no adequate remedy
     at law. Therefore, the Executive acknowledges and agrees that injunctive
     relief, specific performance or any other appropriate equitable remedy
     (without any bond or other security being required) are appropriate
     remedies to enforce compliance with this Paragraph.

9.   Restrictive Covenant Not to Compete:  In consideration for mutual covenants
     and agreements contained herein, the Executive agrees that during the Term
     of this Agreement he will engage in no direct competition with the Company
     or Zapata Protein in Louisiana without prior consent of the Board of
     Directors of the Company.  Nothing contained herein shall prevent Executive
     from accepting less than full-time employment from other third-party
     employers, from engaging in his own business as an employee or otherwise,
     or from engaging in other business or investment opportunities provided the
     Executive does not violate the foregoing provisions of this Paragraph.

10.  Source of Payments:  All payments provided in this Agreement shall be paid
     in cash from the general funds of the Company, Zapata Protein or its
     successor, and no special or separate funds shall be established and not
     other segregation of assets shall be made to assure payment.  The Executive
     shall have no right, title or interest whatever in or to any investments
     which the Company, Zapata Protein or its successors may make to aid the
     Company, Zapata Protein and its successor in meeting its obligations
     hereunder.  Nothing contained in this Agreement, and no action taken
     pursuant to this provision, shall create or be construed to create a trust
     of any kind, or a fiduciary relationship, between the Company, Zapata
     Protein and its successor and the Executive or any other person.  To the
     extent that any person acquires a right to receive payments from the
     Company, Zapata Protein and its successor hereunder, such right shall be no
     greater than the right of an unsecured creditor of the Company, Zapata
     Protein and its successor.

11.  Income Tax:  The Executive shall have the sole responsibility of the
     payment of all federal, state, city or other taxes that shall be required
     pursuant to any law or governmental regulation or ruling.  Where the
     Company chooses not to withhold taxes, Executive shall pay all such taxes
     directly and shall indemnify and hold the Company harmless from any and all
     claims,

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