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                             CONSULTING AGREEMENT

This Consulting Agreement ("Agreement") is entered into as of August 17, 1994, 
by and between ZAPATA CORPORATION, a Delaware corporation (the "Company"), and 
KRISTIAN SIEM, an individual having his principal residence at 30 Hyde Park 
Gate, London, England ("Consultant").

The parties hereto agree as follow:

1. Engagement. The Company hereby engages Consultant and Consultant hereby 
agrees to hold himself available to render independent consulting services for 
the Company (the "Services"), to the best of his ability, upon the terms and 
conditions hereinafter set forth.

2. Term. The term of this Agreement shall begin on August 17, 1994 and shall 
extend until the date occurring one (1) year after written notice of termination
is delivered by the Company to Consultant; provided, however, that in the event 
of death, disability, or other incapacity resulting in the inability of the 
Consultant to perform the Services, this Agreement may be terminated immediately
by the Company and all compensation due hereunder shall cease as of the date of 
such death, disability or other incapacity.

3. Compensation. As compensation for the Services rendered by Consultant under 
this Agreement, the Company shall pay

 Consultant the total sum of Seventy-Five 
Thousand and No/100 Dollars ($75,000.00) per quarter, with the first payment to 
be made on November 17, 1994. These sums shall be paid upon Consultant's 
providing the Company with the invoice, at the same rate of pay, in advance of 
each payment. Additionally, Consultant shall provide Company with an invoice for
all Services performed prior to the effective date of this Agreement. The 
Company shall withhold such taxes as may be required by law. Consultant shall be
entitled to participate in the Company's group health, dental and life insurance
plans pursuant to the terms and conditions of those plans as they presently 
exist or as they may be revised during the term of this Agreement; provided, 
however, that Consulant shall pay and Company shall deduct from payments made to
Consultant such amounts as employee participants in the plans pay for these 
plans. Alternatively, Consultant may elect to receive the reasonable dollar 
value of participation in the group health, dental and life insurance plans, as 
measured by the amount of premium payments that would be required to maintain 
participation. Should Consultant voluntarily terminate this Agreement or if the 
Board of Directors of the Company determines that Consultant's Services should 
be terminated for reasonable cause, Consultant shall be entitled to receive only
such compensation as he has earned up to and including the date of his 
termination and he shall not be entitled to receive any additional amounts 
otherwise payable under the terms of this Agreement. If Consultant's Services 
hereunder shall be terminated without cause by the Company, then Consulant shall
be entitled to receive, and Company shall be obligated to pay, consulting fees 
then being paid to the Consultant for the remaining term of this Agreement.

4. Services. Consultant shall hold himself available to render, and shall render
at the request of the Company from time to time, Services as requested by the 
Chief Executive Officer and