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                           STOCK PURCHASE AGREEMENT

  THIS AGREEMENT, dated as of August 7, 1995, is between ZAPATA CORPORATION, a 
Delaware corporation (the "Buyer"), and MALCOLM I. GLAZER, as trustee of the 
Malcolm I. Glazer Trust (the "Seller").

  The Seller and the Buyer, each in reliance upon the agreements, 
representations, warranties and covenants hereinafter set forth herein, agree as
follows with respect to the sale by the Seller and the purchase by the Buyer of 
all the issued and outstanding shares of capital stock of Envirodyne Industries,
Inc., a Delaware corporation (the "Issuer"), owned by the Seller.

  1. Purchase and Sale of Securities. (a) The Seller hereby sells to the Buyer, 
and the Buyer hereby purchases from the Seller, 4,189,298 shares of the common 
stock, par value $0.01 per share ("Common Stock"), of the Issuer (such shares 
hereinafter called the "Shares") at a purchase price per share of $4.483, such 
amount being hereinafter referred to as the Purchase Price. The aggregate 
Purchase Price for the Shares is being paid with Buyer's promissory note in the 
form attached hereto as Exhibit A in the principal amount of $18,780,623.00 (the
"Note")

  (b) The Buyer acknowledges receipt of the transfer from Seller's brokerage 
account holding the Shares to the Buyer's brokerage

 account maintained at 
Schroder Wertheim & Co. Incorporated (Account No. W105793202) of the Shares. The
Seller acknowledges receipt from the Buyer of the Note representing payment in 
full for the Shares. The sale, assignment and transfer of the Shares has been 
made without recourse, representation or warranty of any kind by the Buyer, 
express or implied, except as expressly set forth herein.

  2. Representations and Warranties of Seller. The Seller represents and 
warrants to, and covenants with, the Buyer as follows:
 
  (a) The Seller is the duly qualified and acting Trustee of the Malcolm I. 
Glazer Trust and has all the requisite power and authority to execute and 
deliver this Agreement and to carry out all of the terms and provisions hereof 
to be carried out by it.

  (b) The execution, delivery and performance of this Agreement by the Seller 
has been duly authorized by all necessary action. This Agreement has been duly 
executed and delivered by the Seller and constitutes the valid and binding 
obligation of the Seller enforceable in accordance with its terms.