Employment Agreement - Revlon Consumer Products Corp. and Jeffrey M. Nugent


                                                                November 2, 1999


                              EMPLOYMENT AGREEMENT


     EMPLOYMENT AGREEMENT effective as of November 2, 1999, between REVLON
CONSUMER PRODUCTS CORPORATION, a Delaware corporation ('RCPC' and, together with
its parent Revlon, Inc. and its subsidiaries the 'Company'), and Jeffrey M.
Nugent (the 'Executive').

     RCPC wishes to employ the Executive with the Company, and the Executive
wishes to accept employment with the Company, on the terms and conditions set
forth in this Agreement.

     Accordingly, RCPC and the Executive hereby agree as follows:

     1. Employment, Duties and Acceptance.

          1.1 Employment, Duties. RCPC hereby employs the Executive for the Term
     (as defined in Section 2.1), to render exclusive and full-time services to
     the Company, in the capacity of chief executive officer of Revlon, Inc. and
     to perform such other duties consistent with such position (including
     service as a director or officer of any affiliate of Revlon, Inc. if
     elected) as may be assigned by the Board of Directors of Revlon, Inc. The
     Executive's title shall be President and Chief Executive Officer, or such
     other titles of at least equivalent level consistent with the Executive's
     duties from time to time as may be assigned to the Executive by the Board
     of Directors of Revlon, Inc. RCPC agrees to use its best efforts to cause
     the Executive to be elected to the Board of Directors of Revlon, Inc. and
     of RCPC, so that the Executive may serve as a member of both Boards
     throughout the Term.

          1.2 Acceptance. The Executive hereby accepts such employment and
     agrees to render the services described above. During the Term, the
     Executive agrees to serve the Company faithfully and to the best of the
     Executive's ability, to devote the Executive's entire business time, energy
     and skill to such employment, and to use the Executive's best efforts,
     skill and ability to promote the Company's interests.

          1.3 Location. The duties to be performed by the Executive hereunder
     shall be performed primarily at the office of Revlon, Inc. in the New York
     City metropolitan area, subject to reasonable travel requirements
     consistent with the nature of the Executive's duties from time to time on
     behalf of the Company.

     2. Term of Employment; Certain Post-Term Benefits.

          2.1 The Term. The term of the Executive's employment under this
     Agreement (the 'Term') shall commence on December 5, 1999 (the 'Effective
     Date') and shall end on such date as provided pursuant to Section 2.2.


          2.2 End-of-Term Provisions. At any time on or after December 31, 2002
     RCPC shall have the right to give written notice of non-renewal of the
     Term. In the event RCPC gives such notice of non-renewal, the Term
     automatically shall be extended so that it ends twenty-four months after
     the last day of the month in which RCPC gives such notice. If RCPC shall
     not theretofore have given such notice, from and after December 31, 2002
     unless and until RCPC gives written notice of non-renewal as provided in
     this Section 2.2, the Term automatically shall be extended day-by-day; upon
     the giving of such notice by RCPC, the Term automatically shall be extended
     so that it ends twenty-four months after the last day of the month in which
     RCPC gives such notice. Non-extension of the Term shall not be deemed to be
     a breach of this Agreement by RCPC for purposes of Section 4.4, provided,
     however, that during any period that the Executive's employment shall
     continue following termination of the Term, the Executive shall be eligible
     for severance on terms no less favorable than those of the Revlon Executive
     Severance Policy as in effect on the date of this Agreement upon the
     Executive's compliance with the terms thereof, and the Executive shall be
     deemed to be an employee at will.

          2.3 Special Curtailment. The Term shall end earlier than the date
     provided in Section 2.2, if sooner terminated pursuant to Section 4.

     3. Compensation; Benefits.

          3.1 Salary. As compensation for all services to be rendered pursuant
     to this Agreement, RCPC agrees to pay the Executive during the Term a base
     salary, payable biweekly in arrears, at the annual rate of not less than
     $1,000,000 during 1999 and during the year ending December 31, 2000, and
     not less than $1,150,000 during the year ending December 31, 2001, and not
     less than $1,300,000 during the year ending December 31, 2002 (the 'Base
     Salary'). All payments of Base Salary or other compensation hereunder shall
     be less such deductions or withholdings as are required by applicable law
     and regulations. In the event that RCPC, in its sole discretion, from time
     to time determines to increase the Base Salary, such increased amount
     shall, from and after the effective date of the increase, constitute 'Base
     Salary' for purposes of this Agreement.

          3.2 Bonus. In addition to the amounts to be paid to the Executive
     pursuant to Section 3.1, the Executive shall receive an annual bonus of
     100% of the Executive's Base Salary at the rate in effect during the
     calendar year in which the bonus is earned, based upon achievement of 100%
     of the objectives set annually not later than March 31 of such year by the
     Compensation Committee of the Board of Directors of Revlon, Inc. in its
     sole discretion (but after consultation with the Executive); provided, that
     the annual bonus amount shall be 150% of the Executive's Base Salary if the
     achievement is 120% (or more) of such objectives; and provided, further,
     that no bonus or bonus opportunity shall be required for 1999, and the
     Executive's annual bonus for the year ending December 31, 2000 shall not be
     less than $500,000, regardless of the attainment of such objectives. In the
     event that the Executive's employment shall terminate otherwise than as of
     a calendar year end, the Executive's bonus with respect to the calendar
     year in which employment terminates shall be prorated for the actual number


     of days of employment during such year, and such bonus, if any, shall be
     payable on the date that executive bonuses are paid generally, whether or
     not the Executive remains employed on such date.

          3.3 Stock Options. The Executive shall be recommended to the
     Compensation Committee or other committee of the Board administering the
     Revlon Inc. Amended and Restated 1996 Stock Plan or any plan that may
     replace it, as from time to time in effect, to receive on December 5, 1999
     an option to purchase 300,000 shares of Revlon common stock, on December 5,
     2000, an option to purchase 100,000 shares of Revlon common stock, and on
     December 5, 2001, an option to purchase 100,000 shares of Revlon common
     stock, each with a term of 10 years from the date of grant and an option
     exercise price equal to the market price of Revlon common stock on the date
     of grant and otherwise on terms (other than number of shares covered)
     substantially the same as other senior executives of the Company generally.
     Subject to the Executive's continued employment with the Company, the
     options so recommended shall vest and become exercisable as follows:
     options granted on December 5, 1999 shall become 100% exercisable on
     December 5, 2002; options granted on December 5, 2000 shall become 25%
     exercisable on each December 5th thereafter; and options granted on
     December 5, 2001 shall become 25% exercisable on each December 5th
     thereafter. Notwithstanding the foregoing, if prior to December 5, 2002 the
     Executive shall terminate his employment pursuant to Section 4.4 or the
     Company shall terminate the Executive's employment other than for Cause
     pursuant to Section 4.3, a portion of the options granted on December 5,
     1999 shall be exercisable for a period of one year following such
     termination of employment, such portion to be determined as follows: 33%
     if such termination occurs on or after December 5, 2000 and before December
     5, 2001; and 66% if on or after December 5, 2001 and before December 5,
     2002. In addition, the Executive shall be recommended to the Compensation
     Committee or other committee of the Board administering the Revlon Inc.
     Amended and Restated 1996 Stock Plan or any plan that may replace it, as
     from time to time in effect, to receive, under that Plan or otherwise, an
     award intended to reasonably recognize any enhanced value that the
     recommended December 5, 1999 option grant would enjoy if it were priced on
     November 1 rather than December 5, 1999; which recommended award may, but
     need not, take the form of increasing the number of options otherwise
     recommended to be granted on December 5, 1999; and in all events, such
     recommended additional award, whatever its form, may be made subject to
     restrictions on vesting and exercisability (if applicable) with purpose
     similar to the restrictions pertaining to the contemplated December 5, 1999
     option grant, and may be designed to minimize accounting impact and
     maximize tax deductibility.

          3.4 Business Expenses. RCPC shall pay or reimburse the Executive for
     all reasonable expenses actually incurred or paid by the Executive during
     the Term in the performance of the Executive's services under this
     Agreement, subject to and in accordance with applicable expense
     reimbursement and related policies and procedures as in effect from time to
     time.


          3.5 Vacation. During each year of the Term, the Executive shall be
     entitled to a vacation period or periods of four weeks taken in accordance
     with applicable vacation policy as in effect from time to time.

          3.6 Fringe Benefits.

               (i) During the Term, the Executive shall be entitled to
          participate in those qualified and non-qualified defined benefit,
          defined contribution, group insurance, medical, dental, disability and
          other benefit plans of the Company as from time to time in effect made
          available to senior executives of the Company generally and in the
          Company's Executive Medical Plan providing for reimbursement of
          medical and dental benefits not payable under plans generally
          available. In addition, in accordance with the directives of the
          Compensation Committee of the Board of Directors, during the Term the
          Executive shall be assigned the use of a Company-provided chauffeured
          automobile (a late model top of the line BMW or equivalent vehicle)
          during the business week for personal and business use and at other
          times as required for business purposes. Further, during the Term the
          Executive shall be entitled to the use of a Company-provided
          automobile in accordance with the Company's executive automobile
          policy and guidelines as from time to time in effect, and the
          Executive shall be reimbursed for the initiation fees, dues,
          assessments and like fees for membership in one city club of the
          Executive's choice.

               (ii) During the Term, RCPC agrees to make available to the
          Executive additional life insurance coverage with a death benefit of
          three times the Executive's Base Salary from time to time, subject to
          the insurer's satisfaction with the results of any required medical
          examination, to which the Executive hereby agrees to submit, and shall
          reimburse the Executive for the premium expense related thereto and
          gross the Executive up for the tax payable with respect to such
          reimbursement. Such coverage shall be provided pursuant to the
          Company's optional supplemental term insurance program, if available,
          or if not, the Executive may select a plan of the Executive's choice
          and may designate the beneficiary of such plan.

               (iii) During the Term, RCPC shall maintain an individual policy
          of disability insurance, naming the Executive as the insured and the
          Executive or a designee as the beneficiary, with a benefit equal to
          (A) fifty percent of the sum of the Executive's Base Salary in effect
          on the date of disability plus the Executive's most recent annual
          bonus pursuant to Section 3.2 less (B) the long-term disability
          benefit payable under the Company's group disability program as in
          effect from time to time (irrespective of whether the Executive has
          elected to participate in such long-term disability program).

               (iv) On the Effective Date, or at such time or times thereafter
          as may be agreed upon by RCPC and the Executive, RCPC shall loan to
          the Executive up to $500,000 to assist him in purchasing a new
          principal residence in the New York metropolitan area and/or a
          Manhattan apartment and to defray unreimbursed expenses associated
          with the relocation of his household to commence employment hereunder.
          Such loan shall be due and payable, together with interest at the



          applicable federal rate, upon the earlier of (x) termination of the
          Executive's employment for any reason or (y) five years from the
          making of the first portion of any such loan. Such loan shall be
          evidenced by a note secured by a mortgage on the purchased premises
          (or by such other collateral as may be acceptable to RCPC), second
          only to any mortgage in favor of the seller of such premises or any
          bank making a loan for the purchase thereof.

               (v) During the Term, RCPC shall pay to the Executive as
          additional compensation on a monthly basis an amount equal to the sum
          of (A) the payment actually payable by the Executive for the preceding
          month in respect of (i) regularly scheduled interest and amortization
          of principal on any bank loan that the Executive shall obtain to
          purchase a principal residence in the New York metropolitan area
          and/or a Manhattan apartment (calculated on the basis of a standard
          fixed payment commercial mortgage table with interest adjustable seven
          years after initial borrowing and principal amortized over 30 years
          after initial borrowing, but excluding any prepayment of principal)
          (the 'Mortgage Loan') and (ii) any loan origination 'points' with
          respect to the closing of the Mortgage Loan, in each case limited to
          $1,500,000 principal amount of Mortgage Loan (together, the 'Home Loan
          Payments') plus (B) the amount of any increase in federal, state and
          local income taxes actually payable by the Executive as a result of
          RCPC's payment of the Home Loan Payments and amounts payable under
          this clause (B); provided, however, that if during or after the Term
          (x) the Executive terminates his employment otherwise than for reasons
          constituting 'Good Reason' as defined in Section 4.4 or (y) the
          Executive materially breaches any of his obligations hereunder
          (including under Sections 5, 6 and 7) or (z) RCPC terminates the
          Executive's employment for reasons constituting 'Cause' as defined in
          Section 4.3, the Executive shall remit and repay to RCPC an amount
          equal to (a) the total amount of interest that would have been paid by
          RCPC as Home Loan Payments if the Mortgage had borne interest at the
          applicable federal rate from time to time, plus (b) the payments made
          by RCPC pursuant to clause (B) above (plus interest thereon at the
          applicable federal rate) with respect to the amount to be remitted by
          the Executive pursuant to the foregoing clause (a).

               (vi) In furtherance of the Executive's retirement benefit
          expectations, and without limiting the Company's ability to modify, in
          any way, any or all of its defined benefit plans, RCPC agrees to
          guarantee to the Executive a minimum monthly pension as set forth
          below:

                    (a) Commencing with retirement on or after October 1, 2008,
               RCPC shall pay or provide a monthly straight life annuity pension
               amount of $41,667, reduced by the actuarial equivalent of all
               benefits paid or payable (calculated on a straight life annuity
               basis) to or in respect of the Executive under (i) the Revlon
               Employees Retirement Plan, the Revlon Pension Equalization Plan,
               and any predecessors or successors to either of them, (ii) all
               other defined benefit retirement and defined contribution plans,
               whether or not tax qualified, maintained at any time by RCPC,
               Revlon, Inc., any past employer of the Executive, or the
               affiliate of any of them, in all cases without regard to 


               whether the plan has previously terminated, is being currently
               maintained or is established and maintained in the future. Such
               offset for benefits under other plans shall be determined as of
               the day this pension starts; shall not be subsequently adjusted
               on account of any subsequent benefit accruals or change in
               benefit amounts expected under such other plans, whether on
               account of the Executive's death or otherwise; and shall
               disregard benefits derived from employee contributions and from
               employer matching contributions under any 401(k) plan. Only a
               percentage (the 'Accrued Percentage') of the amount otherwise
               payable pursuant to this Section 3.6(v)(a) shall be paid if the
               Executive's employment shall terminate prior to October 1, 2008,
               as follows: for termination prior to September 30, 2000, the
               Accrued Percentage shall be 0%; for termination on or after
               September 30, 2000 and prior to September 30, 2001, 11.1%; and
               thereafter, 11.1% additional to accrue as of each September 30th
               on which the Executive is still employed, with the result that
               the benefit shall be 100% accrued on and after September 30,
               2008.

                    (b) The Executive may elect to have the pension determined
               pursuant to subsection (a) above paid as an actuarially
               equivalent joint and 50% survivor annuity with his spouse as
               beneficiary if she shall survive the Executive and be legally
               married to the Executive at the time of his death. Such election
               shall be made by the Executive not later than 90 days before the
               pension benefit is to start and shall take effect only if the
               Executive and his spouse are alive and married to each other on
               the day the pension starts. If the Executive's spouse dies after
               the pension starts and before the Executive, no adjustment shall
               be made to the amount of annual pension payable to the Executive.

                    (c) If the Executive dies before October 1, 2008, a lifetime
               pension shall be payable to the spouse, if any, to whom the
               Executive was legally married on the date of his death,
               commencing on October 1, 2008, in a monthly amount determined as
               if the Executive had survived to that date and had then elected
               to have his benefit paid as an actuarially equivalent joint and
               50% survivor annuity with his spouse as beneficiary; provided,
               that the amount otherwise determined in accordance with the
               foregoing shall be multiplied by the Accrued Percentage
               calculated pursuant to the last sentence of Section 3.6(v)(a) as
               of the date of the Executive's death (or, if earlier, the date as
               of which Executive's employment terminated), and only that
               accrued amount shall be due to the surviving spouse.

                    (d) For purposes of determining actuarial equivalence, the
               following assumptions shall be used: an interest rate equal to
               the AA corporate bond long-term rate in effect on the first day
               of the month preceding the month in which the benefit is to
               start, the 1983 Group Annuity Mortality Table, and otherwise the
               reasonable actuarial assumptions and methods selected by RCPC's
               primary actuary.

                    (e) Notwithstanding any other provision of this Agreement,
               no benefit shall be payable pursuant to this subsection 3.6(v),
               and any 



               amounts then being paid shall cease and the Executive shall
               immediately reimburse the Company for amounts theretofore paid,
               in the event that (x) prior to January 1, 2003 the Executive
               terminates his employment during the Term otherwise than as
               provided in Section 4.4, (y) the Executive materially breaches
               this Agreement (including Section 5, 6 or 7) or (z) RCPC
               terminates the Executive's employment (under this Agreement or
               otherwise) for 'Cause' as set forth in Section 4.3 of this
               Agreement.

                    (f) Payments pursuant to this subsection 3.6(v) shall be
               made quarterly or at such more frequent intervals as RCPC may
               elect. RCPC's obligation under this subsection 3.6(v) shall be an
               unsecured, unfunded and unaccrued contingent general obligation
               of RCPC to be satisfied from its unsegregated general funds,
               provided that RCPC shall have the right, if it so elects, to
               defease its obligation hereunder by the purchase and delivery to
               the Executive of an annuity on his life in the amount provided
               for above or to fund its obligation hereunder through the
               purchase of insurance or other instruments, and the Executive
               agrees to comply with the reasonable requests of RCPC should RCPC
               elect to do so, including by submitting to medical examination
               required in connection with the purchase of any such insurance.

          3.7 Special Bonus. As an additional inducement to the Executive to
     enter into and remain in RCPC's employ, RCPC agrees to pay to the Executive
     a special bonus on January 15 of the year next following the year in which
     his employment terminates, in an amount equal to the product of multiplying
     (A) $1,500,000 less the amount of Home Loan Payments made by RCPC in
     respect of the principal of the Mortgage, by (B) the following applicable
     percentages: for termination in 2000, 0%; for termination in 2001, 20%; for
     termination in 2002, 40%; for termination in 2003, 60%; for termination in
     2004, 80%; and for termination in 2005 or thereafter, 100%; provided,
     however, that if during or after the Term (x) the Executive terminates his
     employment otherwise than for reasons constituting 'Good Reason' as defined
     in Section 4.4 or (y) the Executive materially breaches any of his
     obligations hereunder (including under Sections 5, 6 and 7) or (z) RCPC
     terminates the Executive's employment for reasons constituting 'Cause' as
     defined in Section 4.3, no bonus shall be payable under this Section 3.7
     and (in the case of a material breach of Section 5, 6 or 7 following
     termination of employment) any bonus theretofore paid under this Section
     3.7 shall be forfeited and repaid to RCPC.

     4. Termination.

          4.1 Death. If the Executive shall die during the Term, the Term shall
     terminate and no further amounts or benefits shall be payable hereunder
     except pursuant to Section 3.6.

          4.2 Disability. If during the Term the Executive shall become
     physically or mentally disabled, whether totally or partially, such that
     the Executive is unable to perform the Executive's services hereunder for
     (i) a period of six consecutive



     months or (ii) shorter periods aggregating six months during any twelve
     month period, the Company may at any time after the last day of the six
     consecutive months of disability or the day on which the shorter periods of
     disability shall have equaled an aggregate of six months, by written notice
     to the Executive (but before the Executive has returned to active service
     following such disability), terminate the Term and no further amounts or
     benefits shall be payable hereunder, except that the Executive shall be
     entitled to receive until the first to occur of (x) the Executive ceasing
     to be disabled or (y) the Executive's attaining the age of 65, continued
     coverage for the Executive under the Company paid group life insurance plan
     and for the Executive and his spouse and children, if any, under the
     Company's group medical (including executive medical) plan, to the extent
     permitted by such plans and to the extent such benefits continue to be
     provided to the Company's senior executives generally.

          4.3 Cause. In the event of gross neglect by the Executive of the
     Executive's duties hereunder, conviction of the Executive of any felony,
     conviction of the Executive of any lesser crime or offense involving the
     property of the Company or any of its subsidiaries or affiliates, willful
     misconduct by the Executive in connection with the performance of the
     Executive's duties hereunder or other material breach by the Executive of
     this Agreement, or any other conduct on the part of the Executive which
     would make the Executive's continued employment by the Company materially
     prejudicial to the best interests of the Company, RCPC may at any time by
     written notice to the Executive terminate the Term for 'Cause' and, upon
     such termination, the Executive shall be entitled to receive no further
     amounts or benefits hereunder, except as required by law. The Executive
     shall not be deemed to have been terminated for Cause unless (i) reasonable
     notice has been delivered to him setting forth the reasons for the
     Company's intention to terminate for Cause, and (ii) a period of ten (10)
     days has elapsed since delivery of such notice during which Executive was
     afforded an opportunity to cure, if capable of remedy, the reasons for the
     Company's intention to terminate for Cause.

          4.4 Company Breach; Other Termination. In the event of the breach of
     any material provision of this Agreement by the Company or the failure of
     the Compensation Committee (or other appropriate Committee of the Board of
     Directors of Revlon, Inc.) to fully implement RCPC's recommendations
     pursuant to Section 3.3, the Executive shall be entitled to terminate the
     Executive's employment and the Term upon 60 days' prior written notice to
     the Company. Such termination of the Executive's employment and the Term
     shall be deemed a termination for 'Good Reason'. In addition, RCPC shall be
     entitled to terminate the Term and the Executive's employment at any time
     and without prior notice otherwise than pursuant to the provisions of
     Section 4.2 or 4.3. In consideration of the Executive's covenant in Section
     5.2 upon termination under this Section 4.4 by the Executive, or in the
     event RCPC so terminates the Term otherwise than pursuant to the provisions
     of Section 4.2 or 4.3, RCPC agrees, and the Company's sole obligation
     arising from such termination (except as otherwise provided in Sections 3.6
     and 3.7) shall be (at the Executive's election by written notice within 10
     days after such termination), for RCPC either:



                    (i) to make payments in lieu of Base Salary in the amounts
               prescribed by Section 3.1 and to continue the Executive's
               participation in the benefits provided for in subsections (i),
               (ii) and (iii) of Section 3.6 (except, in the case of subsection
               (i), the use of a chauffeur-driven car) (in each case less
               amounts required by law to be withheld) through the date on which
               the Term would have expired pursuant to Section 2.2 if RCPC had
               given notice of non-renewal on or as promptly as permitted by
               Section 2.2 after the date of termination, provided that (1) such
               benefit continuation is subject to the terms of such plans, (2)
               group life insurance continuation is subject to a limit of two
               years pursuant to the terms thereof, (3) the Executive shall
               cease to be covered by medical and/or dental plans of the Company
               at such time as the Executive becomes covered by like plans of
               another company, (4) the Executive shall, as a condition, execute
               such release, confidentiality, non-competition and other
               covenants as would be required in order for the Executive to
               receive payments and benefits under Revlon Executive Severance
               Policy as in effect on the date of this Agreement and (5) any
               compensation earned by the Executive from other employment or
               consultancy during such period shall reduce the payments provided
               for herein, or

                    (ii) to make the payments and provide the benefits
               prescribed by the Executive Severance Policy of the Company as in
               effect on the date of this Agreement (except that the provision
               in Paragraph IIIC(ii) establishing a limit of six months of
               payments shall not be applicable to the Executive) upon the
               Executive's compliance with the terms thereof.

          4.5 Litigation Expenses. If RCPC and the Executive become involved in
     any action, suit or proceeding relating to the alleged breach of this
     Agreement by RCPC or the Executive, then if and to the extent that a final
     judgment in such action, suit or proceeding is rendered in favor of the
     Executive, RCPC shall reimburse the Executive for all expenses (including
     reasonable attorneys' fees) incurred by the Executive in connection with
     such action, suit or proceeding or the portion thereof adjudicated in favor
     of the Executive. Such costs shall be paid to the Executive promptly upon
     presentation of expense statements or other supporting information
     evidencing the incurrence of such expenses.

     5. Protection of Confidential Information; Non-Competition.

          5.1 The Executive acknowledges that the Executive's services will be
     unique, that they will involve the development of Company-subsidized
     relationships with key customers, suppliers, and service providers as well
     as with key Company employees and that the Executive's work for the Company
     has given and will give the Executive access to highly confidential
     information not available to the public or competitors, including trade
     secrets and confidential marketing, sales, product development and other
     data and place which it would be impracticable for the Company to
     effectively protect and preserve in the absence of this Section 5 and the
     disclosure or misappropriation of which could materially adversely affect
     the Company. Accordingly, the Executive agrees:



               5.1.1 except in the course of performing the Executive's duties
          provided for in Section 1.1, not at any time, whether before, during
          or after the Executive's employment with the Company, to divulge to
          any other entity or person any confidential information acquired by
          the Executive concerning the Company's or its affiliates' financial
          affairs or business processes or methods or their research,
          development or marketing programs or plans, any other of its or their
          trade secrets, any information regarding personal matters of any
          directors, officers, employees or agents of the Company or its
          affiliates or their respective family members, or any information
          concerning the circumstances of the Executive's employment and any
          termination of the Executive's employment with the Company or any
          information regarding discussions related to any of the foregoing. The
          foregoing prohibitions shall include, without limitation, directly or
          indirectly publishing (or causing, participating in, assisting or
          providing any statement, opinion or information in connection with the
          publication of) any diary, memoir, letter, story, photograph,
          interview, article, essay, account or description (whether
          fictionalized or not) concerning any of the foregoing, publication
          being deemed to include any presentation or reproduction of any
          written, verbal or visual material in any communication medium,
          including any book, magazine, newspaper, theatrical production or
          movie, or television or radio programming or commercial. In the event
          that the Executive is requested or required to make disclosure of
          information subject to this Section 5.1.1 under any court order,
          subpoena or other judicial process, the Executive will promptly notify
          RCPC, take all reasonable steps requested by RCPC to defend against
          the compulsory disclosure and permit RCPC to control with counsel of
          its choice any proceeding relating to the compulsory disclosure. The
          Executive acknowledges that all information, the disclosure of which
          is prohibited by this section, is of a confidential and proprietary
          character and of great value to the Company.

               5.1.2 to deliver promptly to the Company on termination of the
          Executive's employment with the Company, or at any time that RCPC may
          so request, all memoranda, notes, records, reports, manuals, drawings,
          blueprints and other documents (and all copies thereof) relating to
          the Company's business and all property associated therewith, which
          the Executive may then possess or have under the Executive's control.

          5.2 In consideration of RCPC's covenant in Section 4.4, the Executive
     shall (i) in all respects fully to comply with the terms of the Employee
     Agreement as to Confidentiality and Non-Competition referred to in Revlon
     Executive Severance Policy (the 'Non-Competition Agreement'), whether or
     not the Executive is a signatory thereof, with the same effect as if the
     same were set forth herein in full, and (ii) in the event that the
     Executive shall terminate the Executive's employment otherwise than as
     provided in Section 4.4, the Executive shall comply with the restrictions
     set forth in paragraph 9(e) of the Non-Competition Agreement through the
     earliest date on which the Term would have expired pursuant to Section 2.2
     if RCPC had given notice of non-renewal on or as promptly as permitted by
     Section 2.2 after the date of termination, subject only to the Company
     continuing to make payments equal to the Executive's Base Salary during
     such period, notwithstanding the limitation otherwise applicable under
     paragraph 9(d) thereof or any other provision of the Non-Competition
     Agreement.


          5.3 If the Executive commits a breach of any of the provisions of
     Section 5.1 or 5.2 hereof, RCPC shall have the following rights and
     remedies:

               5.3.1 the right and remedy to immediately terminate all further
          payments and benefits provided for in this Agreement, except as may
          otherwise be required by law in the case of qualified benefit plans.

               5.3.2 the right and remedy to have the provisions of this
          Agreement specifically enforced by any court having equity
          jurisdiction, it being acknowledged and agreed that any such breach
          will cause irreparable injury to the Company and that money damages
          and disgorgement of profits will not provide an adequate remedy to the
          Company, and, if the Executive attempts or threatens to commit a
          breach of any of the provisions of Section 5.1 or 5.2, the right and
          remedy to be granted a preliminary and permanent injunction in any
          court having equity jurisdiction against the Executive committing the
          attempted or threatened breach (it being agreed that each of the
          rights and remedies enumerated above shall be independent of the
          others and shall be severally enforceable, and that all of such rights
          and remedies shall be in addition to, and not in lieu of, any other
          rights and remedies available to RCPC under law or in equity), and

               5.3.3 the right and remedy to require the Executive to account
          for and pay over to the Company all compensation, profits, monies,
          accruals, increments or other benefits (collectively 'Benefits')
          derived or received by the Executive as the result of any transactions
          constituting a breach of any of the provisions of Section 5.1 or 5.2
          hereof, and the Executive hereby agrees to account for and pay over
          such Benefits as directed by RCPC.

          5.4 If any of the covenants contained in Section 5.1, 5.2 or 5.3, or
     any part thereof, hereafter are construed to be invalid or unenforceable,
     the same shall not affect the remainder of the covenant or covenants, which
     shall be given full effect, without regard to the invalid portions.

          5.5 If any of the covenants contained in Section 5.1 or 5.2, or any
     part thereof, are held to be unenforceable because of the duration of such
     provision or the area covered thereby, the parties agree that the court
     making such determination shall have the power to reduce the duration
     and/or area of such provision so as to be enforceable to the maximum extent
     permitted by applicable law and, in its reduced form, said provision shall
     then be enforceable.

          5.6 The parties hereto intend to and hereby confer jurisdiction to
     enforce the covenants contained in Sections 5.1, 5.2 and 5.3 upon the
     courts of any state within the geographical scope of such covenants. In the
     event that the courts of any one or more of such states shall hold such
     covenants wholly unenforceable by reason of the breadth of such covenants
     or otherwise, it is the intention of the parties' hereto that such
     determination not bar or in any way affect RCPC's right to the relief
     provided above in the courts of any other states within the geographical
     scope of such covenants as to breaches of such covenants in such other
     respective jurisdictions, the above covenants as 



     they relate to each state being for this purpose severable into diverse and
     independent covenants.

          5.7 Any termination of the Term or the Executive's employment shall
     have no effect on the continuing operation of this Section 5.

          5.8 Pursuant to Sections 4.4 and 5.2, the Executive is subject to
     certain non-competition covenants set forth in the Non-Competition
     Agreement referred to in the Revlon Executive Severance Policy, which
     covenants extend beyond the Executive's termination of employment. If prior
     to January 1, 2003 the Executive shall terminate his employment pursuant to
     Section 4.4. or the Company shall terminate the Executive's employment
     other than for Cause pursuant to Section 4.3, then the restrictions on
     entering competitive employment otherwise applicable shall not survive more
     than 12 months following any such termination of employment (but all other
     covenants shall remain applicable in accordance with their terms).

     6. Inventions and Patents.

          6.1 The Executive agrees that all processes, technologies and
     inventions (collectively, 'Inventions'), including new contributions,
     improvements, ideas and discoveries, whether patentable or not, conceived,
     developed, invented or made by him during the Term shall belong to the
     Company, provided that such Inventions grew out of the Executive's work
     with the Company or any of its subsidiaries or affiliates, are related in
     any manner to the business (commercial or experimental) of the Company or
     any of its subsidiaries or affiliates or are conceived or made on the
     Company's time or with the use of the Company's facilities or materials.
     The Executive shall further: (a) promptly disclose such Inventions to the
     Company; (b) assign to the Company, without additional compensation, all
     patent and other rights to such Inventions for the United States and
     foreign countries; (c) sign all papers necessary to carry out the
     foregoing; and (d) give testimony in support of the Executive's
     inventorship.

          6.2 If any Invention is described in a patent application or is
     disclosed to third parties, directly or indirectly, by the Executive within
     two years after the termination of the Executive's employment with the
     Company, it is to be presumed that the Invention was conceived or made
     during the Term.

          6.3 The Executive agrees that the Executive will not assert any rights
     to any Invention as having been made or acquired by the Executive prior to
     the date of this Agreement, except for Inventions, if any, disclosed to the
     Company in writing prior to the date hereof.

     7. Intellectual Property.

     Notwithstanding and without limiting the provisions of Section 6, the
Company shall be the sole owner of all the products and proceeds of the
Executive's services hereunder, including, but not limited to, all materials,
ideas, concepts, formats, suggestions, developments, arrangements, packages,
programs and other intellectual 



properties that the Executive may acquire, obtain, develop or create in
connection with or during the Term, free and clear of any claims by the
Executive (or anyone claiming under the Executive) of any kind or character
whatsoever (other than the Executive's right to receive payments hereunder), The
Executive shall, at the request of RCPC, execute such assignments, certificates
or other instruments as RCPC may from time to time deem necessary or desirable
to evidence, establish, maintain, perfect, protect, enforce or defend its right,
title or interest in or to any such properties.

     8. Indemnification.

     RCPC will indemnify the Executive, to the maximum extent permitted by
applicable law, against all costs, charges and expenses incurred or sustained by
the Executive in connection with any action, suit or proceeding to which the
Executive may be made a party, brought by any shareholder of the Company
directly or derivatively or by any third party by reason of any act or omission
of the Executive as an officer, director or employee of the Company or of any
subsidiary or affiliate of the Company.

     9. Notices.

     All notices, requests, consents and other communications required or
permitted to be given hereunder shall be in writing and shall be deemed to have
been duly given if delivered personally, sent by overnight courier or mailed
first class, postage prepaid, by registered or certified mail (notices mailed
shall be deemed to have been given on the date mailed), as follows (or to such
other address as either party shall designate by notice in writing to the other
in accordance herewith):

      If to the Company, to:

      Revlon Consumer Products Corporation
      625 Madison Avenue
      New York, NY 10022
      Attention:  General Counsel

     If to the Executive, to the Executive's principal residence as reflected in
the records of the Company.

     10. General.

          10.1 This Agreement shall be governed by and construed and enforced in
     accordance with the laws of the State of New York applicable to agreements
     made between residents thereof and to be performed entirely in New York.
 
          10.2 The section headings contained herein are for reference purposes
     only and shall not in any way affect the meaning or interpretation of this
     Agreement.

          10.3 This Agreement sets forth the entire agreement and understanding
     of the parties relating to the subject matter hereof, and supersedes all
     prior agreements, arrangements and understandings, written or oral,
     relating to the subject 



     matter hereof. No representation, promise or inducement has been made by
     either party that is not embodied in this Agreement, and neither party
     shall be bound by or liable for any alleged representation, promise or
     inducement not so set forth.

          10.4 This Agreement, and the Executive's rights and obligations
     hereunder, may not be assigned by the Executive, nor may the Executive
     pledge, encumber or anticipate any payments or benefits due hereunder, by
     operation of law or otherwise. RCPC may assign its rights, together with
     its obligations, hereunder (i) to any affiliate or (ii) to a third party in
     connection with any sale, transfer or other disposition of all or
     substantially all of any business to which the Executive's services are
     then principally devoted, provided that no assignment pursuant to clause
     (ii) shall relieve RCPC from its obligations hereunder to the extent the
     same are not timely discharged by such assignee.

          10.5 This Agreement may be amended, modified, superseded, canceled,
     renewed or extended and the terms or covenants hereof may be waived, only
     by a written instrument executed by both of the parties hereto, or in the
     case of a waiver, by the Party waiving compliance. The failure of either
     party at any time or times to require performance of any provision hereof
     shall in no manner affect the right at a later time to enforce the same. No
     waiver by either party of the breach of any term or covenant contained in
     this Agreement, whether by conduct or otherwise, in any one or more
     instances, shall be deemed to be, or construed as, a further or continuing
     waiver of any such breach, or a waiver of the breach of any other term or
     covenant contained in this Agreement.

          10.6 This Agreement may be executed in two or more counterparts, each
     of which shall he deemed to be an original but all of which together will
     constitute one and the same instrument.

     11. Subsidiaries and Affiliates.

     As used herein, the term 'subsidiary' shall mean any corporation or other
business entity controlled directly or indirectly by the corporation or other
business entity in question, and the term 'affiliate' shall mean and include any
corporation or other business entity directly or indirectly controlling,
controlled by or under common control with the corporation or other business
entity in question.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first above written


                                    REVLON CONSUMER PRODUCTS CORPORATION


                                    By: WADE H. NICHOLS
                                        ----------------------------
                                    /s/ JEFFREY M. NUGENT
                                    --------------------------------
                                    Jeffrey M. Nugent, the Executive