Chief Operating Officer Employment Agreement

September 24, 1998


B. Robert Feingold 35 Peakham Road Sudbury, MA 01776


Dear Bob:


I am pleased to offer you the position of President and Chief Operating Officer for Media 100 Inc., reporting directly to me, and a seat on the Media 100 Board of Directors. The compensation and benefits package applicable to this position includes:


Compensation - ------------


An annual base salary of $200,000, paid in weekly installments of $3,846.16.


- - A sign-on bonus of $50,000 to be included in your first pay check. If
you choose to leave the Company voluntarily within one year of your date
of hire, you will be required to reimburse the Company.


- - Participation in the Company's FY1999 Executive Bonus Plan, with a
target bonus equal to 50% of your annual base salary. The bonus will be
paid based on the achievement of net sales and net income goals defined
in the FY1999 Operating Plan, which you will help to create for approval
by the Board of Directors.


- - Stock options to purchase 150,000 shares of Media 100 common stock under
the Company's Key Employee Incentive Plan (1992). The exercise price of
these options will be the fair market value (as determined in accordance
with the terms of the plan) on the date these options are formally
granted to you by the Compensation Committee. These options will vest
over a four (4) year period at the rate of 25% on the first anniversary
of the grant date, and 6.25% quarterly thereafter. These options will
have a final exercise date that is ten (10) years from the grant date. A
copy of the plan document which will govern these stock options is
available for your review upon request.


All of these options will vest in full immediately upon the occurrence
of a "change in control," defined as follows: (1) any consolidation or
merger which results in the holders of the Company's common stock
outstanding immediately prior thereto continuing to hold less than 50%
of the combined voting power of the voting securities of the surviving
or acquiring entity outstanding immediately after such consolidation or ...