Chief Operating Officer Employment Agreement

EXHIBIT 10.8


[LETTERHEAD OF HOLLEY PERFORMANCE PRODUCTS, INC.]


July 19, 2002


Mr. Russell W. Ford 6101 Annadale Drive Fort Worth, TX 76132


Dear Russ,


On behalf of the over 1,300 employees at Holley, I am pleased to extend the following job offer to you for the position of Vice President and Chief Operating Officer (COO) reporting directly to me. In this role, you will have direct responsibility for each of our manufacturing and distribution operations, and will provide direct leadership for system-wide supply chain management. You will be the leader of our lean transformation initiatives and will be directly responsible for product and process design optimization. You will also be responsible, in partnership with our CFO, for our asset utilization/rationalization program.


Key deliverables, which you will be responsible for include:


(1) Providing leadership for our Target 12 Program - A reduction program
that must reduce our manufacturing cost basis by $12 million by
year-end 2003.
(2) Championing our 20-03 Program - A joint effort with our CFO to reduce
the total cash investment in our business by $20 million by year-end
2003.
(3) Improved quality operating system performance as measured by both
internal and external PPM rates and our total warranty expense.
(4) Improved service level performance as measured by dollars shipped
versus dollars ordered within customer defined cycle times. Our target
is a minimum service level of 95%.
(5) Improved Inventory utilization as measured by a combination of
absolute inventory investment reduction (captured in our 20-30
program) and targeted turnover rate improvements.


I believe that we have enormous potential at Holley to grow and improve our business, and I am confident that you have the correct skill set and leadership traite that will enable you to make a significant contribution at Holley and through this contribution, significantly increase our enterprise value. Details of your employment will be as follows:


Mr. Ford July 19, 2002 Page 2


SALARY: Your base salary will be $240,000,00 per year. You will be paid twice per month on approximately the fifteenth and the thirtieth of each month.


STARTING DATE: August 12, 2002


INCENTIVE COMPENSATION: You will be eligible to participate in Holley's Senior Management Incentive Compensation program with a target bonus pay out of 50% of your base salary. You will earn an Incentive bonus pay out based on your performance as measured by our total operating margin improvement and cash flow generation. For 2002, you will be eligible for a pro-rated incentive compensation pay out based on targets that you and I will develop and precent to our Board of Directors Compensation Committee for their approval. Holley will guarantee a pro-rated pay out for 2002, which based on an August 1, ...