COLOR IMAGING INC
SECOND AMENDMENT TO EMPLOYMEN AGREEMENT
<DOCUMENT>
<TYPE>EX-10.2
<SEQUENCE>4
<FILENAME>colorimaging10q63004ex102.txt
<DESCRIPTION>SECOND AMENDMENT TO EMPLOYMEN AGREEMENT
<TEXT>
                                                                    EXHIBIT 10.2

                               Company Letterhead

                                October 31, 2003

Mr. Morris E. Van Asperen
4161 Riverview Run Ct
Suwanee, GA 30024

Subject:  Employment Agreement Made June 28, 2000, Second Amendment

Dear Van:

In  connection  with the  Employment  Agreement  made June 28, 2000, as amended,
("the  Agreement")  between  you and Color  Imaging,  Inc.  (the  "Employer"  or
"Company"), it is agreed that the following changes shall be effective as of the
date(s) indicated:

          Compensation.  Article III of the Agreement, as previously amended, is
          further amended as follows:

          a)   Section 3.01 paragraph 1 is hereby amended and your  compensation
               shall  consist of a minimum base salary,  which is not subject to
               any offset or deduction  ("Salary"),  and  commission  as defined
               herein,  up to the maximum  compensation of salary and commission
               of $250,000 per calendar year ("Maximum Compensation"). Effective
               December 29,  2003,  your Salary shall be $151,190 per annum paid
               ratably  every two weeks at $5,815.00  per pay period.  Effective
               January 1, 2004,  you will be paid a commission on eligible sales
               which are the total net sales of the Company,  excluding  the net
               sales  for  existing  products  of the  Company  sold to it's two
               largest   customers,   in   aggregate,   which   includes   their
               subsidiaries  or affiliates  that are  currently  accounts of the
               Company  (Eligible  Sales),  subject to the Maximum  Compensation
               limitation. Your commission shall be paid on or after the 15th of
               the month following the end of each calendar  quarter at the rate
               of 1/2 of 1 percent  (0.5%)  on the  cumulative  increase  in the
               Eligible  Sales of the Company  above the Eligible  Sales for the
               respective quarterly year-to-date period in 2003 ("Base Period"),
               less all of the commission  heretofore paid to that date for that
               calendar year. Should any quarterly  year-to-date  period have no
               increase  in  Eligible  Sales,  or a decline in  Eligible  Sales,
               compared to the same  period of the Base  Period,  no  commission
               shall  be  earned  nor  paid for  that  quarterly  period  and no
               deduction or offset will be made to any prior  commission(s) paid
               to you.

To indicate your  understanding  and acceptance of these amendments to the above
referenced Agreement, please sign where indicated hereafter.

Sincerely,                         Acknowledged and accepted:

EMPLOYER                           EMPLOYEE




/S/ SUELING WANG                   /S/ MORRIS E. VAN ASPEREN
_______________________            __________________________
Sueling Wang, Phd                  Morris E. Van Asperen
President


1794045

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