EMPLOYMENT AGREEMENT

                                                                  Exhibit 10.2


                              EMPLOYMENT AGREEMENT



         THIS EMPLOYMENT AGREEMENT (this "Agreement"), made as of this 5th day
of April, 2007, is by and between FIVE STAR GROUP, INC., a Delaware corporation
with principal offices at 10 East 40th Street, Suite 3110, New York, New York
10016 (the "Company"), and RONALD KAMPNER, residing at 27 Pines Bridge Road,
Amawalk, New York 10501 (the "Executive"). FIVE STAR PRODUCTS, INC., a Delaware
corporation with principal offices at 10 East 40th Street, Suite 3110, New York,
New York 10016 ("FSP"), joins in this Agreement solely with respect to Section
3.3.

                              W I T N E S S E T H:

         WHEREAS, FSP intends to acquire the assets of Right-Way Dealer
Warehouse, Inc. ("Right-Way");

         WHEREAS, this Agreement is contingent upon the approval by the United
States Bankruptcy Court for the District of Massachusetts of the acquisition of
Right-Way by FSP and pursuant to a certain Asset Purchase Agreement, the closing
of the transaction involving the acquisition of Right-Way by FSP ("Closing");

         WHEREAS, effective upon the date of the Closing ("Closing Date"), the
Executive shall be hired by the Company as its Senior Vice President of Sales
pursuant to the terms of this Agreement;

         WHEREAS, the Company desires to retain the Executive upon the terms and
conditions set forth below; and

         WHEREAS, the Executive desires to render services to the Company upon
the terms and conditions set forth below.

         NOW THEREFORE, in consideration of the mutual covenants and agreements
set forth in this Agreement, the parties hereto, intending to be legally bound
hereby, agree as follows:

          1. Nature of Employment. The Company hereby employs the Executive
pursuant to the terms set forth in this Agreement, and the Executive hereby
accepts such employment. The Executive shall perform the duties of Senior Vice
President of Sales of the Company, which duties shall include primarily
supervising sales and marketing in New England and Westchester County, New York;
supervising the Brooklyn Cash & Carry Business; and such other duties as the
Company may from time to time reasonably assign to him. The Executive shall
devote his full time, energies, skills, and attention to the performance of his
duties and responsibilities hereunder, and shall perform them faithfully,
diligently, and competently. The Executive shall report to the Company's Chief
Executive Officer.


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         2. Term of Employment. The term of this Agreement shall commence on the
Closing Date and continue until the third anniversary of the Closing Date (the
"Term"), unless otherwise extended by written agreement of the parties or
reduced as provided herein.

         3. Compensation and Benefits.

         During the Term, the Executive shall be entitled to receive
compensation from the Company as set forth below:

                  3.1       Base Salary.

                  During the Term, the Company shall pay the Executive a salary
at the rate of $200,000 per annum (the "Base Salary"), or such greater sum as
may from time to time be fixed in accordance with the Company's salary review
policy for senior executives then in effect. Payments of Base Salary to the
Executive shall be subject to such payroll deductions as are required by law,
with deductions for employee benefits in accordance with Company practice or as
selected by the Executive in accordance with the terms of Company employee
benefit plans, and shall be payable in accordance with the customary payroll
practices of the Company.

                  3.2       Incentive Compensation.

                  (a) The sales incentive program set forth in this Section 3.2
is based on the business model as well as marketing and sales practices
currently known to the parties. It is acknowledged that any material change to
such practices may have an impact on Executive's ability to earn the sales
incentives set forth in Section 3.2. Accordingly, in the event that the Company
intends to make a material change (e.g., dropping a product line) that may have
an effect on sales volume, the Company agrees to consult with the Executive
before implementing any such changes.

                   (b) Brooklyn Cash & Carry Business Sales Incentive. During the
Term, the Executive shall be eligible to earn an annual bonus equal to two
percent (2%) of all Brooklyn Cash & Carry Business sales booked (in accordance
with the Company's then prevailing accounting treatment for recognizing sales in
connection with the preparation of its annual audited financial statement) by
December 31 of each year during the Term above an annual "Threshold." For
purposes of this Section 3.2(b), the Threshold amount for the year ended
December 31, 2007 will be $8,000,000, prorated for the balance of the year
between the Closing Date and December 31, 2007. In 2008 and for each successive
year during the Term, the Threshold amount will increase by five percent (5%)
over the prior year's Threshold amount with partial years during the Term being
prorated. The Brooklyn Cash & Carry Business means the business of Right-Way
generally conducted at the building located at 1202 Metropolitan Avenue,
Brooklyn, New York over the past two years. The Brooklyn Cash & Carry Business
Sales Incentive will be paid to the Executive by the Company no later than March
31 of each year during the Term.

                  (c) Right-Way Transferred Sales Incentive. During the Term,
the Executive shall be eligible for an annual bonus with respect to "Right-Way
Distribution Business Successfully Transferred To The Company" (as defined in
Section 3.2(c)(4)), if any, as follows:



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                           (1) One-half percent (1/2%) of all Right-Way
Distribution Business Successfully Transferred To The
Company, up to the "Designated Amount" (as defined in Section 3.2(c)(3)); and

                           (2) One percent (1%) of all Right-Way   Distribution
Business   Successfully   Transferred To The Company, above the Designated Amount.

                           (3) For purposes of this Section 3.2(c),   the
"Designated   Amount" for the year ended December 31, 2007 will be $15,000,000,
prorated for the balance of the year between the Closing Date and December 31,
2007. For the year ended December 31, 2008 and for each successive year
thereafter, the Designated Amount will increase by five percent (5%) over the
prior year's Designated Amount, with partial years during the Term being
prorated.

                           (4) For purposes of calculating "Right-Way
Distribution Business Successfully Transferred To The Company," the parties
stipulate that such sales will include all sales (excluding sales by the
Brooklyn Cash & Carry Business) booked by the Company with respect to Qualified
Right-Way Customers by December 31 of each year of the Term reduced in each year
by sales by the Company to such Qualified Right-Way Customer for the year ended
December 31, 2006 (pro rata for any partial calendar year during the Term). A
Qualified Right-Way Customer is a person (excluding persons doing business with
Right-Way solely through the Brooklyn Cash & Carry Business) to which during the
year ended December 31, 2006, Right-Way made sales (excluding sales at the
Brooklyn Cash & Carry Business) in excess of $4,000. The Executive shall prepare
in good faith a list of all Qualified Right-Way Customers prior to the Closing
("Qualified Right-Way Customer List").Immediately after the Closing, the
Executive shall provide to the Company the Qualified Right-Way Customer List
which the parties shall review in good faith and which shall be approved by the
Company and made part of this Agreement with such approval not to be
unreasonably withheld. The Right-Way Transferred Sales Incentive will be paid to
the Executive by the Company no later than March 31 of each year of the Term.

                  3.3 Stock Options. On the Closing Date, FSP shall grant to the
Executive options to acquire two hundred thousand (200,000) shares of FSP stock
under the FSP 2007 Incentive Stock Plan (the "Plan") subject to shareholder
approval of the Plan on or prior to March 1, 2008 (the "Options"), it being
understood that failure to obtain shareholder approval of the Plan on or prior
to March 1, 2008 shall be considered a material breach of this Agreement. The
Options will be issued at an exercise price equal to "Fair Market Value" (as
defined by the Plan) of FSP stock on the Closing Date or, if the Closing Date
occurs on a day when United States equity securities markets are not open, on
the next succeeding day when such securities markets are open. Vesting of the
Options will be over a three (3) year period commencing with calendar year 2007
and will be subject to provisions requiring achievement of a FSP-specified
Earnings Before Interest, Taxes, Depreciation, and Amortization ("EBITDA")
target. In addition, the agreement evidencing the Options ("Stock Option
Agreement) will reflect the same basic provisions as provided in the option
agreements applicable to other senior executives of FSP granted on March 1, 2007
and will be subject to any provisions required under the Plan. A true copy of
the Stock Option Agreement evidencing the proposed grant of the Options to the
Executive is attached hereto and made part of this Agreement.



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                  3.4 Benefits. The Executive shall be eligible to participate
in all insurance and benefit programs available to senior executives of the
Company, subject to the provisions of the various benefit plans and programs in
effect from time to time, including but not limited to, medical, life insurance,
and the Company's 401(k) program.

                  3.5 Automobile. During the Term, in order to facilitate the
performance of the Executive's duties hereunder, and otherwise for the
convenience and in the interest of the Company, the Company shall provide to the
Executive a Company-owned or Company-leased automobile and will pay all
operating expenses incurred by the Executive in connection therewith. The
portion of the use of said automobile devoted to personal use shall be reflected
in the Executive's W-2 provided by the Company.

                  3.6 Death or Disability. The Term shall end on the date of
death of the Executive or the date on which an independent medical examiner
determines that due to physical or mental impairment of the Executive, the
Executive is unable to perform his duties for ninety (90) days in any one
hundred eighty (180) day period.

         4. Confidentiality. While employed by the Company and thereafter, the
Executive shall not, directly or indirectly, disclose to anyone outside of FSP
or the Company any "Confidential Information" (as defined below) or use any
Confidential Information other than pursuant to the Executive's employment with
the Company or with the Company's written consent.

                  For purposes of this agreement, "Confidential Information"
shall mean all data or information regarding FSP or the Company not generally
known outside of FSP or the Company whether prepared or developed by or for FSP
or the Company or received by FSP or the Company from any outside source,
including, without limitation, any trade secrets; customer files, customer
lists, lists of prospective customers, or details of agreements with customers;
any business, marketing, financial or sales records, formulae, methods of
operation, software and related manuals, data, plans, or surveys; and any other
record or information relating to the present or future business or products of
FSP or the Company. All Confidential Information and copies thereof are the sole
property of FSP or the Company. Confidential Information shall not include
information that FSP or the Company has voluntarily disclosed to the public or
information that has otherwise lawfully entered the public domain.

         5. Non-Disparagement. While employed by the Company and thereafter, the
Executive will not make any disparaging statements to any current or former FSP
or Company employees or customers, to any media, or to any other person. A
disparaging statement is any comment, oral or written, that is intended by the
Executive to cause humiliation or embarrassment or cause the recipient to
question the business condition, integrity, competence, or good character of any
of these persons or entities.

         6. Non-Solicitation and Covenant Not to Compete.

                  (a) Non-Solicitation. Following the termination of his
employment with the Company, the Executive agrees that, for a period of one (1)


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year after the date thereof, he will not, directly or indirectly, solicit any
customer of the Company for the purpose of selling to such customer products,
processes, goods, or services the sale of which would constitute "Competition"
(as defined in Section 6(d)).

                  (b) Covenant Not to Compete. The Executive agrees, that for a
period of one (1) year after his employment with the Company terminates, he will
not, directly or indirectly:

                           (1) Engage in any Competition in any "Restricted
Territory" (as defined in Section 6(d)); or

                           (2) Be or become an employee,   agent or   consultant
of, or acquire or have any   proprietary   or equity interest in (except as the
holder of less than one percent (1%) of the outstanding common stock of any
publicly traded companies), or otherwise participate or assist in the business
of, any person who engages in any Competition in any Restricted Territory.

                  (c) If at any time the provisions of this Section 6 shall be
determined to be invalid or unenforceable, by reason of being vague or
unreasonable as to area, duration or scope of activity, this Section 6 shall be
considered divisible and shall become and be immediately amended to only such
area, duration, and scope of activity as shall be determined to be reasonable
and enforceable by the court or other body having jurisdiction over the matter;
and the Executive agrees that this Section 6 as so amended shall be valid and
binding as though any invalid or unenforceable provision had not been included
herein.

                  (d) For purposes of this Sections 6, "Competition" shall mean,
directly or indirectly, engaging in activities competitive with, or rendering
services to any firm or business engaged or about to become engaged in, any
material line of business in which the Company is then engaged and as to which
the Executive had involvement and/or acquired or received Confidential
Information during his employment with the Company. For purposes of this Section
6, "Restricted Territory" shall mean the United States of America, its
territories, and possessions (including Puerto Rico).

                  (e) Breach of Non-Solicitation and Covenant Not to Compete.

                           (1) If the   Executive   commits a breach or the
Company   has   reasonable   grounds to   believe   that the Executive is about to
commit a breach, of any of the provisions of this Section 6, the Company shall
have the right to have the provisions of this Agreement specifically enforced
by any court having equity jurisdiction without being required to post bond or
other security and without having to prove the inadequacy of the available
remedies at law, it being acknowledged and agreed that any such breach or
threatened breach will cause irreparable injury to the Company and that money
damages will not provide an adequate remedy to the Company.

                           (2) In addition, the Company may also take all such
other   actions and remedies   available to it under law or in equity and shall be
entitled to such damages as it can show it has sustained by reason of such
breach.

         7. Termination by the Company for Cause.



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                  (a) Notwithstanding the provisions of Section 2, the Company
may terminate this Agreement and the Executive's employment at any time during
the Term, with or without "Cause," as defined hereafter. For purposes of this
Agreement, "Cause" shall mean any one or more of the following:

                           (1) The Executive's conviction of a crime
constituting a felony;

                            (2) The Executive's gross negligence, recklessness,
or malfeasance in the performance of duties hereunder   w