DESCRIPTION:  EMPLOYMENT AGREEMENT - LING


                            EMPLOYMENT AGREEMENT

  This Employment Agreement is made on this 1st day of May 1999, between
  1st Internet Group, Inc. ("Employer"), whose principal place of business
  at 5883 Lake Worth Road, Lake Worth, Florida 33463, and P. Jason Ling
  ("Employee").

  WHEREAS, Employer is actively engaged in the business of a securities
  brokerage firm; a insurance firm; and an accounting firm; and,

  WHEREAS, Employer wishes to employ Employee and Employee wishes to be
  employed pursuant to the terms of this Employment Agreement.

  NOW THEREFORE, in consideration of the mutual covenants and agreements
  contained in this Employment Agreement, and other good and valuable
  consideration, the receipt and sufficiency of which is hereby
  acknowledged, the parties, intending to be legally bound, agree as
  follows:

                                   Article 1
                             Employment of Employee

  Employer agrees to employ Employee, and Employee accepts employment with
  Employer, on and subject to the terms and conditions set forth in this
  Employment Agreement.

                                    Article 2
                               Duties of Employee

  Section 2.1.  POSITION AND DUTIES.  Employer agrees to employ Employee
  to act as Chief Financial Officer for Employer.  Employee shall be
  responsible for performing the following duties: executive management,
  overseeing business development, and compliance and financial reporting.
  Employer reserves the right from time to time to change the nature of
  Employee's duties and job title; provided, however, Employee's duties
  and job title shall always be of an executive nature.

  Section 2.2.  TIME DEVOTED TO WORK.  Employee is employed on a part-time
  basis and may be engaged in any other business activities.

                                    Article 3
                              Place of Employment

  Section 3.1.  PLACE OF EMPLOYMENT.  Employee shall be based at
  Employer's principal office at 5883 Lake Worth Road, Lake Worth, FL
  33463 and shall not be required to travel away from that office on
  business more than thirty (30) days during a calendar year.  Employer
  agrees that during the term of this Employment Agreement it shall not
  assign Employee to work at any location which is more than 100 miles
  from said principal office without Employee's consent.

  Section 3.2.  MOVING EXPENSES.  If Employer relocates its principal
  office more than 100 miles from its current principal office, or
  requests that Employee relocate to one of its offices which is more than
  100 miles from its current principal office, and Employee consents to
  relocate to that new location, Employer shall promptly pay or reimburse
  Employee for all reasonable moving expenses incurred by Employee in
  connection with the relocation plus an amount to reimburse Employee for
  any federal and state income taxes that it has to pay on amounts
  reimbursed. Employer also shall indemnify Employee against any loss
  incurred in connection with the sale of Employee's principal residence.
  The amount of any loss shall be determined by taking the difference
  between the average of two appraisal prices set by two independent
  appraisers agreed to by Employer and Employee and the actual sales price
  of Employee's principal
  residence.

                                Article 4
                        Compensation of Employee

  Section 4.1. BASE SALARY.  For all services rendered by Employee under
  this Employment Agreement, Employer agrees to pay Employee an annual
  base salary of $60,000, which shall be payable to Employee in such
  installments, but not less frequently than bi-monthly, as are consistent
  with Employee's practice for its other Employees.  Employee's base
  salary shall be reviewed at least once a year by Employer and shall be
  increased at a minimum by the percentage increase in the Consumer Price
  Index for the previous year.

  Section 4.2. REIMBURSEMENT FOR BUSINESS EXPENSES.  Employer shall
  promptly pay or reimburse Employee for all reasonable business expenses
  incurred by Employee in performing Employee's duties and obligations
  under this Employment Agreement, but only if Employee properly accounts
  for expenses in Accordance with Employer's policies.

                                  Article 5
                       Vacations and Other Paid Absences

  Section 5.1.  VACATION DAYS.  Employee shall be entitled to two (2)
  weeks paid vacation days each calendar year during the term of this
  Employment Agreement.

  Section 5.2.  HOLIDAYS.  Employee shall be entitled to the same paid
  holidays as authorized by Employer for its other Employees.

  Section 5.3.  SICK DAYS AND PERSONAL ABSENCE DAYS.  Employee shall be
  entitled to the same number of paid sick days and personal absence days
  authorized by Employer for its other Employees.

                                 Article 6
                           Termination of Employment

  Section 6.1.  TERM OF EMPLOYMENT.  Employee's employment shall commence
  on the date of execution by Employer and shall continue for one (1) year
  ("end-of-employment date"), unless extended or terminated sooner, as
  provided by this article of the Employment Agreement.

  Section 6.2.  EXTENSION OF EMPLOYMENT.  On the end-of-employment date
  and every year thereafter, Employee's employment with Employer
  automatically shall be extended for an additional one (1) year unless,
  at least ninety (90) days prior to the end-of-employment date, or
  successive three (1) year anniversary thereof, Employer or Employee
  delivers to the other a written notice that Employee's employment with
  Employer is not to be extended.

  Section 6.3.  TERMINATION AT EMPLOYEE'S DEATH.  Employee's employment
  with Employer shall terminate at Employee's death.

  Section 6.4.  TERMINATION BY EMPLOYEE.  Employee may, but is not
  obligated to, terminate this employment Agreement at any time under the
  following circumstances:

  (a) Employee's health becomes so impaired that continued performance of
  Employee's duties under this Employment Agreement would be hazardous to
  Employee's physical or mental health.

  (b) There is a change in control of Employer.  There is a change in
  control of Employer if someone other than a current owner of Employer
  becomes the beneficial owner of 20 percent or more of the voting power
  of Employer.

  (c) Employee is assigned duties that are significantly different than
  those described in this Employment Agreement, or duties assigned
  Employee by this Employment Agreement are eliminated or transferred to
  someone else.

  (d) Employee is removed from any of the positions described in Section
  2.1 of this Employment Agreement (other than by Employer for cause).

  (e) Employee's fringe benefits or other compensation are materially
  reduced.

  (f) Employer requires Employee to travel more frequently than
  contemplated by this Employment Agreement.

  (g) Employer fails to have a successor assume this Employment Agreement.

  (h) Employer becomes insolvent or files a bankruptcy petition.

  Section 6.5.  TERMINATION BY EMPLOYER.

   (a) TERMINATION FOR CAUSE.  Employer may terminate Employee's
  employment for cause.

   (b) "CAUSE" DEFINED.  Employer shall have cause to terminate Employee's
  employment if Employee fails to substantially perform any duties
  required by this Employment Agreement (unless Employee's failure is due
  to a physical or mental incapacity), Employee is grossly negligent in
  the performance of required duties, Employee engages in conduct that
  damages Employer, Employee is convicted of a felonious act of moral
  turpitude, or Employee discloses material confidential information in
  violation of Article 7 of this Employment Agreement. Employer shall have
  cause to terminate Employee's employment should Employee's performance,
  attitude, or work habits become unreasonable.

  Section 6.6.  NOTICE OF TERMINATION.  Any termination of Employee's
  employment by Employer or Employee must be communicated to the other
  party by a written notice of termination.  The notice must specify the
  provision of this employment Agreement authorizing the termination and
  must set forth in reasonable details the facts and circumstances
  providing the basis for termination of Employee's employment.

  Section 6.7.  DATE TERMINATION IS EFFECTIVE.  If Employee's employment
  terminates because this Employment Agreement expires, then Employee's
  employment will be considered to have terminated on that expiration
  date.  If Employee's employment terminates because of Employee's death,
  then Employee's employment will be considered to have terminated on the
  date of Employee's death.  If Employee's employment is terminated by
  Employee, then Employee's employment will be considered to have
  terminated on the date that notice of termination is given.  If
  Employee's employment is terminated by Employer for cause, then
  Employee's employment will be considered to have terminated on the date
  specified by the notice of termination.  If, within thirty (30) days
  after a notice of termination is given, the party receiving the notice
  notifies the other party that there is a dispute concerning the
  termination, then Employee's employment will not be considered to have
  terminated, and Employer shall continue to compensate Employee pursuant
  to this Employment Agreement, until the dispute is ended by a written
  agreement between the parties or a final judgment, order, or decree of a
  court of competent jurisdiction.  A judgment, order, or decree of a
  court of competent jurisdiction will be considered final only if the
  time for appealing the decision has expired and no notice of appeal has
  been filed.

                              Article 7
                      Confidential Information

  Section 7.1.  CONFIDENTIAL INFORMATION DEFINED.  "Confidential
  Information" as used in this Employment Agreement shall mean any and all
  technical and non-technical information belonging to, or in the
  possession of, Employer or its officers, directors, Employees,
  affiliates, subsidiaries, clients, vendors, or Employees, including
  without limitation, patent, trade secret, and proprietary information;
  techniques, sketches, drawings, models, inventions, know-how, processes,
  apparatus, equipment, algorithms, source codes, object codes, software
  programs, software source documents, and formulae related to Employer's
  business or any other current, future and/or proposed business, product
  or service contemplated by Employer; and includes, without limitation,
  all information concerning research, experimental work, development,
  design details and specifications, engineering, financial information,
  procurement requirements, purchasing, manufacturing, customer lists,
  vendor lists, business forecasts, sales and merchandising, and marketing
  plans or similar information.

  Section 7.2 DISCLOSURES.  Employee agrees that it shall, at no time
  during or after termination of this Employment Agreement, directly or
  indirectly make use of, disseminate, or in any way disclose Confidential
  Information to any person, firm or business, except to the extent
  necessary for performance of this employment Agreement.  Employee agrees
  that it shall disclose Confidential Information only to Employer's other
  Employees who need to know such information and who have previously
  agreed to be bound by the terms and conditions of a substantially
  similar confidentiality provision and shall be liable for damages for
  the intentional or negligent disclosure of Confidential Information.
  Employee's obligations with respect to any portion of Confidential
  Information shall terminate only when Employee has documented to
  Employer that (a) such information was lawfully in the public domain at
  the time it was communicated to Employee by Employer; or (b) the
  communication was in response to a valid order by a court of competent
  jurisdiction or was necessary to establish the rights of Employer under
  this Employment Agreement.

                                 Article 8
                         Noncompetition Agreement

  Section 8.1.  AGREEMENT NOT TO COMPETE.  For one (1) year after
  Employee's employment with Employer terminates, Employee agrees not to
  directly or indirectly own, manage, control, or operate; serve as an
  officer, director, partner, or Employee of; have any direct or indirect
  financial interest in; or assist in any way; any person or entity that
  competes with any business conducted by Employer or any of Employer's
  affiliates or subsidiaries in any geographic region in which Employer
  conducts business.

  Section 8.2.  COMPETITIVE BUSINESSES.  For purposes of this Article 11,
  a competitive business shall be any person or entity which operates as a
  securities broker dealer whose primarily business is to provide its
  clients with the ability buy, sell, or trade securities via the internet
  or world wide web, or via some similar system, network, method, or
  service.

  Section 8.3.  OWNERSHIP OF PUBLIC CORPORATION NO VIOLATION.  Employee
  will not be considered to have violated this provision merely because
  Employee owns no more than twenty percent (20%) of the stock of any
  publicly held corporation.

                                Article 9
                                 Notices

  Any notice given under this Employment Agreement to either party shall
  be made in writing.  Notices shall be deemed given when delivered by
  hand or when mailed by registered or certified mail, return receipt
  requested, postage prepaid, and addressed to the party at the address
  set forth below.


  Employee's address:      7385 Nautica Way
                           Lake Worth, FL 33467


  Employer's address:      5883 Lake Worth Road
                           Lake Worth, FL 33463

  Each party may designate a different address for receiving notices by
  giving written notice of the different address to the other party.  The
  written notice of the different address will be deemed given when it is
  received by the other party.


                                 Article 10
                              Binding Agreement

  Section 10.1.  EMPLOYER'S SUCCESSORS.

  (a) The rights and obligations of Employer under this Employment
  Agreement shall inure to the benefit of and shall be binding in all
  respects upon the successors and assigns of Employer.

  (b) Employer shall require any direct or indirect successor (by
  purchase, merger, consolidation, or  (otherwise) of all or substantially
  all of Employer's stock, business and/or assets to expressly agree to
  assume Employer's obligations under this Employment Agreement and
  perform them in the same manner and to the same extent as Employer would
  have been required to do if no succession had occurred.  The agreement
  must be in a form and substance satisfactory to Employee.

   (c) If Employer fails to obtain such an agreement before the effective
  date of the succession, Employer's failure will be considered a breach
  of this Employment Agreement, and Employee shall be entitled to the
  greater of (i) one year's base salary in effect on the effective date of
  such succession.  However, Employer's failure to obtain such agreement
  shall not affect-said successor's obligations pursuant to paragraph
  10.1(a) above.

  Section 10.2.  EMPLOYEE'S SUCCESSORS.  This Employment Agreement shall
  inure to the benefit and be enforceable by and upon Employee's personal
  representatives, legatees, and heirs.  If Employee dies while amounts
  are still owed, such amounts shall be paid to Employee's legatees or, if
  no such person or persons have been designated, to Employee's estate.

                                 Article 11
                                  Waivers

  The waiver by either party of a breach of any provision of this
  Employment Agreement shall not operate or be construed as a waiver of
  any subsequent breach.

                                 Article 12
                              Entire Agreement

  Section 12.1.  NO OTHER AGREEMENTS.  This instrument contains the entire
  agreement of the parties.  The parties have not made any agreements or
  representations, oral or otherwise, express or implied, pertaining to
  the subject matter of this Employment Agreement other than those
  specifically included in this employment Agreement.

  Section 12.2.  PRIOR AGREEMENTS.  This Employment Agreement supersedes
  any prior agreements pertaining to or connected with or arising in any
  manner out of the employment of Employee by Employer.  All such prior
  agreements are terminated and are of no force or effect whatsoever.

                               Article 13
                          Amendment of Agreement

  No change or modification of this Employment Agreement shall be valid
  unless it is in writing and signed by the party against whom the change
  or modification is sought to be enforced.  No change or modification by
  Employer shall be effective unless it is approved by Employer's Board of
  Directors and signed by an officer specifically authorized to sign such
  documents.

                               Article 14
                        Severability of Provisions

  If any provision of this Employment Agreement is invalidated or held
  unenforceable, the invalidity or unenforceability of that provision or
  provisions shall be deemed modified or severed only to the minimum
  extent necessary to make said provision(s) valid and enforceable while
  maintaining the intent of said provision(s).  No such modification shall
  affect the validity or enforceability of any other provision of this
  Employment Agreement.

                               Article 15
                        Assignment of Agreement

  Employer shall not assign this Employment Agreement without Employee's
  prior written consent, but failure to obtain such consent shall not
  affect-said assignee's obligations pursuant to paragraph 10.1(a) above,
  which consent shall not be unreasonably withheld.

                              Article 16
                Governing Law, Venue & Attorneys Fees

  All questions regarding the validity and interpretation of this
  Employment Agreement shall be governed by and construed and enforced in
  all respects in accordance with the laws of the State of Florida.  Venue
  for any action arising in any manner out of the Employee's employment,
  this Employment Agreement, or any of the terms contained herein shall be
  the Federal and or State courts located in Palm Beach County, Florida,
  regardless of where this Employment Agreement is to be performed.  In
  the event either party engages legal counsel to enforce any provision
  contained in this Employment Agreement, the prevailing party shall be
  entitled to all reasonable attorneys fees, investigative expenses,
  costs, and court costs, whether or not a suit is actually filed, but
  including all levels of appeal.

  IN WITNESS WHEREOF, the parties have executed this Employment Agreement
  in duplicate on the date and year first above written.


  EMPLOYEE:


  /s/ P. JASON LING
  ----------------------------------
  P. Jason Ling



  EMPLOYER:

  1st Internet Group, Inc.

  By:

  /s/ WILLIAM CORLEY
  -------------------------------

  Name:

  William Corley
  -----------------------------


  Title:

  CEO
  ----------------------------