Exhibit 10.1

                       Scott L. Smith Employment Agreement



                               GOLD STANDARD, INC.

                              EMPLOYMENT AGREEMENT


                This Employment  Agreement is entered into as of August 15, 1999
by and between Gold  Standard,  Inc., a Utah  corporation,  (the  "Company") and
Scott L. Smith (the "Employee").

                In consideration of the promises and mutual covenants  contained
herein, the parties hereto agree as follows:

1.              Employment; Location
                --------------------

                The Company hereby employs  Employee and Employee hereby accepts
such  employment  in Salt  Lake  County  in the  State of Utah or in such  other
location as may be mutually agreed between the parties.

2.              Term
                ----

                The Company  agrees to employ  Employee and  Employee  agrees to
accept  employment  with the Company for the 5-year  period  beginning as of the
date hereof through the fifth anniversary date hereof,  unless this Agreement is
sooner terminated pursuant to Section 6 below.

3.              Duties
                ------

                Employee shall be the President and Chief  Executive  Officer of
the Company.  Employee shall diligently execute such duties and shall devote his
full time,  skills,  and efforts to such duties during  ordinary  working hours.
Employee  shall  perform  such  duties  subject to the general  supervision  and
control of the Company's Board of Directors.

4.              Compensation and Benefits
                -------------------------

                The Company  shall pay  Employee,  and Employee  accepts as full
compensation  for all  services  to be rendered to the  Company,  the  following
compensation and benefits:

                4.1 Salary.  The Company  shall pay Employee an annual salary of
Eighty Five Thousand Dollars ($85,000) per year,  payable in equal  installments
at least monthly on the last day of each month or at more frequent  intervals in
accordance with the Company's customary pay schedule,  subject to such increases
as the  Board  of  Directors  may  determine  from  time  to  time  in its  sole
discretion. At a minimum unless Employee decines,  Employee's annual salary will


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be increased as follows:  (i) on the second  anniversary of this  Agreement,  by
$1,000  per month;  and (ii) on the fourth  anniversary  of this  Agreement,  by
$1,000 per month.

                4.2 Right to  Purchase  Shares.  As  partial  consideration  for
Employee's employment,  Employee is hereby granted the right to purchase 100,000
restricted shares of the Employer's common stock (the "Shares"),  exercisable on
a single  occasion during the period that this Agreement  remains in force.  The
purchase  price per share shall be $0.25  greater than the trading  price of the
Shares on the date of  exercise.  The  Employee  may purchase the Shares using a
promissory  note  ("Note")  having the  following  terms:  (i) the Note shall be
non-recourse to the Employee;  (ii) the Note shall be  interest-free;  (iii) the
principal amount of the Note shall be due in a single  installment on the fourth
anniversary  of the date of  issuance  of the Note;  and (iv) the Note  shall be
secured by a pledge of the Shares.

                4.3 Company Automobile. The Employee shall have the right to use
of an automobile furnished by the Employer,  the costs of which shall not exceed
those  customary  for an  employee  holding the  position  of the  Employee in a
comparable organization.

                4.4   Additional   Benefits.   Employee  shall  be  eligible  to
participate in the Company's  employee benefit plans for employees,  if and when
any such plans may be  adopted,  including,  without  limitation,  bonus  plans,
pension or profit sharing plans, incentive stock plans, and those plans covering
life,  disability,  health,  and dental  insurance in accordance  with the rules
established  in  the  discretion  of  the  Board  of  Directors  for  individual
participation in any such plans as may be in effect from time to time.

                4.5  Vacation,  Sick  Leave,  and  Holidays.  Employee  shall be
entitled  to an  aggregate  of up to four (4)  weeks  leave  for  vacation  each
calendar  year at full  pay or such  increased  leave as may be  allowed  by the
Company's Board of Directors for members of management  generally.  In addition,
Employee  shall be entitled to sick leave and holidays at full pay in accordance
with the Company's policy.

                4.6 Deductions.  The Company shall have the right to deduct from
the compensation due to Employee  hereunder any and all sums required for social
security and withholding taxes and for any other federal, state, or local tax or
charge  which may be  hereafter  enacted or  required  by law as a charge on the
compensation of Employee.

5.              Business Expenses
                -----------------

                The Company shall promptly reimburse Employee for all reasonable
out-of-pocket business expenses he incurs in fulfilling his duties hereunder, in
accordance  with the general  policy of the Company in effect from time to time,
provided  that  Employee  furnishes  to the Company  adequate  records and other
documentary  evidence required by all federal and state statutes and regulations
issued by the appropriate taxing authorities for the substantiation of each such
business  expense as a deduction  on the federal or state  income tax returns of
the Company.


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6.              Termination
                -----------

                6.1  Termination  for  Cause.   This  Agreement  and  Employee's
employment  hereunder  shall  terminate upon  Employee's  death and is otherwise
immediately  terminable  for "cause" (as defined below) upon written notice from
the Company to Employee.  As used in this  Agreement,  "cause" shall include (i)
habitual  neglect of or deliberate or intentional  refusal to perform his duties
and obligations  under this Agreement,  (ii) fraudulent or criminal  activities,
(iii) any grossly  negligent or unethical  activity,  or (iv) any activity  that
causes substantial harm to the Company,  its reputation,  or to its directors or
employees. A determination of whether Employee's actions justify termination for
cause and the date on which such  termination is effective  shall be made by the
Company's Board of Directors in its sole discretion.

                6.2 Termination for Disability. The Company's Board of Directors
may terminate this Agreement for the "disability" (as defined below) of Employee
at the expiration of a consecutive  two-month  period of disability if the Board
of Directors  determines in its sole discretion that Employee's  disability will
prevent him from substantially  performing his duties hereunder. As used in this
Agreement,  "disability" shall be defined as (i) Employee's inability, by reason
of  physical  or mental  illness or other  cause,  substantially  to perform his
duties hereunder,  or (ii) in the discretion of the Board of Directors, as it is
defined in any disability  insurance  policy in effect at the Company during the
time in question.  Employee  shall  receive  full  compensation,  benefits,  and
reimbursement  of expenses  pursuant to Sections 4 and 5 above from the date the
disability begins until the scheduled termination of this Agreement, or until he
begins to receive disability benefits pursuant to a Company disability insurance
policy, whichever occurs first.

                6.2 Effect of Termination. In the event Employee's employment is
terminated  hereunder,  all  obligations  of the Company and all  obligations of
Employee  shall cease  except as  provided in Sections 7 through 16 below.  Upon
such termination,  Employee or his representative or estate shall be entitled to
receive only the compensation,  benefits, and reimbursement earned or accrued by
him under  Sections  4 and 5 above,  but shall not be  entitled  to any  further
compensation, benefits, or reimbursement from such date.

                6.4  Option  to  Retain  as  Consultant   Upon   termination  of
Employee's  employment,  other than for reason of Employee's  death, the Company
shall have an option to retain the  services of Employee as a  consultant  for a
period of two years from the date of  termination.  The Company  shall  exercise
such  option  by  giving  written  notice  thereof  to  Employee  on the date of
termination or within five (5) days thereafter,  and the obligations of Employee
as a  consultant  upon  such  exercise  shall  be  effective  from  the  date of
termination.  If the Company  elects to exercise  such option,  then the Company
shall be  obligated  to utilize the  services  of employee  for a minimum of ten
hours per calendar month during the consultancy  period, and Employee shall make


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himself  available to the Company for no less than 10 hours per calendar  month.
The parties  agree that as  consideration  for his services as a consultant  the
Employee  shall receive the greater of: (i) an hourly fee to be mutually  agreed
by the  parties,  or (ii) an amount to be no less than an hourly  equivalent  to
Employee's  salary as a full time  employee of the  Company.  In  addition,  the
Company shall reimburse Employee for any reasonable expenses paid or incurred by
employee in connection with the performance of his duties as a consultant of the
Company.  Employee shall be entitled to no  compensation  as a consultant  other
than the above fees and expenses. Employee acknowledges and agrees that he shall
be bound by the covenant not to compete with the Company as set forth in Section
7 below, as well as by the obligations  concerning  confidential  information as
set forth in Section 8,  below,  during the period for which he is a  consultant
for the Company.

7.              Covenant Not to Compete
                -----------------------

                7.1 Covenant.  Employee hereby agrees that, while he is employed
by the  Company  as either  an  employee  or as a  consultant  pursuant  to this
Agreement,  and,  in  any  event,  during  the  one-year  period  following  the
termination  of his  employment  hereunder,  he will not directly or  indirectly
compete (as  defined in Section  7.2 below)  with the Company in any  geographic
area in which the Company does or has done business.

                7.2 Direct and Indirect Competition.  As used herein, the phrase
"directly or indirectly  compete" shall include owning,  managing,  operating or
controlling, or participating in the ownership, management, operation or control
of,  or being  connected  with or having  any  interest  in,  as a  stockholder,
director,  officer,  employee,  agent,  consultant,   assistant,  advisor,  sole
proprietor,  partner or otherwise, any business (other than the Company's) which
is the same as, or similar to, or competitive with any business  conducted or to
be  conducted  by the Company or any of the  Company's  subsidiaries;  provided,
however,  that this  prohibition  shall not apply to  ownership of less than one
percent  (1%) of the  voting  stock in  companies  whose  stock is  traded  on a
national securities exchange or in the over-the-counter market.

                7.3  Enforceability.  If any of the provisions of this Section 7
is held  unenforceable,  the  remaining  provisions  shall  nevertheless  remain
enforceable,  and the court making such determination shall modify,  among other
things, the scope,  duration, or geographic area of this Section to preserve the
enforceability  hereof to the maximum extent then permitted by law. In addition,
the  enforceability  of this Section is also subject to the injunctive and other
equitable powers of a court as described in Section 10 below.

8.              Confidential Information
                ------------------------

                Employee  acknowledges that during his employment or consultancy
with  the  Company  he will  develop,  discover,  have  access  to,  and  become
acquainted  with  technical,   financial,   marketing,   personnel,   and  other
information  relating to the present or contemplated  products or the conduct of


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business  of the  Company  which is of a  confidential  and  proprietary  nature
("Confidential   Information").   Employee  agrees  that  all  files,   records,
documents,  and the like  relating  to such  Confidential  Information,  whether
prepared  by him or  otherwise  coming  into his  possession,  shall  remain the
exclusive  property  of the  Company,  and  Employee  hereby  agrees to promptly
disclose such  Confidential  Information  to the Company upon request and hereby
assigns to the  Company  any  rights  which he may  acquire in any  Confidential
Information.  Employee  further  agrees not to disclose or use any  Confidential
Information  and to use his best efforts to prevent the disclosure or use of any
Confidential Information either during the term of his employment or consultancy
or at any time thereafter,  except as may be necessary in the ordinary course of
performing  his duties under this  Agreement.  Upon  termination  of  Employee's
employment  or  consultancy  with the  Company for any  reason,  Employee  shall
promptly deliver to the Company all materials,  documents,  data, equipment, and
other  physical   property  of  any  nature  containing  or  pertaining  to  any
Confidential  Information,  and  Employee  shall  not take  from  the  Company's
premises any such material or equipment or any reproduction thereof.

9.              No Conflicts
                ------------

                Employee hereby  represents  that, to the best of his knowledge,
his  performance  of all the terms of this Agreement and his work as an employee
or consultant of the Company does not breach any oral or written agreement which
he has made prior to his employment with the Company.

10.             Equitable Remedies
                ------------------

                Employee  acknowledges  and agrees that the breach or threatened
breach  by him of  certain  provisions  of  this  Agreement,  including  without
limitation,  Sections 7and 8, above, would cause irreparable harm to the Company
for which damages at law would be an inadequate  remedy.  Accordingly,  Employee
hereby  agrees that in any such  instance the Company  shall be entitled to seek
injunctive or other equitable relief in addition to any other remedy to which it
may be entitled.

11.             Assignment
                ----------

                This Agreement is for the unique  personal  services of Employee
and is not  assignable or delegable in whole or in part by Employee  without the
consent of the Board of  Directors  of the Company.  This  Agreement  may not be
assigned by Employer without the prior written consent of Employee. The terms of
this Agreement  shall inure to the benefit of, be binding upon,  assumed by, and
be binding upon, the successors and permitted assigns of the parties.

12.             Waiver or Modification
                ----------------------

                Any waiver, modification,  or amendment of any provision of this
Agreement shall be effective only if in writing in a document that  specifically
refers to this Agreement and such document is signed by the parties hereto.



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13.             Entire Agreement
                ----------------

                This Agreement  constitutes the full and complete  understanding
and agreement of the parties  hereto with respect to the subject  matter covered
herein and  supersedes all prior oral or written  understandings  and agreements
with respect thereto.

14.             Severability
                ------------

                If any provision of this Agreement is found to be  unenforceable
by  a  court  of  competent   jurisdiction,   the  remaining   provisions  shall
nevertheless remain in full force and effect.

15.             Notices
                -------

                Any notice required  hereunder to be given by either party shall
be in  writing  and  shall  be  delivered  personally  or sent by  certified  or
registered  mail,  postage  prepaid,   or  by  private  courier,   with  written
verification of delivery,  or by facsimile or other  electronic  transmission to
the other  party to the address or  telephone  number set forth below or to such
other  address or telephone  number as either party may  designate  from time to
time according to this provision.  A notice delivered personally or by facsimile
or electronic  transmission  shall be effective upon receipt. A notice delivered
by mail or by private  courier shall be effective on the third day after the day
of mailing.

                (a)      To Employee at:              4931 Marilyn Dr.
                                                      Salt Lake City, UT 84117

                (b)      To the Company at:           Suite 710, Kearns Building
                                                      136 South Main Street
                                                      Salt Lake City, UT 84101

16.             Governing Law
                -------------

                This Agreement  shall be governed by and construed in accordance
with the laws of the State of Utah.

                IN  WITNESS   WHEREOF,   Employee  has  signed  this   Agreement
personally  and the Company has caused this Agreement to be executed by its duly
authorized representative.


GOLD STANDARD, INC.                                  EMPLOYEE



By:/s/ Bret Decker                                   /s/ Scott L. Smith
   ---------------                                   ------------------
                                                     Scott L. Smith
   Its:  Secretary
        ------------