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                                                                Exhibit 10.20

CONFIDENTIAL


  Confidential Materials omitted and filed separately with the Securities and
                Exchange Commission. Asterisks denote omissions.

                           INTERNET SERVICES AGREEMENT
                                 BY AND BETWEEN

                                FURNITURE.COM AND
                             HOME ENTERPRISES, INC.

This agreement ("Agreement") is entered into as of the 7th day of September,
1999 ("Effective Date"), by and between Furniture.com, Inc. ("furniture.com"), a
Delaware Corporation with headquarters located at 1881 Worcester Road,
Framingham, MA, and Home Enterprises Inc. ("HEI"), a Delaware corporation with
headquarters located at 3411 Silverside Road, Wilmington, DE.

This Agreement sets forth the terms and conditions between the parties.

                                    RECITALS

A.     Furniture.com is an online retailer of furniture and home furnishings,
       and maintains a site on the Internet known as furniture.com with the URL
       HTTP://WWW.FURNITURE.COM.

B.     HEI produces the syndicated "HAVEN" television show ("the Show") and
       publishes HAVEN magazine ("the Magazine").

C.     Furniture.com shall be a sponsor of the Show, and shall have access to
       HEI Content and the Show for the purpose of promoting furniture and home
       furnishings purchasing, and the Show on the World Wide Web.

       1.    DEFINITIONS

             1.1  "Furniture.com site" means the web pages with the URL
                  HTTP://WWW.FURNITURE.COM.

             1.2  "HEI Content" means all the articles, show segments, images,
                  photographs or audiovisual material to which HEI controls the
                  digital rights, including all Show episodes from January 1,
                  1997 forward, with the exception of celebrity segments.

             1.3  "HFC" means the Home Furnishings Council.


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             1.4  "Home Page" means the first page served to a user who comes to
                  the Furniture.com site.

             1.5  "Link" means the electronic functionality located on a web
                  site that connects a user to another web site, another place
                  in the same web site or the WWW.

             1.6  "Online Furniture Company" means a company for which more than
                  50% of its sales come from its presence on the World Wide Web,
                  or which does not provide a printed catalogue nor owns or
                  leases retail space.

             1.7  "Pod" means that portion of the Show which is devoted to
                  advertising or other messages. Pods are ordered by the
                  sequence in which they occur in the Show, i.e., Pod 1 is the
                  first Pod so on.

             1.8  "the Show" means the nationally syndicated "HAVEN" television
                  show.

       2.    Description of Services

             HEI shall provide, as part of the sponsorship, the following
             services:

             2.1  Advertising. For the term of the Agreement, HEI shall provide
                  one (1) thirty (30) -second advertising position per week. HEI
                  and Furniture.com agree that the Show is broadcast one (1)
                  time per week, and HEI shall only be required to produce 22
                  original shows (as opposed to reruns or rebroadcasts) during
                  the term of this Agreement ("the Broadcast Schedule"). The
                  spots will receive either Pod 2 or Pod 3 placement. The
                  advertising spots shall be produced by Furniture.com, at its
                  sole cost and expense, and shall be subject to the reasonable
                  approval of HEI. Notwithstanding the foregoing, the Show shall
                  be produced, including but not limited to, its content,
                  writing and editing by HEI in its sole discretion.

                  2.1.1   If, in any six month period for the term of the
                          Agreement, the total Gross Rating Point rating ("GRP")
                          falls below 20.6 as determined by the A.C. Nielsen
                          rating, HEI shall run make-up thirty-second
                          advertising spots such that the total GRP for the
                          Furniture.com advertising spots mentioned in section
                          2.1 shall equal 20.6 (the "Make Good Spots").
                          Notwithstanding the above, HEI shall continue to be
                          required to deliver 20.6 GRP per six month period, and
                          the Make

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                          Good Spots shall not be considered towards this goal.
                          Make Good Spots shall be provided at no additional
                          charge.

             2.2  Billboard: One ten (10)-second billboard per show for fifty
                  two (52) weeks with voice over stating "This portion of HAVEN
                  is brought to you by Furniture.com." The billboards shall be
                  positioned at either Pod 2 or Pod 3 of the Show but not back
                  to back with 30 second advertising spots. HEI and
                  Furniture.com agree that the Broadcast Schedule set forth in
                  section 2.1 shall apply to the Billboard ads as well.

             2.3  "Shopping on the Web" Segments: A featured role in connection
                  with the segment of the Show entitled "Furniture Shopping on
                  the Web" as set forth below, which segment will last for
                  approximately three (3) minutes in either Pod 2 or Pod 3.
                  Furniture.com shall provide a guest "expert" to appear in
                  conjunction with five (5) of such "Furniture Shopping on the
                  Web" segments to be designated by HEI ("the Furniture.com
                  Segments") per year. Such five (5) Furniture.com Segments
                  shall be rebroadcast at least once per year during the term of
                  the Agreement for a total of at least ten (10) viewings. Two
                  (2) of the Furniture.com Segments will be video taped in High
                  Point, North Carolina on Tuesday, September 14, 1999 and three
                  (3) of the Furniture.com Segments will be videotaped in
                  February, 2000 at a location to be designated. Editorial
                  content of the Furniture.com Segments will be proposed by
                  Furniture.com subject to the reasonable approval of HEI
                  Furniture.com and HEI shall mutually agree upon arrangements
                  for taping Segments for years two and three of this Agreement.

             2.4  Database Marketing: HEI shall, on Furniture.com's behalf send
                  direct mail or other promotional pieces, the content of which
                  shall be subject to HEI's reasonable approval, to the entire
                  HEI subscriber list of approximately 125,000 names at least
                  four times per year during the term of the Agreement.
                  Furniture.com will pay expenses for these mailings, excluding
                  any use charges for the list.

             2.5  Print.

                  2.5.1   Furniture.com shall have a one page editorial segment,
                          written by Furniture.com and subject to HEI's
                          reasonable approval in each HAVEN Magazine (the
                          "Magazine").

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                  2.5.2   In addition, with every edition of the Magazine,
                          Furniture.com shall have the opportunity to produce at
                          its sole cost and expense, a Supplemental
                          Advertisement which HEI will insert into each Magazine
                          distributed to the HEI subscriber list of
                          approximately 125,000 people. HEI will evaluate other
                          retail environments where this may be distributed at
                          its discretion. Furniture.com will pay all out of
                          pocket expenses in connection with the cost of
                          producing the Supplemental Advertisement and the
                          Furniture.com advertising.

             2.6  Newsletter. HEI shall offer a half page section in the Haven
                  Newsletter, which Furniture.com will use to provide content
                  including, but not limited to, designing tips, expert advice
                  on decorating and home furnishing, and special offers to Haven
                  readers, subject to HEI's reasonable approval.

             2.7  Contests. HEI and Furniture.com will jointly develop
                  co-sponsored contests at least once per year for the term of
                  the Agreement. The Show will include an announcement of the
                  contest, and the selection and announcement of the winner, and
                  may, at HEI's discretion, include a special segment featuring
                  the contest.

       3.    Furniture.com Responsibilities:

             3.1  Furniture.com will promote the Show on the Furniture.com web
                  site by the following methods:

                  (i)     Home Page promotion of any episodes of the Show with
                          Furniture.com content for at least two weeks prior to
                          airing;

                  (ii)    At Furniture.com's sole discretion, Home Page
                          promotion of Show episodes or Home Furnishing Council
                          events;

                  (iii)   Home Page placements, no less than twice per year for
                          at least one month prior to airing, for the term of
                          the agreement, promoting special joint
                          Haven/Furniture.com contests and special offers.

                  (iv)    A permanent placement on the "YourHome" Magazine
                          section of the Furniture.com site, or an area
                          materially similar to the "YourHome" Magazine. The
                          size and location of the placement will be at

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                          Furniture.com's sole discretion, provided that the
                          size of the placement shall be no smaller than that of
                          similar Content providers.

                  (v)     A Link to Haven's website (WWW.HAVENTV.COM) each time
                          the Show's name is found on the Furniture.com site.
                          HEI shall make commercially reasonable efforts to
                          provide a Link back to Furniture.com for users who
                          visit Haven's website via the Link described above.

             3.2  Furniture.com retains the right, in its sole discretion, to
                  modify at any time the presentation and Content of any of its
                  Web Sites and any and all pages contained therein. HEI
                  acknowledges that such modifications by Furniture.com, if any,
                  may change the location and/or placement of the Links on a
                  particular page.

       4.    Other HEI Obligations

             4.1  To assist Furniture.com in its efforts to build strategic
                  merchandising relationships, HEI and Furniture.com may host an
                  event at the North Carolina Furniture Market, scheduled to
                  occur in April and October of each year. This event, which may
                  be a dinner, an open house, a press conference or a lunch at
                  Furniture.com's sole discretion, will be jointly promoted by
                  Furniture.com and HEI. Furniture.com will cover all expenses
                  associated with this event.

             4.2  HEI shall make regular mention of its presence on
                  Furniture.com in all printed materials and on the Show.

             4.3  HEI shall provide a mutually agreed upon decorating, interior
                  design or furnishings expert to host a live chat on
                  Furniture.com no less than once per month for the term of the
                  Agreement.

             4.4  HEI shall provide "Designer's Picks", meaning one item which
                  in the sole judgment of HEI is of particular value to its
                  audience, at least once per month for the term of the
                  Agreement. Furniture.com will promote the Designer's Pick on
                  the Furniture.com site.

             4.5  HEI shall make reasonable efforts to introduce the CEO of
                  Furniture.com to members of the Board of Directors of the HFC.

       5.    Exclusivity

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Confidential Materials omitted and filed separately with the Securities and
               Exchange Commission. Asterisks denote omissions.

             5.1  For the term of the Agreement, Furniture.com shall be the sole
                  Online Furniture Company to be a Show Sponsor. Competing
                  Online Furniture Companies are included but not limited to
                  those referenced in Exhibit A, which will be updated quarterly
                  by Furniture.com, subject to HEI's reasonable approval.
                  Furniture.com acknowledges that HEI may enter into sponsorship
                  arrangements with furniture manufacturers and retailers who
                  operate Web sites through which online sales and purchases are
                  performed, provided that such online sales and purchases do
                  not represent a signficant part of the business of these
                  manufacturers and retailers.

       6.    Payment and Schedule

             6.1  General. Furniture.com shall pay HEI an annual sponsorship fee
                  in the amount of [**] per year for the term of the Agreement.
                  The Sponsorship Fee shall be due and payable in quarterly
                  installments, with the first payment due upon signing of the
                  agreement.

             6.2  All payments shall be payable in U.S. dollars by check or wire
                  transfer to such U.S. bank account as directed in writing.

             6.3  If either party fails to pay any amounts when due and payable
                  and such amounts are not disputed in good faith, then said
                  party shall pay the other a late payment charge of one and a
                  half percent (1.5%) per month, but not in excess of the lawful
                  maximum, on any past due balance which is not subject to a
                  good faith dispute.

       7.    Proprietary Rights:

             7.1  Furniture.com: As between Furniture.com and HEI, Furniture.com
                  shall own all right, title and interest in and to the
                  Furniture.com Web Site and the editorial content referenced in
                  section 2.5.1, including without limitation all successor
                  products thereof and any current or future intellectual
                  property rights embodied in the foregoing.

             7.2  As between Furniture.com and HEI, HEI shall own all right,
                  title and interest in and to the HEI Content.

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             7.3  No Implied License. Except for the license rights granted
                  herein, neither party grants the other rights in or to each
                  other's respective intellectual property.

             7.4  Trademarks: Each party grants the other a non exclusive, non
                  transferable, royalty free right to display the trademarks and
                  logos made available by such party, subject to the terms of
                  this Agreement and such party's standard trademark usage
                  guidelines. In the event either party determines that the
                  others use of the applicable trademarks or service marks is
                  inconsistent with the applicable Trademark or Service Mark
                  holders quality standards, then upon written request and
                  within a reasonable time the applicable party shall conform
                  such trademark or service mark use to the appropriate party
                  standards. If either party fails to conform the applicable
                  trademark use or service mark usage, then the owner of the
                  marks shall have the right to suspend use under the terms of
                  this Agreement.

             7.5  HEI grants Furniture.com a license to distribute and post the
                  HEI content on the Furniture.com site for the sole purpose of
                  fulfilling its obligations under this Agreement. For the term
                  of the Agreement, Furniture.com shall be the sole licensee of
                  the HEI Content for use or publication online. Furniture.com
                  acknowledges that HEI will continue to provide video content
                  to two Web sites, decorate.com, owned by HEI's parent
                  corporation, and shabang.com, under existing agreements, for a
                  period extending no later than December 31, 2000.

       8.    Confidentiality and Publicity:

             8.1  Furniture.com and HEI agree to hold in the strictest
                  confidence and not use or disclose to any person, firm or
                  corporation, without the written authorization of the other
                  Party, except as required by law, any "Confidential
                  Information" (as defined below). Each Party and their
                  respective employees, officers, directors, shareholders and
                  agents agree not to use any of the Confidential Information
                  for the purpose of competing with the other Party either
                  directly or indirectly or to assist third persons or entities
                  to compete with the other Party. For purposes of this
                  Agreement, "Confidential Information" means all information,
                  documents and materials provided by one Party to the other
                  Party before or during the term of this Agreement relating to
                  or in connection with the Project, including, without
                  limitation, technical data, specifications, communication
                  protocols, trade information, customer or client lists and
                  records, business and marketing plans,

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                  schematics, reports and technical and marketing data;
                  provided, however, that neither Party shall be under any
                  obligation to maintain in confidence any portion of the
                  information it has received which (a) is now, or which becomes
                  hereafter, through no act or failure to act on the part of the
                  recipient party, generally known or available to the public,
                  (b) is known by the recipient party at the time of the
                  disclosure of such information, provided that the source of
                  such information was not known by the receiving party to be
                  prohibited from disclosing such information by a contractual,
                  legal or fiduciary obligation or (c) is hereafter fumished to
                  the recipient party by a source other than the other Party,
                  provided that such source is not known by the receiving party
                  to be prohibited from disclosing such information by a
                  contractual, legal or fiduciary obligation. Neither Party
                  shall disclose the Confidential Information of the other Party
                  to its employees except on a need-to-know basis, and the
                  recipient party shall be responsible for the unauthorized
                  disclosures of Confidential Information by its employees.

                  No express or implied rights or license is granted by any
                  disclosure of Confidential Information to the recipient party
                  in connection with this Agreement. The recipient party
                  understands that the disclosing party makes no representations
                  or warranties, expressed or implied (including those of
                  merchantability and fitness for purpose) with respect to the
                  Confidential Information.

             8.2  Within 30 days of the Effective Date of this Agreement,
                  Furniture.com and HEI shall issue a joint press release
                  announcing the Sponsorship. Neither party will issue any press
                  releases or other public statements regarding this Agreement
                  without the other party's prior written approval.

             8.3  Upon termination or expiration of this Agreement either party
                  is permitted to issue a press release solely to the effect the
                  Agreement has either expired or was terminated. Neither party
                  is permitted to disclose any business terms of this Agreement
                  with respect to such press release or any other communication.

       9.    Warranties, Indemnification and Limitation of Liability:

             9.1  Furniture.com warrants and represents:

                  9.1.1   That it has the full corporate right, power and
                          authority to enter into this Agreement;

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                  9.1.2   That the execution of this Agreement and the
                          performance of the obligations and duties hereunder,
                          do not and will not violate any agreement to which
                          Furniture.com is a party or which it is otherwise
                          bound; and

             9.2  HEI warrants and represents:

                  9.2.1   That it has the full corporate right, power and
                          authority to enter into this Agreement;

                  9.2.2   That the execution of this Agreement and the
                          performance of the obligations and duties hereunder,
                          do not and will not violate any agreement to which HEI
                          is a party or which it is otherwise bound; and

             9.3  EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY
                  REPRESENTATIONS, AND EACH PARTY HEREBY EXPRESSLY DISCLAIMS ALL
                  OTHER WARRANTIES, EXPRESS OR IMPLIED, REGARDING SUCH PARTY'S
                  SERVICES OR ANY PORTION THEREOF, INCLUDING ANY IMPLIED
                  WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
                  PURPOSE AS WELL AS IMPLIED WARRANTIES ARISING FROM COURSE OF
                  DEALING OR COURSE OF PERFORMANCE.

             9.4  Indemnification:

                  9.4.1   Each party (the "indemnifying party") will indemnify,
                          defend and hold harmless the other party and its
                          corporate parent or affiliates (collectively "the
                          indemnified party") from and against all claims, suits
                          and proceedings, and any and all related liabilities,
                          losses, expenses, damages and costs (including without
                          limitation, reasonable attorney fees), including,
                          without limitation, any third party claims alleging
                          infringement of any copyright, trademark or other
                          intellectual property right or alleging libel,
                          defamation or invasion of privacy, arising from the
                          use of any content, products, services, software,
                          trademarks, logos or other materials or information
                          (collectively "Materials") (a) provided by the
                          indemnifying party or (b) accessible on the
                          indemnifying party's Website or via a link from the
                          indemnifying party's Website, unless such Materials
                          were originally provided by the indemnified party.

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                  9.4.2   The indemnified party will: promptly notify the
                          indemnifying party of any claim, suit, or proceeding
                          for which indemnity is claimed; cooperate reasonably
                          with the indemnifying party at the latter's expense;
                          and allow the indemnifying party to control the
                          defense or settlement thereof. The indemnified party
                          will have the right to participate in any defense of a
                          claim and or to be represented by counsel of its own
                          choosing at its own expense. The indemnifying party's
                          obligations under this section shall not apply to any
                          claims based upon the use of Materials that have been
                          altered by any third party other than the indemnifying
                          party, the combination of any Materials with any items
                          not provided by the indemnifying party, or the display
                          of any Materials in a manner not approved by the
                          indemnifying party, if and to the extent such claim
                          would not have arisen but for such alterations,
                          combinations or display.

             9.5  Limitation of Liability:

                  9.5.1   EXCEPT FOR A BREACH OF EITHER PARTIES INTELLECTUAL
                          PROPERTY RIGHTS AND THE INDEMNIFICATION IN SECTION
                          9.4, THE LIABILITY OF EITHER PARTY FOR DAMAGES OR
                          ALLEGED DAMAGES HEREUNDER, WHETHER IN CONTRACT, TORT
                          OR ANY OTHER LEGAL THEORY, IS LIMITED TO, AND WILL NOT
                          EXCEED THE AMOUNTS PAID OR OWED BY FURNITURE.COM TO
                          HEI HEREUNDER. IN NO EVENT SHALL EITHER PARTY BE
                          LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL
                          DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS,
                          IN ANY WAY ARISING OUT OF OR RELATING TO THIS
                          AGREEMENT, EVEN IN THE EVENT SUCH PARTY HAS BEEN
                          ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES.

       10.   Term and Termination:

             10.1 The term of this Agreement shall be three years from the date
                  of execution ("Effective Date"), unless termination in
                  accordance with the provisions of this Section. Thereafter,
                  this Agreement will automatically renew on a year-to-year
                  basis unless either party notifies the other at least thirty
                  (30) days prior to the applicable renewal term.

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             10.2 After the first year of the Agreement, either party may
                  terminate the Agreement upon three (3) months written notice
                  to the other party. In the event that HEI terminates the
                  contract prior to September 14, 2002, no other Online
                  Furniture Company as defined in section 5.1 shall be allowed
                  to license Content or be featured as a Show Sponsor for a
                  period of six (6) months following termination.

             10.3 Either party may terminate this Agreement or any renewal term
                  thereof at any time (a) in the event of a material breach by
                  the other party that has not been cured within thirty (30)
                  days of written notice thereof or (b) within thirty (30) days
                  prior to a renewal period, provided such notice is given in
                  writing.

             10.4 Subsequent to Termination by either party or expiration of
                  this Agreement, such Termination or expiration shall not act
                  as a waiver of either party's rights or payment obligations
                  under this Agreement or release either party from any
                  liability for breach of such party's obligations under this
                  Agreement.

             10.5 Any termination or expiration of this Agreement shall mean
                  that each party shall no longer use any trademarks or service
                  marks licensed under the terms of this Agreement or continue
                  to provide the services described herein, and shall terminate
                  all links and references in all media, including online, print
                  and in the Show.

             10.6 Should the Show not be broadcast, this Agreement shall
                  terminate automatically, and Furniture.com shall receive a
                  pro-rata refund for the portion of the quarter for which the
                  Show is no longer broadcast.

       11.   General

             11.1 No Joint Venture: The sole relationship between the parties is
                  that of independent contractors. Each party is an independent
                  contractor and neither is an agent of the other. Each party
                  shall be solely responsible for the actions of their
                  respective employees, agents, and representatives.

             11.2 Governing Law: This Agreement shall be interpreted and
                  construed in accordance with the laws of the State of
                  Delaware, without regard to the principles of conflicts of
                  laws. The parties specifically exclude the terms of the United
                  Nations International Convention of Contracts.

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             11.3 Non Assignment: Neither party shall transfer or assign any
                  rights or delegate any of its obligations hereunder, whether
                  in whole or in part, voluntary or by operation of law without
                  the prior written consent of the other, whose consent shall
                  not be unreasonably withheld or delayed.

             11.4 Notices: All notices, requests, demands, reports or other
                  communications under this Agreement shall be in writing and
                  shall be sent either by a nationally recognized overnight
                  delivery service or certified mail, return receipt registered
                  and shall be deemed given upon receipt. Notices hereunder
                  shall be directed to:

                  If to HEI:

                  1)    Robert W. Nightengale, Jr.
                        3411 Silverside Road
                        Baynard Building, suite 208
                        Wilmington, DE 19810

                        with a copy in like manner to:

                  2)    Jocelyn Hall Burton
                        One Hanson Lane
                        New Rochelle, NY 10804

             11.5 Waiver: Any of the provisions of this Agreement maybe waived
                  by the party entitled to benefit thereof. Neither party shall
                  be deemed to have waived any of its rights or remedies
                  hereunder unless such waiver is in writing and signed by the
                  waiving party, and then only to the extent specifically set
                  forth in such writing.

             11.6 No Third Party Beneficiaries. Nothing contained in this
                  Agreement implies or is intended to confer upon any person
                  other than the parties and respective successors or assigns of
                  the parties, any rights remedies, obligations or liabilities
                  whatsoever.

             11.7 Survival. The respective rights and obligations between the
                  parties under the provisions of Sections 8, 9, 10 (9.4 only
                  for one year after the termination of the Agreement), and 11
                  hereof shall survive expiration or termination of this
                  Agreement.

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             11.8 Entire Agreement. This Agreement (including the Exhibits,
                  Attachments and or Addenda, if any,) represents the entire
                  agreement of the parties with respect of the subject matter
                  hereof and supersedes all prior and or contemporaneous
                  agreements or understandings, written or oral between the
                  parties with respect to the subject matter hereof. This
                  Agreement may not be modified except by written Amendment
                  signed by both parties.

             11.9 Counterparts/ Facsimiles. This Agreement may be executed in
                  any number of counterparts, each of which when executed and
                  delivered shall be deemed an original, and such counterparts
                  together shall constitute one and the same instrument. For the
                  purposes hereof, a facsimile copy of this Agreement including
                  the signature pages hereto, shall be deemed an original.

         IN WITNESS WHEREOF, the parties to this Agreement by their duly
authorized representatives have executed this Agreement as of the date first
written above.

FURNITURE.COM                             Home Enterprises, Inc.

By: /s/ Gerald Brown                      By: /s/ Robert W. Nightengale, Jr.
   -----------------------                   ---------------------------------
Name: Gerald Brown                        Name: Robert W. Nightengale, Jr.
                                               -------------------------------
Title: V.P., Business Development         Title: President

Date: 9/29/99                             Date: 10/1/99


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                                    Exhibit A
                      Competing Online Furniture Companies

furniturefind.com
goodhome.com
homepoint.com and affiliated properties
homeportfolio.com
living.com
myhome.com

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