EXHIBIT 10.1



                               Employment Contract



         This Employment Contract (the "Agreement") is entered into as of May 1,
2001 between Internet Ventures, Inc. ("IVI"), a California corporation, and Nyhl
Henson ("Executive"), residing in Manhattan Beach, California.
         IVI is in the business of providing to consumers and businesses and
other organizations access to the Internet, being an Internet Service Provider
("ISP").
         The Executive has particular knowledge of operating an ISP and
significant business acumen in general, and has served as the Chief Executive
Officer ("CEO") of IVI since July, 2000.
         Both IVI and the Executive desire to enter into the Agreement by which
the Executive will continue to offer his services as CEO of IVI. Therefore, in
consideration of mutual promises and covenants it is agreed as follows:

     1.  Term: IVI shall employ the Executive as CEO with all the rights,
         duties, and responsibilities as allowed by California Law and the
         Articles and By-laws of IVI for three (3) years beginning May 1, 2001
         through April 30, 2004.
     2.  Compensation: During the term of his Employment Contract, the Executive
         will be paid a base salary at an annual rate of $240,000.00 payable in
         equal installments on the first and the fifteenth of each month during
         the term hereof. Executive's salary shall commence May 1, 2001. In
         addition to the base salary, Executive shall receive an initial bonus
         of 800,000 shares of the common stock of Internet Ventures, Inc. in
         addition to any stock he may have been awarded or have under option
         previously.
     3.  Incapacity: In the event of his incapacity, Executive will be entitled
         to compensation for a period of sixty (60) days, or such greater period
         as the Board of Directors acting jointly in their sole discretion may
         provide. For purposes of this Agreement incapacity shall mean the
         inability of the Executive to perform his services for the Company for
         any reason, including but not limited to, insanity, imprisonment, or
         serious illness which continues for a period greater than sixty (60)
         days.
     4.  Disability or Death: In the event of Executive's permanent disability,
         the compensation that would have otherwise been earned, pursuant to
         paragraph two herein, will continue to be paid for at least six (6)
         months.
     5.  Expenses: IVI shall reimburse Executive for any reasonable expenses
         incurred in the performance of his duties for IVI.
     6.  Place of Performance: It is contemplated that Executive shall perform
         his principal duties in Los Angeles, California, and throughout the
         world as required by IVI's normal, reasonable conduct of business.
     7.  Non-Disclosure: The Executive recognizes and acknowledges that IVI has
         business practices and trade secrets, lists of customers and other
         matters which are special and unique assets of IVI's business. The
         Executive agrees that he will not, during or for a period of three (3)
         years after the Term of this Agreement, disclose such information or
         any part thereof to any person, firm or corporation, association or
         other entity for any reason or purpose whatsoever, unless so ordered by
         a court or other competent jurisdiction.
     8.  Notices: Any notice required or permitted to be given under this
         Agreement shall be sufficient, if in writing, and if sent by registered
         or certified mail, to his residence in the case of the Executive, and
         to its principal office in the case of IVI.
     9.  Waivers: The waiver by the Employer or the Executive of any breach of
         any provision of this Agreement by the other party shall not operate or
         be construed as a waiver of any subsequent breach by the other party.
     10. Binding Effect: The rights and obligations of the Employer under this
         Agreement shall inure to the benefit of and shall be binding upon the
         successors and assigns of the Employer.
     11. Severable Provisions: The provisions of this Agreement are severable,
         and if any one or more provisions may be determined to be illegal or
         otherwise unenforceable, in whole or in part, the remaining provisions
         shall nevertheless be binding and enforceable. In the event that any
         provision of this Agreement is deemed unenforceable, IVI and Executive
         agree that a court of competent jurisdiction shall have jurisdiction to
         reform such provision to the extent necessary to cause it to be
         enforceable to the maximum extent permitted by law, and they will abide
         by what said court determines.
     12. Litigation and Recovery of Costs: If any legal action or other
         proceeding is brought by any party, for the enforcement of this
         Agreement, or because of an alleged dispute, breach or default in
         connection with any provisions of this Agreement, such action shall be
         commenced in Los Angeles County, and the parties agree that such courts
         shall have exclusive jurisdiction thereof; provided, however, if any
         such court shall decline to afford injunctive relief to IVI on account
         of the breach or threatened breach of this Agreement by the Executive,
         IVI shall be entitled to seek such relief from any other court of
         competent jurisdiction. The prevailing party shall be entitled to
         recover reasonable attorney's fees and other costs incurred in such
         action or proceeding in addition to any other relief to which it may be
         entitled.
     13. Construction: This agreement shall be interpreted under the laws of the
         State of California. 14. Entire Agreement: This instrument contains the
         entire Agreement of the parties and may not be altered, modified,
         amended except in writing and executed by both parties, and is
         delivered pursuant to this Agreement.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
     and year above written.

     Employer                               Internet Ventures, Inc.
                                            A California corporation

                                       By:  /s/ Charles Roodenburg
                                            ------------------------
                                            Member of the Board of Directors




     Executive                               Nyhl Henson

                                             /s/ Nyhl Henson
                                             ------------------------
                                             Nyhl Henson