EXHIBIT 10.24


                              EMPLOYMENT AGREEMENT


         This Employment Agreement (the "Agreement"), made and entered into this
25th day of November, 2002, by and between Register.com, Inc., a Delaware
corporation with principal offices located at 575 Eighth Avenue, 11th Floor, New
York, New York 10018 (the "Company"), and Mitchell Quain (the "Executive").

                                   WITNESSETH

         WHEREAS, the Company has a need for the Executive's personal services
in an executive capacity; and

         WHEREAS, the Executive possesses the necessary strategic, financial,
planning, operational and managerial skills necessary to fulfill those needs;
and

         WHEREAS, the Executive and the Company desire to enter into a formal
Employment Agreement to memorialize the terms of the Executive's employment
relationship with the Company.

         NOW, THEREFORE, in consideration of the mutual promises, terms,
provisions, and conditions contained herein, the parties agree as follows:

1. Position.

         The Company hereby agrees to employ the Executive to serve in the role
of Chairman of the Board of the Company with the title of Executive Chairman,
subject to the limitation set forth herein. As such, the Executive shall be
responsible for the following duties, subject to the authority of the Board of
Directors of the Company (the "Board"): (a) chairing Board meetings; (b)
overseeing the preparation of the agenda for Board meetings; (c) coordinating
the interaction of the Board with senior management of the Company; (d)
providing oversight of the Company's capital markets strategy; (e) mentoring the
Chief Executive Officer of the Company; (f) providing focus and oversight of
corporate and strategic development; and (g) directly supervising certain staff
functions including finance, human resources, legal and investor relations, or
others as may be added or removed from time to time by the Board.

The Executive accepts such employment upon the terms and conditions set forth
herein, and further agrees to perform to the best of his abilities the duties
set forth above. The Executive shall, at all times during the Employment Term,
report directly to the full Board and shall be responsible for providing such
reports to the full Board or designated committee thereof regarding the
performance of his duties as may be reasonably required. The Executive shall
perform his duties as Executive Chairman diligently and faithfully and shall
devote his full business time and attention to such duties. The Company
acknowledges and understands that the Executive shall continue to be the
Principal of Charterhouse Group and shall continue to serve on the boards of
directors of MagnaTek, Inc., Mechanical Dynamic, Inc., Strategic Distribution,


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Inc. and Titan International, during the Employment Term provided that such
activities will not interfere with the performance of his duties as set forth
hereunder.

2. Term of Employment and Future Services.

         The term of Executive's employment under this Agreement will commence
on the date of this Agreement (the "Effective Date"). Subject to the provisions
of Section 5 of this Agreement, the term of Executive's employment hereunder
shall be for a term of one (1) year from the Effective Date (the "Employment
Term"). Upon the conclusion of the Employment Term, the Executive shall continue
to serve as non-executive Chairman of the Board for an additional three (3) year
period, subject to the Executive's continued election to the Board by the
shareholders of the Company. The Executive shall not serve as an employee of the
Company after the expiration of the Employment Term, but shall continue to
perform the duties described in Section 1 above, with the exception of those set
forth in subsection 1(g), while serving as non-executive Chairman of the Board.
While serving as non-executive Chairman of the Board, the Executive agrees to
commit seven (7) business days per month to his duties.

3. Compensation.

     (a) Stock  Option.  As of the Effective  Date,  the Company shall grant the
Executive,  pursuant to the Company's  Amended and Restated 2000 Stock Incentive
Plan (the  "Plan"),  an option (the  "Option") to purchase six hundred  thousand
(600,000)  shares of the  Company's  common  stock (the  "Option  Shares")  at a
purchase  price  equal to the closing  price of the  Company's  common  stock on
NASDAQ on the day the Compensation Committee approves the grant, under the terms
and conditions set forth in the Plan and the Stock Option  Agreement which shall
be  provided  to the  Executive  following  the date of the stock  option  grant
provided for herein.  The Option shall vest and become  exercisable  in 48 equal
monthly  installments  of twelve  thousand five hundred  (12,500)  Option Shares
beginning on the date of the grant (the "Vesting  Commencement Date") as long as
the  Executive  remains a director  on the Board,  provided  that (A) the Option
shall  accelerate  and vest in full  upon (i) the  Executive's  death;  (ii) the
Executive's  Permanent  Disability,  as such term is defined in the Stock Option
Agreement; or (iii) a Change in Control, as defined in the Plan, which occurs at
any time while the  Executive is serving as a director on the Board,  and (B) in
the event Executive is not reelected to the Board by the Company's stockholders,
the Option shall accelerate and vest as if the Executive had continued to remain
Executive  Chairman or non-executive  Chairman of the Board for the twelve-month
period  subsequent to the  Executive's  last date of service as a director,  and
provided further that the Option shall  immediately  terminate and cease vesting
in the event that the  Executive's  employment  is  terminated  for Cause as set
forth in Section  5(a) below.  The  Executive  acknowledges  and agrees that the
grant of the Option  provided  hereunder is in lieu of any stock option grant or
other benefit under the Company's Automatic Option Grant Program as currently in
place or as amended from time to time (the "Program"),  and the Executive hereby
waives any rights or entitlement under the Program.

     (b) Benefits. During the Employment Term the Executive shall be entitled to
participate  in all  employee  benefit  plans which the Company  provides or may
establish from time to time for the benefit of its employees, including, without
limitation,  group life, medical,  surgical,  dental and other health insurance,
short  and  long-term  disability,  deferred  compensation,  profit-sharing  and
similar plans.


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     (c)  Expenses.  The Company  shall pay or reimburse  the  Executive for all
reasonable out-of-pocket expenses actually incurred by him during the Employment
Term in performing  services  hereunder,  provided  that the Executive  properly
accounts  for such  expenses  in  accordance  with the  Company's  policies.  In
addition,  during the Employment Term, the Company shall reimburse Executive for
reasonable  expenses  incurred by  Executive in  obtaining  accounting  or legal
advice related to his work for the Company in an amount not to exceed $30,000 in
the aggregate.

         (d) Waiver of Additional Compensation. The Executive acknowledges and
agrees that he is entitled to no compensation other than that specifically
provided for in this Section 3 and he waives any rights or entitlement to other
cash or non-cash compensation or benefits the Company may provide to its
employees individually or generally. Executive also waives his rights to receive
any cash compensation approved by the Board in connection with the service as a
director during the Employment Term.

4. Confidentiality, Inventions and Restrictive Covenants.

     (a) The  Executive  agrees  to the  terms of the  Proprietary  Information,
Inventions and Nonsolicitation Agreement attached hereto as Exhibit A.

5. Termination.

         Notwithstanding the provisions of Section 2 of this Agreement, the
Executive's employment hereunder may terminate under the following
circumstances:

     (a)  Termination  by the Company for Cause.  The Company may  terminate the
Executive's  employment  for  Cause at any  time,  upon  written  notice  to the
Executive  setting  forth in  reasonable  detail the nature of such  Cause.  For
purposes of this Agreement,  Cause is defined as (i) the Executive's willful and
material breach of the terms of this Agreement or the  Proprietary  Information,
Inventions and Nonsolicitation Agreement; (ii) the Executive's commission of any
felony or any crime involving moral turpitude; (iii) gross negligence or willful
misconduct by the Executive in connection with his positions hereunder; (iv) the
Executive's  willful  refusal  to  perform  his  duties  hereunder  or  (v)  the
Executive's failure to follow the written policies or directives of the Company.
Upon the termination for Cause of the Executive's employment,  the Company shall
have no further obligation or liability to the Executive.

     (b)  Termination by the Company Without Cause.  The Executive's  employment
hereunder may be terminated  without Cause by the Company upon thirty (30) days'
written notice to the Executive.

     (c)  Termination  by  the  Executive.   The  Executive  may  terminate  his
employment  hereunder  upon ninety  (90) days'  written  notice to the  Company.
During such notice period,  the Executive shall work in good faith to transition
his responsibilities as Executive Chairman.


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6. Choice of Law.

         The Executive acknowledges that a substantial portion of the Company's
business is based out of and directed from the State of New York. The Executive
also acknowledges that during the course of the Executive's employment with the
Company the Executive will have substantial contacts with New York.

         The validity, interpretation and performance of this Agreement shall be
governed by, and construed in accordance with, the internal law of New York,
without giving effect to conflict of law principles.

7. Miscellaneous.

     (a) Assignment.  The Executive  acknowledges and agrees that the rights and
obligations  of the Company under this  Agreement may be assigned by the Company
to any successors in interest.  The Executive  further  acknowledges  and agrees
that this  Agreement is personal to the Executive and that the Executive may not
assign any rights or obligations hereunder.

     (b) Entire  Agreement.  This  Agreement  sets  forth the  entire  agreement
between  the  parties  and  supersedes  any  prior   communications,   promises,
agreements and  understandings,  written or oral,  with respect to the terms and
conditions of the Executive's employment.

     (c)  Amendments.  Any attempted  modification of this Agreement will not be
effective  unless  formally  approved  by  the  full  Board  and  signed  by the
Executive.

     (d)  Waiver  of  Breach.  The  Executive  understands  that a breach of any
provision of this Agreement may only be waived by the full Board.  The waiver by
the Company of a breach of any provision of this Agreement  shall not operate or
be construed as a waiver of any subsequent breach.

     (e)  Severability.  If any  provision  of this  Agreement  should,  for any
reason,  be held invalid or unenforceable in any respect by a court of competent
jurisdiction,  then the remainder of this Agreement, and the application of such
provision  in  circumstances  other  than  those as to  which it is so  declared
invalid or unenforceable, shall not be affected thereby, and each such provision
of this Agreement shall be valid and enforceable to the fullest extent permitted
by law.

     (f)  Notices.  Any  notices,  requests,  demands  and other  communications
provided for by this  Agreement  shall be in writing and shall be effective when
delivered by private messenger,  private overnight mail service, or facsimile as
follows (or to such other  address as either party shall  designate by notice in
writing to the other in accordance herewith):

                  If to the Company:

                  575 Eighth Avenue
                  8th Floor
                  New York, New York  10018
                  Attn:  General Counsel


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                  With a copy to:

                  Brobeck, Phleger & Harrison LLP
                  1633 Broadway, 47th Floor
                  New York, New York  10019
                  Attn:  Scott Kaufman, Esq.

                  If to Executive:

                  c/o Register.com, Inc.
                  575 Eighth Avenue
                  8th Floor
                  New York, New York 10018

                  or such other address as the Executive shall provide.

     (g) Survival.  The Executive and the Company agree that certain  provisions
of this Agreement  shall survive the expiration or termination of this Agreement
and the  termination  of the  Executive's  employment  with  the  Company.  Such
provisions  shall be limited to those  within  this  Agreement  which,  by their
express  and  implied  terms,  obligate  either  party  to  perform  beyond  the
termination of the Executive's employment or termination of this Agreement.

     (h)  Arbitration of Disputes.  Any controversy or claim arising out of this
Agreement  or any  aspect  of the  Executive's  relationship  with  the  Company
including the cessation  thereof shall be resolved by  arbitration in accordance
with the then  existing  Employment  Dispute  Resolution  Rules of the  American
Arbitration  Association,  in New York,  New York,  and judgment  upon the award
rendered may be entered in any court having  jurisdiction  thereof.  The parties
shall split equally the costs of  arbitration,  except that each party shall pay
its own  attorneys'  fees.  The parties  agree that the award of the  arbitrator
shall be final and binding.

     (i) Rights of Other  Individuals.  This Agreement  confers rights solely on
the Executive and the Company.  This Agreement is not a benefit plan and confers
no rights on any individual or entity other than the undersigned.

     (j) Headings.  The parties  acknowledge that the headings in this Agreement
are for  convenience  of  reference  only and shall not  control  or affect  the
meaning or construction of this Agreement.

     (k) Advice of Counsel.  The  Executive and the Company  hereby  acknowledge
that each party has had adequate opportunity to review this Agreement, to obtain
the advice of counsel  with respect to this  Agreement,  and to reflect upon and
consider  the  terms and  conditions  of this  Agreement.  The  parties  further
acknowledge  that each party fully  understands  the terms of this Agreement and
has voluntarily executed this Agreement.


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         IN WITNESS WHEREOF, the undersigned have duly executed this Agreement
as of the day and year set forth below.

EXECUTIVE                             REGISTER.COM, INC.


/s/ Mitchell Quain                   By: /s/ Richard D. Forman
-----------------------------            --------------------------------------
Mitchell Quain                           Richard D. Forman

                                   Title: CEO, as authorized by the Board of
                                          Directors
                                         --------------------------------------


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