EXHIBIT 10.19

EMPLOYMENT AGREEMENT

                THIS AGREEMENT  is made and entered into this 14th day of March, 2005 effective for the term provided herein,
by and between Reliv’ International, Inc., a Delaware corporation (the “Company”) and David G. Kreher (hereinafter referred to as the “Executive”).

                WHEREAS, the Executive is presently, and for some time has been, employed as an Executive of the Company;

                WHEREAS, the Company desires to be assured of the continued association and services of Executive and Executive
desires to continue in the employment of the Company on the terms provided herein.

                NOW, THEREFORE, in consideration of the premises and of the terms, covenants and conditions hereinafter contained,
the parties hereto agree as follows:

                1.           
Employment, Duties and Authority.

	 


	 	                1.1          The
Company hereby employs Executive and Executive hereby accepts employment by the Company on the terms,
covenants and conditions herein contained.
		 
	 	                1.2          The Executive is hereby employed by the Company as Director of Special Projects. The Executive shall
have such duties, responsibilities and authority as the Chief Executive Officer and as the Board of Directors of the Company shall from time to time prescribe. The duties, responsibilities and authority of Executive contemplated at the commencement of this Agreement include the following:
		 


	 	                1.2.1        Management, direction and supervision of budgets
and the budgeting process of the Company and all of its subsidiaries and of the process of review
of results against budgets;
		 
	 	                1.2.2        Assistance with respect to the internal audit
function of the Company and Sarbanes-Oxley compliance;
		 
	 	                1.2.3        Assistance in the development of foreign market
expansion and associated financial and financial reporting matters; and,
		 
	 	                1.2.4        Consultation with the Chief Financial Officer
regarding all financial functions and with the Chief Executive Officer regarding strategic planning.


	











	
	 


	 	                1.3           During
the term of Executive’s employment hereunder, and subject to the other provisions hereof, Executive
shall devote approximately one-half (approximately 20 hours per week) of his energies, interest,
abilities and productive time to the performance of his duties and responsibilities hereunder and will perform such duties and responsibilities faithfully
and with reasonable care for the welfare of the Company. The Company shall maintain an office for
Executive at its principal offices and Executive may perform services at such office; provided, that
Executive shall be entitled to perform services hereunder at his home or other location as well.
		 
	 	                1.4           During the term of his employment hereunder, Executive
shall not perform any services for compensation for any Conflicting Organization (as defined in paragraph
8.1.1 hereof) without the express written consent of the Chief Executive Officer, Executive Committee
or Board of Directors of the Company. Nothing herein shall be deemed to restrict or prohibit Executive
from (i) performing services for, or providing advice or consultation to, a business enterprise which
is not a Conflicting Organization provided that such activity does not interfere with the performance
of services by Executive to the Company as provided herein or (ii) personal investment activities,
including ownership of interests in business enterprises of any kind.
		 
	 	2.             Compensation and Benefits.
		 
	 	                2.1       
Basic Salary.
		 


	 	              2.1.1     The
Company shall pay to Executive during the initial term of employment hereunder and each renewal term
a basic salary at an annual rate to be determined by the Board of Directors of the Company but not
less than the following amounts:
		 


	 	For the period from January 1, 2005 to June 30, 2005, the sum of $20,833 per month
		 
	 	For the period from June 30, 2005 to December 31, 2007, and for any renewal term, the sum of $10,417
per month
		 


	 	Such basic salary shall be paid by the Company to Executive on a monthly basis, less amounts which
the Company may be required to withhold from such payments by applicable federal, state or local
laws or regulations.
		 
	 	               2.1.2     If
the Executive shall be absent from work on account of personal injuries or sickness, he shall continue
to receive the payments provided for in paragraph 2.1.1 hereof; provided, however, that any such
payment may, at the Company’s option, be reduced by the amount which the Executive may receive,
for the period covered by any such payments, in disability payments (i) pursuant 


	

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	 	to any disability insurance which the Company, in its sole discretion, may maintain, or (ii) under
any governmental program for disability compensation.


	 
	
                2.2        
Benefits; Expense Reimbursement.

	 


	 	                2.2.1     The Executive shall be entitled to, and shall
receive, all other benefits of employment available to other employees of the Company generally,
including, without limitation, participation in any hospital, surgical, medical or other group health
plans or accident benefits, life insurance benefits, pension or savings plans, as shall be instituted
and maintained by the Company, in its sole discretion. Such benefits shall include, without limitation,
continuation of the current disability policy of Executive.
		 
	 	                2.2.2      During
the term hereof, the Company shall reimburse Executive for all reasonable and necessary expenses
incurred by Executive in the performance of his duties hereunder, including without limitation, travel,
meals, lodging, office supplies or equipment subject to such reasonable limitations, restrictions
and reporting standards as the Board of Directors of the Company may from time to time establish.
Executive shall provide to the Company promptly after incurring any such expenses a detailed report
thereof and such information relating thereto as the Company shall from time to time require. Such
information shall be sufficient to support the deductibility of all such expenses by the Company
for federal income tax purposes.
		 
	 	                2.3.3      The
Company shall provide to Executive the use of an automobile on terms as are presently in effect.
		 
	 	                2.3.4      The Company shall pay Executive’s country club dues through
June, 2005.


	 
	
                3.          
Term.

                The
employment of Executive hereunder shall be for a term commencing on March 14, 2005, but effective
from January 1, 2005, and expiring on December 31, 2007. Unless renewed by the Company as provided
herein, the employment of Executive and this Agreement shall terminate and expire on December 31,
2007. The parties may, by mutual consent, renew this Agreement for an additional term of three years
commencing on January 1, 2008 and expiring on December 31, 2010.



	

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                4.          
Termination.

	 


	 	                4.1          The
Company shall be entitled to terminate this Agreement prior to the expiration of its term or any
renewal term on the occurrence of either:
		 


	 	                4.1.1    an event of default with respect to Executive as provided herein, or
		 
	 	                4.1.2    the permanent mental or physical disability of Executive as provided herein occurring during the term
or any renewal term of Executive’s employment hereunder.
		 


	 	                4.2          For
purposes of this Agreement, an event of default with respect to Executive shall include:
		 


	 	                4.2.1    Any
failure by Executive to perform his duties, responsibilities or obligations hereunder in a faithful
and diligent manner or with reasonable care and (if such failure can be cured) the failure by Executive
to cure such failure within 10 days after written notice thereof shall have been given to Executive
by the Company; or
		 
	 	                4.2.2    Commission
by Executive of any material act of dishonesty as an employee of the Company, or any wrongful or
unauthorized appropriation, taking or misuse of funds, property or business opportunities of the
Company.
		 


	 	                4.3           Permanent
mental or physical disability of Executive shall be deemed to have occurred hereunder when so determined
by the insurance company issuing disability insurance to the Company.
		 
	 	                4.4           Executive
shall be entitled to terminate his employment with the Company under this Agreement prior to the
expiration of its term upon the occurrence of an event of default with respect to the Company.
		 
	 	                4.5           For
purposes of this Agreement an event of default with respect to the Company shall include:
		 


	 	                4.5.1    Any
failure by the Company to perform its obligations to Executive under this Agreement and (if such
failure can be cured) the failure by the Company to cure such failure within 10 days after written
notice thereof shall have been given to the Company by Executive;


	 
	
                                             
4.5.2    The Company shall:

	 


	 	                (a)         admit
in writing its inability to pay its debts generally as they become due,


	

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	 	                (b)           file
a petition for relief under any chapter of Title 11 of the United States Code or a petition to take
advantage of any insolvency under the laws of the United States of America or any state thereof,
		 
	 	                (c)           make
an assignment for the benefit of its creditors,
		 
	 	                (d)           consent
to the appointment of a receiver of itself or of the whole or any substantial part of its property,
		 
	 	                (e)           suffer
the entry of an order for relief under any chapter of Title 11 of the United Sates Code, or
		 
	 	                (f)            file
a petition or answer seeking reorganization under the Federal Bankruptcy Laws or any other applicable law or statute of the United States of America
or any state thereof.
		 


	 	                4.6         In
the event of termination of this Agreement and Executive’s employment hereunder by the Company
pursuant to paragraph 4.1 hereof, all rights and obligations of the Company and Executive hereunder
shall terminate on the date of such termination, subject to the following:
		 


	 	                4.6.1       Executive
shall be entitled to receive (subject to any rights of set off or counterclaim by the Company) all
salary and benefits which shall have accrued prior to the date of such termination and the obligation
of the Company for the payment of salary or benefits shall terminate as at the date of such termination;
		 
	 	                4.6.2       All
rights of the Company or Executive which shall have accrued hereunder prior to the date of such termination,
and all provisions of this Agreement provided herein to survive termination of employment of Executive
hereunder, shall survive such termination and the Company and Executive shall continue to be bound
by such provisions in accordance with the terms thereof;
		 


	 	                4.7          In
the event of termination of the Agreement by Executive in accordance with paragraph 4.4 hereof, all
rights and obligations of the Company and Executive hereunder shall terminate on the date of such
termination, subject to the following:
		 


	 	                4.7.1       Executive
shall be entitled to receive all salary and benefits which shall have accrued prior to the date of
such termination and the Company’s obligation for the payment of salary and benefits shall
terminate as of the date of such termination;


	

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	 	                4.7.2       All
rights of the Company or Executive which shall have accrued hereunder prior to the date of such termination
and the obligations of Executive pursuant to paragraphs 5, 6 and 7 provided herein to survive termination
of employment of Executive hereunder shall survive such termination and the Executive shall
continue to be bound by such provisions in accordance with their terms.
		 


	 	                4.8       This
Agreement and all rights and obligations of the parties hereunder shall terminate immediately upon
the death of Executive except that the Company shall pay to the heirs, legatees or personal representative
of Executive (i) all compensation or benefits hereunder accrued but not paid to the date of Executive’s
death and (ii) an amount equal to the total compensation which would have been payable to Executive
hereunder, but for his death, for a period of six months from the date of his death.


	 
	
                5.           
Confidential Information.

	 


	 	                5.1           “Confidential
Information” means information disclosed by the Company to Executive, or developed or obtained by Executive during his employment by the Company, either
before the date or during the term of this Agreement, or during the Consultation Period, provided
that such information is not generally known in the business and industry in which the Company is or may subsequently become engaged, relating to or concerning the business, projects, products, processes, formulas, know-how, techniques, designs or methods of the Company, whether relating to research, development, manufacture, purchasing, accounting, engineering, marketing, merchandising, selling or otherwise. Without limitation, Confidential Information shall include all know-how, technical information, inventions, ideas, concepts, processes and designs relating to products of the Company, whether now existing or hereafter developed, and all prices, customer or distributor names, customer or distributor lists, marketing and other relationships, whether contractual or not, between the Company, its suppliers, customers, distributors, employees, agents, consultants and independent contractors but shall exclude the names of customers or distributors known to Executive prior to the effective date h
ereof.
		 
	 	                5.2           Executive
agrees that, during the term hereof or while Executive shall receive compensation hereunder and after
termination of his employment with the Company for so long as the Confidential Information shall
not be generally known or generally disclosed (except by Executive or by means of wrongful use or
disclosure), Executive shall not use any Confidential Information, except on behalf of the Company,
or disclose any Confidential Information to any person, firm, partnership, company, corporation or
other entity, except as authorized by the President or the Board of Directors of the Company.


	

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                6.           
Inventions.

	 


	 	                6.1          “Inventions” shall
mean discoveries, concepts, ideas, designs, methods, formulas, know-how, techniques or any improvements
thereon, whether patentable or not, made, conceived or developed, in whole or in part, by Executive.
		 
	 	                6.2           Executive
covenants and agrees to communicate and fully disclose to the Board of Directors of the Company any
and all Inventions made or conceived by him during the term hereof or while receiving any compensation
or payment from the Company and further agrees that any and all such Inventions which he may conceive
or make, during the term hereof or while receiving any compensation or payments from the Company,
shall be at all times and for all purposes regarded as acquired and held by him in a fiduciary capacity
and solely for the benefit of the Company and shall be the sole and exclusive property of the Company.
The provisions of this subparagraph shall not apply to an invention for which no equipment, supplies,
facilities or trade secret information of the Company was used and which was developed entirely on
the Executive’s own time, unless (a) the invention relates (i) to the business of the Company,
or (ii) to the Company’s actual or demonstrably anticipated research or development, or (b)
the invention relates from any work performed by Executive for the Company. 
		 
	 	                6.3           Executive
also covenants and agrees that he will assist the Company in every proper way upon request to obtain
for its benefit patents for any and all inventions referred to in paragraph 6.2 hereof in any and all countries. All
such patents and patent applications are to be, and remain, the exclusive property of the Company
for the full term thereof and to that end, the Executive covenants and agrees that he will, whenever
so requested by the Company or its duly authorized agent, make, execute and deliver to the Company,
its successors, assigns or nominees, without charge to the Company, any all applications, applications
for divisions, renewals, reissues, specifications, oaths, assignments and all other instruments which
the Company shall deem necessary or appropriate in order to apply for and obtain patents of the United
States or foreign countries for any and all Inventions referred to in paragraph 6.2 hereof or in
order to assign and convey to the Company, its successors, assigns or nominees, the sole and exclusive
right, title and interest in and to such Inventions, applications or patents. Executive likewise
covenants and agrees that his obligations to execute any such instruments or papers shall continue
after the expiration or termination of this Agreement with respect to any and all such Inventions,
and such obligations shall be binding upon his heirs, executors, assigns, administrators or other
legal representatives.


	 
	
                7.            
Writings and Working Papers.

                Executive
covenants and agrees that any and all books, textbooks, letters, pamphlets, drafts, memoranda or
other writings of any kind written by him for or on behalf of the Company or in the performance of
Executive’s duties hereunder, Confidential Information referred to in paragraph 5.1 hereof and
all notes, records and drawings made or kept by him of work performed in connection with his employment
by the Company shall be and are the sole and exclusive 



	

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property of the Company and the Company shall be entitled to any and all copyrights thereon or other
rights relating thereto. Executive agrees to execute any and all documents or papers of any
nature which the Company or its successors, assigns or nominees deem necessary or appropriate to
acquire, enhance, protect, perfect, assign, sell or transfer its rights under this paragraph. Executive
also agrees that upon request he will place all such notes, records and drawings in the Company’s
possession and will not take with him without the written consent of a duly authorized officer of
the Company any notes, records, drawings, blueprints or other reproductions relating or pertaining
to or connected with his employment of the business, books, textbooks, pamphlets, documents work
or investigations of the Company. The obligations of this paragraph shall survive the term of employment
hereunder or the termination or expiration of the term or any renewal term hereof or the term or
termination of the Consultation Period.

                8.          
Covenant Not to Compete.

	 


	 	                8.1         
For purposes of this paragraph:
		 


	 	                8.1.1     “Conflicting
Organization” means any person, firm, company, partnership, business, corporation or other
entity engaged in, or intending to engage in, research, development, production, marketing or selling
a Conflicting Product and in the business of network marketing of any product or service.
		 
	 	                8.1.2      “Conflicting
Product” means any product, process, service or design which competes with, or is reasonably
interchangeable as a substitute for, any product, process, service or design developed, planned,
under development, produced marketed or sold by the Company or any Affiliate during the term of the
covenant in this paragraph 8 and which is marketed or sold, or intended to be marketed or sold, by
network marketing or multilevel sales methods.
		 
	 	                8.1.3     “Territory” means
the geographic area within which the Company or any Affiliate or any distributor or representative
of the Company or any Affiliate is actively engaged in the sale of, or efforts to sell, the products
of the Company or any Affiliate at any time during the term of this Agreement.
		 
	 	                8.1.4     “Affiliate” shall mean any corporation
of which the Company, or any Affiliate, shall own majority of the capital stock.
		 


	 	                8.2         Executive
acknowledges and agrees as follows:
		 


	 	                8.2.1     That
the Company and its Affiliates have developed, and are developing and establishing, a valuable and
extensive trade in its services and products, including without limitation, nutritional, food and
dietary products, and skin care products and that they have developed, and are developing, operations



	

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	 	and distributors to sell such products and services throughout the United States and in foreign countries.
		 
	 	                8.2.2     That
the Company and its Affiliates have developed, and are developing, at great expense, technical information
concerning their products and methods of marketing and sale which are kept and protected as Confidential
Information and trade secrets and are of great value to the Company and its Affiliates.
		 
	 	                8.2.3     That,
during the course of his employment with the Company or an Affiliate and during the term of this
Agreement, Executive has participated, and will participate, in such matters and has acquired and
will acquire, possession of Confidential Information, and that Executive has had significant responsibility
for the development activities of the Company and the development of unique products, methods and
techniques of the Company and its Affiliates.
		 
	 	                8.2.4     That,
for Executive to utilize Confidential Information of the Company and its Affiliates, or unique skills,
techniques or information developed by him while an employee of the Company or its Affiliates or
during the term of this Agreement for a Conflicting Organization within the area or time provided
herein would result in material and irreparable injury to the Company.
		 
	 	                8.2.5     That
the area and conduct covered by the restrictive covenant in this paragraph includes only a percentage
of the total number of organizations and individuals who are customers or distributors or potential customer or distributors for products, processes or services with respect
to which Executive has knowledge or expertise, that Executive would be able to utilize his knowledge,
experience and expertise for an employer while fully complying with the terms of this paragraph and
that the terms and conditions of this paragraph are reasonable and necessary for the protection of
the Company’s business and assets.
		 


	 	                8.3         Executive
agrees that, during the term of this Agreement, during the term of the Consultation Period, for so
long as Executive shall be receiving compensation hereunder, and for a period of 36 months from and
after the date of the exipration or termination of this Agreement (other than by Executive pursuant
to paragraph 4.4 hereof), he will not, anywhere within the Territory, directly or indirectly, whether
as an employee, agent, officer, consultant, partner, owner, shareholder or otherwise:
		 


	 	                8.3.1     solicit,
or enter into any arrangement or agreement with, or participate with, provide services to, or be
employed by any person, company, partnership, business or corporation which shall solicit, or enter
into any arrangement with, any person who is, or at any time during the term of this Agreement has
been, a distributor for the Company or any Affiliate, to become a 


	

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	 	distributor for a Conflicting Organization or for any organization engaged in the direct or multilevel
sale of any product or service; 
		 
	 	                8.3.2     solicit
for the sale of, or participate with, provide services to, or be employed by any person, company,
partnership, business or corporation which shall solicit for the sale of, any Conflicting Product
by a Conflicting Organization to any person who has been, during the term hereof, a customer of the
Company or any Affiliate; and
		 
	 	                8.3.3     engage
or participate in, be employed by, or provide services or assistance to, any Conflicting Organization.


	 
	
                9.          
Specific Enforcement.

                Executive
is obligated under this Agreement to render service of a special, unique, unusual, extraordinary
and intellectual character, thereby giving this Agreement peculiar value so that the loss of such
service or violation by Executive of this Agreement could not reasonably or adequately be compensated
in damages in an action at law. Therefore, in addition to other remedies provided by law, the Company
shall have the right during the term or any renewal term of this Agreement (or thereafter with respect
to obligations continuing after the expiration or termination of this Agreement) to compel specific
performance hereof by Executive or to obtain injunctive relief against violations hereof by Executive.
In the event of litigation among the parties hereunder, the prevailing party shall be entitled to
recover reasonable attorneys fees incurred in the action.

                10.        
Assignment.

                The
rights and duties of a party hereunder shall not be assignable by that party, except that the Company
may assign this Agreement and all rights and obligations hereunder to, and may require the assumption
thereof by, any corporation or any other business entity which succeeds to all or substantially all
the business of the Company through merger, consolidation or corporate reorganization or by acquisition
of all or substantially all of the assets of the Company.

                11.        
Binding Effect.

                This
Agreement shall be binding upon the parties hereto and their respective successors in interest, heirs
and personal representatives and, to the extent permitted herein, the assigns of the Company.

                12.        
Severability.

                If
any provision of this Agreement or any part hereof or application hereof to any person or circumstance
shall be finally determined by a court of competent jurisdiction to be invalid or 



	

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	unenforceable to any extent, the remainder of this Agreement, or the remainder of such provision or the application of such provision to persons or circumstances other than those as to which it has been held invalid or unenforceable, shall not be affected thereby and each provision of this Agreement shall remain in full force and effect to the fullest extent permitted by law. The parties also agree that, if any portion of this Agreement, or any part hereof or application hereof, to any person or circumstance shall be finally determined by a court of competent jurisdiction to be invalid or unenforceable to any extent, any court may so modify the objectionable provision so as to make it valid, reasonable and enforceable.

                      13.          Notices.

                    All notices, or other communications required or permitted to be given hereunder shall be in writing and shall be delivered personally or mailed, certified mail, return receipt requested, postage prepaid, to the parties as follows:





	                If to the Company:	 	Robert L. Montgomery
	 	 	Chief Executive Officer
	 	 	Reliv International, Inc.
	 	 	P.O. Box 405
	 	 	Chesterfield, MO 63006
	 	 	 
	                If to Executive:	 	David G. Kreher
	 	 	1216 Saddle Crest Road
	 	 	Wildwood, Missouri 63038





	

Any notice mailed in accordance with the terms hereof shall be deemed received on the third day following
the date of mailing. Either party may change the address to which notices to such party may be given
hereunder by serving a proper notice of such change of address to the other party.

                14.         
Entire Agreement.

                This
Agreement constitutes the entire agreement between the parties hereto with respect to the subject
matter hereof and supersedes all prior written or oral negotiations, representations, agreements,
commitments, contracts or understandings with respect thereto and no modification, alteration or
amendment to this Agreement may be made unless the same shall be in writing and signed by both of
the parties hereto.

                Concurrently
with this Agreement, the parties have entered into a Stock Redemption Agreement. The parties acknowledge
and agree that such Stock Redemption Agreement is made and entered into independently of this Agreement
and that the rights and obligations of this 



	

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Agreement, on the one hand, and of such stock Redemption Agreement, on the other, shall not be
dependent or conditioned on the performance of the other.

                15.         
Waivers.

                No
failure by either party to exercise any of such party’s rights hereunder or to insist upon strict
compliance with respect to any obligation hereunder, and no custom or practice of the parties at
variance with the terms hereof, shall constitute a waiver by either party to demand exact compliance
with the terms hereof. Waiver by either party of any particular default by the other party shall
not affect or impair such party’s rights in respect to any subsequent default of the same or
a different nature, nor shall any delay or omission of either party to exercise any rihts arising
from any default by the other party affect or impair such party’s rights as to such default
or any subsequent default.

                16.         
Governing Law; Jurisdiction.

	 


	 	                16.1         For
purposes of construction, interpretation and enforcement, this Agreement shall be deemed to have
been entered into under the laws of the State of Missouri and its validity, effect, performance,
interpretation, construction and enforcement shall be governed by and subject to the laws of the
State of Missouri.
		 
	 	                16.2         Any
and all suits for any and every breach of this Agreement may be instituted and maintained in any
court of competent jurisdiction in the State of Missouri and the parties hereto consent to the jurisdiction
and venue in such court and the service of process by certified mail to the addresses for the parties
provided for notices herein.


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





	 	 	 
	 	RELIV INTERNATIONAL, INC.	 
	 	 	 
	 	By:/s/ Robert L. Montgomery

	 
	 	 	
	 
	 	 	Authorized Officer	 
	Attest:	 	 
	 	 	 
	/s/ Stephen M. Merrick

        	 	 
	
	 	 	 
	Secretary	 	 



	

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	 	 EXECUTIVE:	 
	 	 	 
	 	/s/ David G. Kreher
    	 
	 	
	 
	 	David G. Kreher	 



	

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