Exhibit 10.62

                          THE MIIX GROUP, INCORPORATED
                 AND NEW JERSEY STATE MEDICAL UNDERWRITERS, INC.
                        EMPLOYEE RETENTION INCENTIVE PLAN

1.   PURPOSE

     The MIIX Group, Incorporated's (the "Company") financial performance was
     adversely affected during FY 2001 due to unprecedented and unexpected
     losses. While individual performance of many of the staff and executives
     during the year was very good, and would normally merit an annual cash
     bonus, the Company has chosen not to pay such bonuses. Additionally, there
     is no assurance that the annual cash bonus will be paid over the next
     several years as the Company seeks to restructure its operations.

     In light of the current conditions, it is the desire of the Board to
     recognize and retain key employees and to cause them to remain committed to
     the Company. The purpose of this Employee Retention Incentive Plan ("the
     Plan") is to encourage eligible employees of the Company and New Jersey
     State Medical Underwriters, Inc. ("NJSMU") to continue their employment
     with the Company during the restructuring period. This will be accomplished
     through the establishment of a written policy governing the circumstances
     under which incentive payment ("Retention Incentive Payment") will be made
     available to such employees.

     The Retention Incentive Payment offered pursuant to the terms of this Plan
     is not intended to be in lieu of any other annual performance incentive
     plans or arrangements maintained by the Company or NJSMU as part of its
     general compensation programs or described in any employment contract or
     similar instrument entered into between the Company or NJSMU and an
     employee.

2.   ADMINISTRATION

     (a)  The Plan shall be administered by the Compensation Committee of the
          Board of Directors of the Company (the "Committee"). For purposes
          hereof, the Committee is authorized to designate those eligible
          employees who shall participate in the Plan and to establish the
          amount of Retention Incentive Payment to be granted to each such
          participant.

     (b)  Subject to the express provisions of this Plan, the Committee shall
          have sole authority to interpret the Plan (including any provisions
          determined to be ambiguous) and to make all other determinations
          deemed necessary or advisable for the administration of the Plan. All
          determinations and interpretations of the Committee shall be final,
          binding and conclusive as to all persons.


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3.   ELIGIBILITY AND PARTICIPATION

     (a)  The Compensation Committee shall review the recommendations of the CEO
          and in the Committee's sole discretion select the covered employees
          from the employees of the Company (including officers) who are
          employed on a full-time basis and actively at work as of the Effective
          Date (as defined below) of the Plan. Employees who commence employment
          with the Company subsequent to the Effective Date may be offered
          participation in the Plan, at the sole discretion of the Committee.

     (b)  Each eligible employee who is designated by the Committee as a
          participant in the Plan (a "Covered Employee") shall receive written
          notification of eligibility to participate in the Plan as soon as
          practicable after such designation. Such notification shall include
          the amount of the Retention Incentive Payment and the terms under
          which such incentive will be vested and paid.

     (c)  Senior executives ("Executives") as designated by the Committee are
          eligible to participate in this plan; however, certain of these
          Executives shall have Retention Incentive Payments which they would be
          eligible to receive applied as described in Section 5(e) below.

4.   AMOUNT OF RETENTION INCENTIVE PAYMENT

     (a)  The Plan shall be administered during the 18-month period beginning
          March 5, 2002 and ending September 5, 2003 (the "Retention Cycle").

     (b)  For the Retention Cycle, the Committee shall determine the amount of
          the Retention Incentive Payment to be offered to each Covered Employee
          as a percentage of current base salary. The Retention Incentive
          Payment for the Retention Cycle shall be equal to that percentage of a
          Covered Employee's base salary (excluding shift premiums, overtime,
          incentives, bonuses, or any allowances) at the beginning of the
          Retention Cycle. In determining such percentage, the Committee shall
          be guided by competitive marketplace practices, but may in its
          discretion specify a greater or lesser percentage for any Covered
          Employee. The Covered Employee will be entitled to receive the
          Retention Incentive Payment provided that such Covered Employee is
          vested in the Retention Incentive Payment as of the Payment Date (as
          defined below) of the Retention Cycle.

5.   VESTING & PAYMENT OF RETENTION INCENTIVES

     (a)  A Covered Employee (who is not an Executive with a stock loan
          outstanding) shall vest in his or her Retention Incentive Payment if
          the Covered Employee continues to be a full-time active employee of
          the


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          Company during the entire period beginning on March 5, 2002 and ending
          on each of September 5, 2002, March 5, 2003 and September 5, 2003
          (each a "Vesting Date"). Payments of 1/4 of the retention incentive
          are earned as of September 5, 2002, and March 5, 2003 and a payment
          of1/2of the retention incentive as of September 5, 2003, and paid as
          soon as practicable thereafter. Retention Incentive Payments earned by
          Executives with current stock loans outstanding shall vest on March 5,
          2002 and September 5, 2003, provided they have been continuously
          employed on a full time basis since March 5, 2002. Equal payments
          of1/2of the retention incentive are earned as of March 5, 2002 and
          September 5, 2003, and paid as soon as practicable thereafter. A
          Covered Employee becomes entitled to a Retention Incentive Payment if,
          and only if, the Covered Employee vests in a Retention Incentive
          Payment.

     (b)  In the event (i) of a Change in Control (as defined below); (ii) of an
          infusion of equity into the Company in an amount exceeding $20
          million; (iii) the entry of an order by a court of rehabilitation or
          liquidation of any of the Company's New Jersey insurance subsidiaries;
          (iv) commencement of an involuntary proceeding of bankruptcy or a
          resolution of the Company to make a voluntary bankruptcy filing; and
          the Covered Employee is terminated by the Company without Cause (as
          defined in Section 6), all unvested payments become fully vested and
          payable as of the effective date of the event.

     (c)  Subject to Section 6 below, and unless otherwise agreed to between the
          Company and a Covered Employee, Retention Incentive Payments shall be
          paid to each Covered Employee as a supplemental payment accompanying
          the Covered Employee's pay for the payroll period in which the
          applicable Vesting Date falls, in accordance with the normal payroll
          practices of the Company.

     (d)  "Change in Control" shall mean the occurrence of any of the following
          events:

          1.   the acquisition in one or more transactions by any "Person" (as
               such term is used for purposes of Section 13(d) or Section 14(d)
               of the Securities Exchange Act of 1934, as amended (the "34
               Act")) but excluding, for this purpose, the Company or its
               affiliates or any employee benefit plan of the Company or its
               affiliates, of "Beneficial Ownership" (within the meaning of Rule
               13d-3 the 34 Act) of thirty-five percent (35%) or more of the
               combined voting power of the Company's then outstanding voting
               securities.

          2.   the individuals who, as of the date hereof, constitute the Board
               of Directors of the Company (the "Incumbent Board") cease for any
               reason to constitute at least a majority of the Board; provided,
               however, that if the election, or nomination for election by the


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               Company's shareholders, of any new director was approved by a
               vote of at least a majority of the Incumbent Board, such new
               director shall be considered as a member of the Incumbent Board,
               and provided further that any reductions in the size of the Board
               that are instituted voluntarily by the Incumbent Board shall not
               constitute a Change in Control, and after any such reduction the
               "Incumbent Board" shall mean the Board as so reduced;

          3.   a merger or consolidation involving the Company if the
               shareholders of the Company, immediately before such merger or
               consolidation, do not own, directly or indirectly, immediately
               following such merger or consolidation, more than sixty-five
               percent (65%) of the combined voting power of the outstanding
               voting securities of the corporation resulting from such merger
               or consolidation or a complete liquidation or dissolution of the
               Company or a sale or other disposition of all or substantially
               all of the assets of the Company; or

          4.   the acceptance by the shareholders of the Company of shares in a
               share exchange if the shareholders of the Company, immediately
               before such share exchange, do not own, directly or indirectly,
               immediately following such share exchange, more than sixty-five
               percent (65%) of the combined voting power of the outstanding
               voting securities of the corporation resulting from such share
               exchange.

     (e)  For purposes of Executives with outstanding stock loan balances, all
          Retention Incentive Payments made pursuant to this Plan shall be
          applied first against the Executive's outstanding loan balance with
          the remainder payable to the Executive. The specific provisions
          governing this section are contained in the Stock Loan Repayment
          Agreement dated as of March 5, 2002.

6.   TERMINATION OF EMPLOYMENT

     (a)  In the event a Covered Employee is terminated by the Company without
          Cause (as defined below) and not as the result of a Change in Control
          during the Retention Cycle, the Covered Employee shall be entitled to
          receive a Retention Incentive Payment for the Retention Cycle.

     (b)  In the event a Covered Employee voluntarily terminates employment with
          the Company during a Retention Cycle or gives notice of such voluntary
          termination, or employment is terminated by the Company for Cause,
          such Covered Employee shall not vest in and shall forfeit such
          employee's rights to the unvested and unpaid Retention Incentive
          Payment.


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     (c)  The Company shall have "Cause" to terminate a Covered Employee's
          (other than an employee who has an employment agreement with the
          Company) employment as a result of any of the following: (i) the
          willful engaging by the Employee in conduct which is materially
          injurious to or contrary to the best interests of the Company,
          monetarily or otherwise; (ii) the willful failure by the Employee to
          perform such duties as may be delegated or assigned to the Employee by
          the Chief Executive Officer or such other superior officer of the
          Company; (iii) the willful failure by the Employee to follow the
          directives or instructions of the Chief Executive Officer or such
          other superior officer of the Company; or (iv) the repeated and
          consistent failure of the Employee to be present at work and devote
          his full time best efforts to the performance of his duties; (v) gross
          negligence in the performance of his duties on behalf of the Company;
          (vi) the Employee's conviction of, or plea of no contest to, a felony
          or any crime involving moral turpitude. In the case of a Covered
          Employee who has an employment agreement with the Company, the Company
          shall have "Cause" to terminate such employee as specified in the
          employment agreement.

7.   PLAN FUNDING

     (a)  Except insofar as the Committee may determine otherwise, each Covered
          Employee shall have no right, title, or interest whatsoever in or to
          any investments which the Company may make to aid it in meeting its
          obligations hereunder. Nothing contained in the Plan, and no action
          taken pursuant to its provisions, shall create or be construed to
          create a trust of any kind, or a fiduciary relationship between the
          Company and the Covered Employee or any other person. To the extent
          that any person acquires a right to receive payments from the Company
          under this Plan, such right shall be no greater than the right of an
          unsecured general creditor of the Company. All payments to be made in
          cash hereunder shall be paid from the general funds of the Company and
          no special or separate fund shall be established and no segregation of
          assets shall be made to assure payments of such amounts.

     (b)  The Committee may, in its sole discretion, arrange for the
          establishment of a trust to hold assets to be used to satisfy the
          Company's obligations arising under the Plan, which trust shall
          specify that its corpus may not be applied for any other purpose,
          including the satisfaction of the claims of the Company's creditors.
          If a trust is established and funded for this purpose, assets
          remaining in the trust subsequent to the payment of all benefits due
          to Covered Employees pursuant to the Plan shall be returned to the
          Company.

8.   GENERAL PROVISIONS


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     (a)  With respect to words used in this Plan, the singular form shall
          include the plural form, the masculine gender shall include the
          feminine gender, and vice-versa, as the context shall require.

     (b)  Payments under this Plan shall not constitute salary for the purpose
          of any benefit plan unless otherwise provided for in such plan of the
          Company and shall be paid by the Company from the general assets of
          the Company; provided that no director, officer or employee of the
          Company shall be personally liable in the event the Company is unable
          to make any payments under this Plan due to a lack of, or inability to
          access, funding or financing, legal prohibition (including statutory,
          regulatory or judicial limitations) or failure to obtain any required
          consent.

     (c)  Payments under this Plan are subject to federal, state and local
          income tax withholding and all other applicable federal, state and
          local taxes. The Company shall withhold, or cause to be withheld, from
          any payments made hereunder all applicable federal, state and local
          withholding taxes and may require the employee to file any certificate
          or other form in connection therewith.

     (d)  Nothing contained herein shall give any employee the right to be
          retained in the employment of the Company or any successor, or affect
          the Company's right to dismiss any employee at will.

     (e)  This Plan is not a term or condition of any individual's employment
          and no employee shall have any legal right to payments hereunder
          except to the extent all conditions relating to the receipt of such
          payments have been satisfied in accordance with the terms of this Plan
          as set forth herein.

     (f)  Nothing contained herein shall give an employee any right to any
          employee benefit upon termination of employment with the Company,
          except as required by law or provided by the terms of another employee
          benefit plan document relating to the treatment of former employees
          generally.

     (g)  No person having a benefit under this Plan may assign, transfer or in
          any other way alienate the benefit, nor shall any benefit under this
          Plan be subject to garnishment, attachment, execution or levy of any
          kind.

9.   APPLICABLE LAW

     This Plan and all actions taken under it shall be governed as to validity,
     construction, interpretation and administration by the laws of the State of
     New Jersey (without reference to principles of conflict of law) and
     applicable federal law.


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10.  AMENDMENT OR TERMINATION

     The Board of Directors of the Company may amend, suspend or terminate the
     Plan or any portion thereof at any time; provided, however, that unless the
     written consent of a Covered Employee is obtained, no such amendment or
     termination shall adversely affect the rights of such Covered Employee.

11.  EFFECTIVE DATE

     The MIIX, Incorporated and New Jersey State Medical Underwriters, Inc.
     Employee Retention Incentive Plan became effective on March 5, 2002.

                                     The MIIX Group, Incorporated

                                     By: _______________________

                                     Print Name:_________________

                                     Title:  ______________________

                                     New Jersey State Medical Underwriters, Inc.

                                     By: ________________________

                                     Print Name:  _________________

                                     Title:  ______________________