<PAGE>

                                                               Exhibit (10)(iii)

                              EMPLOYMENT AGREEMENT

         THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into by
and between LIFE  INVESTMENT  FUNDING  ENTERPRISES,  INC., a Nevada  corporation
having its principal place of business at Sarasota, Florida (the "Company"), and
J. PATRICK BRYAN, a resident of Sarasota,  Florida (the "Executive"),  as of the
_____ day of ______________, 2002.

                                 R E C I T A L S

         The  Company  has been  organized  under  Nevada law for the purpose of
raising initial capital and to conduct a business involving the purchase of life
insurance  policies of various types from the owners and insureds thereof with a
view to realizing profit and economic gain, such business  activities  sometimes
being  referred  to as  "viatical  settlements"  or  "senior  settlements".  The
Company, upon acquisition of such life insurance policies,  will continue to pay
the premiums  due thereon in order to maintain the in-force  status of such life
insurance  policies.  In  connection  with such business  activity,  the Company
intends to engage in numerous asset purchase  transactions with approximately 60
limited liability  companies,  also formed under Nevada law. The purpose of such
asset  acquisition  transactions  will be to acquire the life  insurance  policy
portfolios of such limited liability companies. The purchase consideration to be
given in such  asset  acquisition  transactions  is  expected  to be the Class B
Convertible  Preferred Stock of the Company in anticipated  aggregate  amount of
2.8 million shares.

         The  Company  desires  to  employ  the  Executive  in the  position  of
Chairman,  President  and Chief  Executive  Officer of the Company and Executive
desires to accept such  employment  in such  capacity.  The  Executive  will, if
elected,  serve as a member of the Board of Directors of the Company, and in the
fulfillment and carrying out of his executive  responsibilities  will have those
general  executive  powers normally  vested in the Chief Executive  Officer of a
corporation for profit.

                                A G R E E M E N T
         NOW, THEREFORE, in consideration of the mutual covenants and agreements
set forth herein, the Company and the Executive hereby agree as follows:



<PAGE>


                                  I. EMPLOYMENT
         1.1 TERM.  The Company  hereby  agrees to employ the  Executive and the
Executive  hereby accepts  employment with the Company for an initial term which
shall  conclude on December 31, 2006 (the "Initial  Term").  The Initial Term of
this  Agreement  between the Company and the Executive  shall commence as of the
time agreed upon by the parties hereto and that the Executive first commences to
render  executive  services to the  Company.  Upon the mutual  agreement  of the
Company  and the  Executive,  this  Agreement  may be extended  for  additional,
subsequent  terms upon the  expiration  of the Initial  Term.  Any renewal term,
however, shall be for a period of not less than two years.

         1.2 DUTIES.  The Executive hereby accepts  employment by the Company as
its Chairman, President and Chief Executive Officer and as such shall supervise,
direct and manage  the  business  of the  Company as  described  earlier in this
Agreement,  and in so doing shall have the general executive powers  customarily
held by chief executive  officers and such additional  powers, or limitations on
such powers, as may be established by the Board of Directors of the Company from
time to time. The Executive shall devote substantially all of his business time,
ability, and attention to the business of the Company during the Initial Term of
this Agreement and any renewal term.

         1.3 CHANGE OF DUTIES.  Except as otherwise  provided in this Agreement,
the duties of the  Executive may be changed from time to time only by the mutual
consent of the Board of Directors of the Company and the  Executive set forth in
writing. Any such change notwithstanding,  the employment of the Executive shall
be construed as  continuing  under this  Agreement as modified.  If, at any time
during the term of this Agreement, the Executive should be unable to perform his
duties hereunder by reason of personal injury or illness, the Board of Directors
of the Company may assign the Executive to other duties and the  compensation to
be  paid to the  Executive  thereafter  shall  be  determined  by the  Board  of
Directors  of the  Company  in its  sole  discretion.  If,  in such  event,  the
Executive is unwilling to accept the modification of his duties and compensation
effected by the Company,  or if the Executive's  inability to perform his duties
is of such  magnitude  as to make a  modification  of his duties  hereunder  not
feasible on a reasonable  basis,  this Agreement  shall  terminate in accordance
with Section 5.2 hereof.

                                       2
<PAGE>


         1.4 FIDUCIARY  DUTIES.  While  employed by the Company,  Executive must
exercise the  fiduciary  duties of care and loyalty to the Company of that of an
ordinary prudent person in a like position.

                                II. COMPENSATION

         2.1 BASIC  COMPENSATION.  For his full time  service to the  Company as
Chairman,  President and Chief  Executive  Officer,  the Executive shall receive
compensation  at  the  annual  rate  of  One  Hundred  Eighty  Thousand  Dollars
($180,000.00)  payable in such monthly or more frequent  installments  as may be
mutually  agreed by the  Executive  and the Company.  Immediately  following the
conclusion of each twelve month period of the Initial Term,  the Company  agrees
to undertake  in a good faith,  responsible  manner a review of the  Executive's
performance  with  respect  to his  service  as  Chairman,  President  and Chief
Executive  Officer  of  the  Company  and  to  promptly  determine  and  pay  an
appropriate  bonus to the Executive for such services,  the amount of such bonus
to be  determined  by the Board of Directors  of the  Company,  exclusive of the
Executive.  During  each year of the Initial  Term and any renewal  term of this
Agreement,  the Board of  Directors  of the  Company  shall  review  such annual
compensation  being paid to the  Executive in order to  determine  and award any
appropriate  increase  in  such  annual  compensation,  as  well  as  any  bonus
compensation to which the Executive may be entitled.

         2.2 COMPENSATION AS A DIRECTOR. The Executive, if so elected, agrees to
serve as a member of the Board of Directors of the Company.  Any compensation or
reimbursement  received by the  Executive  from the Company for his service as a
director shall be separate and apart from, and in addition to, the  compensation
to be paid to the Executive pursuant to this Agreement.

         2.3  CERTAIN  BENEFITS.  In  addition  to the  compensation  and  bonus
provided for in this Article II, the Executive  shall be entitled to receive the
benefits set forth and described in Article III of this Agreement.

         2.4  REIMBURSEMENT  OF EXPENSES.  The Company,  in accordance  with the
rules and regulations  which it may establish from time to time, shall reimburse
the Executive for reasonable  business  expenses  incurred in the performance of
his  duties on behalf of the  Company  including,  without  limitation,  travel,
automobile and entertainment  expenses. The Executive shall also have the use of
any  automobile  acquired  or  leased  by the  Company  for  utilization  by the
Executive without cost to the Executive.


                                       3
<PAGE>

         2.5 MODIFICATION OF COMPENSATION.  Upon the mutual written agreement of
the  Company  and the  Executive,  which may occur one or more times  during the
Initial  Term of this  Agreement  or any renewal  term,  the  Executive  and the
Company  may agree  that all or a portion  of the  compensation  payable  by the
Company to the Executive  pursuant to the provisions of this Article II or other
provisions of this Agreement shall be suspended until such time as the financial
circumstances  of the  Company  more  appropriately  permit the  payment of such
compensation.  With  respect  to any  compensation,  the  payment  of  which  is
suspended,  such compensation  payment suspended shall accrue for the benefit of
the Executive and shall be promptly  paid in one or more  installments  upon the
Company's  attainment  of the financial  capability  to effect such payment.  If
requested by the Executive, the Company shall cause to be prepared and delivered
to the Executive one or more promissory notes evidencing such accrued but unpaid
compensation  hereunder  and the  principal  of such  note or notes  shall  bear
interest at an annual  rate equal to the  corporate  prime rate as charged  from
time to time by Northern Trust Bank of Florida, N.A., Sarasota, Florida.

                                  III. BENEFITS

         3.1  GENERALLY.  The Executive  shall be entitled to participate in any
qualified pension plan,  qualified  profit-sharing  plan,  medical and/or dental
insurance or  reimbursement  plan,  group term life insurance plan and any other
employee benefit plan which may be established by the Company, subject to and in
accordance  with the terms and conditions of any such plan as established by the
Company and/or any entity rendering services in connection therewith.

         3.2  VACATION.  The  Executive,  if he is in the  active  employ of the
Company, shall be entitled to such periods of vacation with pay during each year
of the Initial Term or any renewal term of this Agreement as shall be determined
by the Board of Directors of the Company.  The Board of Directors of the Company
will endeavor to permit the Executive to utilize such vacation  periods at times
selected by the  Executive  but  reserves the  ultimate  right to determine  and
approve the  utilization  of such vacation time in order to insure the efficient
and orderly  operation  of its  business.  Neither the  Executive  nor any other
employee of the Company  shall be  entitled to receive  vacation  pay in lieu of
vacation, and any vacation time not utilized during the year to which it applies
shall be deemed waived.

                                       4
<PAGE>


         3.3 SICK LEAVE AND  HOLIDAYS.  The  Executive  shall be entitled to the
benefit of all sick leave and  holidays,  with full pay, as  established  by the
Board of Directors to apply to the Company and all its employees.

                               IV. NON-COMPETITION

         4.1  NON-COMPETITION;  RESTRICTIVE  COVENANT.  During  the term of this
Agreement,  the Executive  shall not,  directly or  indirectly,  as an employee,
employer, consultant, agent, principal, partner, shareholder, officer, director,
or in any other individual or representative capacity,  engage or participate in
any  business  which is in  competition  in any manner with the  business of the
Company. On termination of employment by the act of the Executive, the Executive
shall not directly or  indirectly  engage in  competition  with the Company with
respect to business activities and business then being conducted by the Company,
its subsidiaries or affiliates and successors.  The Executive shall be precluded
from such competitive  activity  throughout the United States. In the event of a
breach or threatened breach by the Executive of his obligations pursuant to this
restrictive covenant,  the Executive acknowledges that the Company will not have
an adequate  remedy at law and shall be entitled  to such  injunctive  and other
equitable  relief  as may be  available  to  restrain  the  Executive  from  the
violation  of the  provisions  hereof.  Nothing  herein  shall be  construed  as
prohibiting the Company from pursuing any other remedies  available at law or in
equity for such breach or threatened  breach. The provisions of this Section 4.1
shall be of no force and effect if the employment of the Executive is terminated
by action of the  Company  during the Initial  Term hereof or any renewal  term,
whether such action be for cause or otherwise. For purposes of this Section 4.1,
"Company" shall mean LIFE INVESTMENT FUNDING ENTERPRISES, INC. and any successor
entity thereto resulting from any merger,  business combination or consolidation
of the Company with and/or into another  entity.  The provisions of this Section
4.1 shall also not be  applicable  in the event  that  there  occurs a change of
control with respect to the Company  during the Initial Term or any renewal term
hereof.

         4,2      ACKNOWLEDGMENTS.  Executive hereby acknowledges that the:


         (a)      Company's services are highly specialized;


                                       5
<PAGE>

          (b)  identity and  particular  needs of the  Company's  customers  and
               investors are not generally known;

          (c)  Company has a proprietary  interest in its  customers,  investors
               list and marketing methods and procedures; and

          (d)  documents  and  other  information  pertaining  to the  Company's
               sales,  marketing and pricing methods and/or techniques,  as well
               as  information   pertaining  to  the  Company's   customers  and
               investors, including, without limitation, identity, location, and
               service   requirements   are  highly   confidential   proprietary
               information  and  constitute  trade secretes in which the Company
               has a sole ownership interest.

         4.3 TRADE  SECRETS.  During the term of this  Agreement,  Executive may
have  access  to,  and  become  familiar  with,  various  trade  secrets  and/or
proprietary information belonging to the Company, including, without limitation,
the  documents  and  information  referred  to in Section  4.2 above.  Executive
acknowledges  that such trade secrets and  proprietary  information are owned by
and shall continue to be owned solely by the Company.  During this Agreement and
for thirty-six (36) months after the  termination of this Agreement,  regardless
of the reasons for termination of this Agreement,  Executive  agrees not to use,
communicate,  reveal  or  otherwise  divulge  said  information  to any  person,
partnership,  corporation  or  other  legal  entity  unless  such  Executive  is
compelled to do so by a court of competent jurisdiction.

         4.4  SEPARABILITY.  The  Company  and  the  Executive  agree  that  the
covenants  and  conditions  set forth in Paragraph  4.1 hereof are severable and
separate,  and that the  unenforceability  of any specific covenant or condition
shall not affect the  validity  of any other  covenant  or  condition  set forth
herein.  Such  covenants and  conditions of employment  shall be construed as an
agreement  independent  of any  other  provisions  of  this  Agreement,  and the
existence of any claim or cause of action of the Executive  against the Company,
whether  predicated  upon this  Agreement and its covenants and  conditions,  or
otherwise,  shall not constitute a defense to the  enforcement by the Company of
the covenants and conditions set forth in Paragraph 4.1 hereof.


                                       6
<PAGE>

                                 V. TERMINATION

         5.1 BY THE COMPANY FOR CAUSE. In the event that the Executive willfully
breaches  or  habitually  neglects  the duties  which he is  required to perform
pursuant to the terms of this Agreement, breaches the covenants of Paragraph 4.1
hereof, or engages in a course of conduct which, in the sole reasonable judgment
of the Board of Directors of the Company, is damaging to the business reputation
of the  Company  or  causes  or will  tend to cause  the  Company  to be held in
disrepute,  the Board of Directors of the Company may, at its option,  terminate
this Agreement  immediately by giving written notice of such  termination to the
Executive,  without  prejudice to any other remedy or right to which the Company
may be entitled at law,  in equity or pursuant to this  Agreement  ("Termination
for Cause").  In addition to Termination for Cause as heretofore  provided,  the
Executive's  employment  hereunder  may be terminated by the Company upon ninety
(90) days  written  notice  given by the  Company  to the  Executive;  provided,
however,  that in no event shall the  employment of the  Executive  hereunder be
terminated  within the Initial  Term hereof.  In the event that the  Executive's
employment  hereunder is  terminated  other than for cause or for  disability or
death as contemplated by Section 5.2 hereof during any renewal term hereof,  the
Company shall be obligated to pay to the Executive for the remainder of the then
renewal  term of this  Agreement  the  amount  of  compensation  payable  to the
Executive  under  Section 2.1 hereof as in effect as of the time of such notice,
as well as any bonus compensation which has accrued hereunder.  Additionally, in
the event of such termination  other than for cause and upon such 90 day notice,
the  Executive  shall be  entitled  during the  remaining  renewal  term of this
Agreement to receive such other benefits as have been provided by the Company to
the  Executive  under  Article  III of this  Agreement  to the extent  that such
benefits are applicable.

         5.2  DISABILITY.  In the event that the Executive  becomes  permanently
disabled by reason of illness,  injury or physical or mental incapacitation,  or
for any other reason,  such that it reasonably appears that he will be unable to
complete his duties under this  Agreement or any feasible  modification  hereof,
the Company shall have the option to terminate  this  Agreement  immediately  by
giving written notice of such termination to the Executive. This Agreement shall
automatically terminate in the event of the death of the Executive.

         5.3 EFFECT ON  COMPENSATION.  In the event of the  termination  of this
Agreement pursuant to Paragraph 5.1 or Paragraph 5.2 hereof (except  Termination
for Cause),  the Executive shall be entitled to receive that compensation  which
would be payable to him with  respect to the Initial  Term or any  renewal  term


                                       7
<PAGE>

during  which  such  termination  occurs  (the  "Entitled  Compensation").  Such
Entitled  Compensation shall be paid by the Company to the Executive in lump sum
or in such  installments  as the Executive and the Company may agree in writing.
At the  request of the  Executive,  the Company  shall cause to be prepared  and
delivered  to  the  Executive  its  promissory  note  evidencing  such  Entitled
Compensation  and the  principal  amount of such note shall bear interest at the
then corporate  prime rate as charged by Northern  Trust Bank of Florida,  N.A.,
Sarasota,  Florida. In the event that the Executive dies prior to the expiration
of the Initial  Term or any renewal  term of this  Agreement,  any  compensation
which may be due to him from the Company  pursuant to this Agreement,  as of the
date of such death, shall be paid by the Company to the personal  representative
of the  Executive's  estate or to any person or persons as may be  designated by
applicable law.
                          VI. MISCELLANEOUS PROVISIONS

     6.1 ENTIRE AGREEMENT.  This Agreement  constitutes the entire understanding
between  the  parties  with  respect to the  subject  matter  hereof.  All prior
understandings  and agreements  between the parties are hereby superseded by and
merged with this Agreement.

     6.2 WAIVER OF RIGHTS. The failure of either party to insist, in one or more
instances,  upon the performance of any of the terms,  covenants,  agreements or
conditions of this Agreement,  or to exercise any rights  hereunder shall not be
construed as a waiver or relinquishment of such party's right to insist upon the
future performance of such term, covenant, agreement or condition, or the future
exercise of any such right and the  obligations  of the other party with respect
to such future performance shall continue in full force and effect.

     6.3 GOVERNING  LAW. This  Agreement  shall be governed by, and construed in
accordance with, the laws of the State of Florida.

     6.4 SEVERABILITY.  If any provision of this Agreement shall be held or made
invalid by a court decision,  statute, rule or otherwise,  the remainder of this
Agreement  shall not be  affected  thereby  and shall  remain in full  force and
effect as if the invalidated provision had not been included herein.



                                       8
<PAGE>

         6.5   INCORPORATION  OF  RECITALS.   The  recitals  set  forth  in  the
preliminary  portion of this  Agreement are hereby  incorporated  in and made an
integral part of this Agreement.

         6.6  NOTICES.  Any notice  required or desired to be given  pursuant to
this  Agreement  shall be in writing and shall be deemed  given when  deposited,
postage paid, in United States certified mail, return receipt requested,  at the
addresses set forth below or at such subsequent address provided by the parties:








                                       9
<PAGE>



         If to the Company      -   Life Investment Funding Enterprises, Inc.
                                    Attention:  ___________________________
                                    1605 Main Street, Suite 1109
                                    Sarasota, Florida  34236

         If to the Executive    -   J. Patrick Bryan
                                    _______________________________________
                                    _______________________________________


     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first above written.


                                     LIFE INVESTMENT FUNDING ENTERPRISES, INC.



                                     By__________________________________
                                         Its________________________________




                                     ------------------------------------
                                     J. PATRICK  BRYAN, Executive



                                       10
<PAGE>

                        ADDENDUM TO EMPLOYMENT AGREEMENT


         THIS FIRST ADDENDUM is made to that certain  Employment  Agreement (the
"Addendum" and the "Agreement",  respectively), which Agreement is being entered
into  by and  between  LIFE  INVESTMENT  FUNDING  ENTERPRISES,  INC.,  a  Nevada
corporation  having its  principal  place of business in Sarasota,  Florida (the
"Company") and J. PATRICK BRYAN, presently resides in Michigan who will upon the
effectiveness  of the  Agreement  become a resident of  Sarasota,  Florida  (the
"Executive"). This Addendum is made as of an even date with the Agreement.

         The Company and the  Executive  wish to provide for certain  additional
maters  and for  clarification  of certain  of the  provisions  set forth in the
Agreement and such purposes are being accomplished by means of this Addendum.

         Accordingly,  in  consideration  of the mutual  covenants  and promises
contained in the Agreement and the other good and valuable consideration recited
therein,  as well  as the  additional  promises,  covenants  and  considerations
recited  in this  Addendum,  the  Company  and the  Executive  further  agree as
follows:

         1.  EXECUTIVE  MOVING  EXPENSE.  The Company agrees to pay an executive
moving  expense  to  the  Executive  in  the  amount  of  Ten  Thousand  Dollars
($10,000.00).  Such  executive  moving expense amount may be paid in one or more
installments  as  determined  by the  Executive and shall be payable at the time
that the Company  timely  attains the minimum  requirement  with  respect to its
anticipated  private offer and sale of its Class A Convertible  Preferred Stock,
$.001 par value,  which is expected to commence on or before April 1, 2002. Such
minimum  requirement  requires  the Company to receive and accept  subscriptions
representing  $1 million or more in gross  proceeds  resulting  from the private
offer and sale of such Class A  Convertible  Preferred  Stock,  $.001 par value.
Such Class A Convertible  Preferred  Stock,  $.001 par value, is being privately
offered at $10 per share.


<PAGE>

         2.  COMMENCEMENT  OF TERM. The term of the Agreement  shall commence on
the day that the minimum proceeds  requirement is timely attained by the Company
as described in Section 1 above.

         3.  VEHICLE  REIMBURSEMENT.  On and  after  the  effective  date of the
Agreement,  the  Executive  shall  be  entitled  to  receive  a  leased  vehicle
reimbursement amount of Seven Hundred Dollars ($700.00) per month.

         4. COMPENSATION.  The Agreement provides for a base annual salary to be
paid by the Company to the  Executive  of One Hundred  Eighty  Thousand  Dollars
($180,000.00).  The Company and the Executive  acknowledge  that the Company has
prepared  certain  financial  projections  relating  to its net income and other
financial  performance  matters for the first,  second,  third and fourth fiscal
years of the Company.  It is  acknowledged by the Company and the Executive that
the  first  fiscal  year of the  Company  will be that 12  month  period  ending
December  31,  2003.  In the event  that the  Company  achieves  the net  income
projections  for the first,  second,  third and fourth fiscal years as set forth
subsequently in Section 5 of this Addendum, the Executive will be entitled to an
increase in his base annual salary in an amount equal to twenty percent (20%) of
the Executive's  base annual salary earned by the Executive for fiscal year with
respect to which the net income projections were attained.  Such increase in the
annual  salary  of the  Executive  shall  be  effective  January  1 of the  next
subsequent  fiscal year of the Company even though the net income of the Company
may not be  determined  on such  date.  The  Company  shall  make all  necessary
payments to the Executive in order to remit such salary  increase  amount to the
Executive  for any  period of time on and  subsequent  to January 1 of such next
subsequent fiscal year of the Company.

                                       2
<PAGE>

         5. BONUS COMPENSATION.  In addition to the compensation provided for in
the Agreement and this Addendum,  the Executive  shall also be entitled to bonus
compensation. Such bonus compensation shall be applicable to each fiscal year of
the Company  commencing with the fiscal year ending December 31, 2003, except as
hereinafter  provided.  The  Company  and the  Executive  acknowledge  that  the
financial  projections which have been prepared by the Company indicate that the
Company  anticipates  earning for such fiscal year ending  December 31, 2003 net
income after  provision for income taxes of  $5,976,631.  In the event that such
net income  projections  are  achieved in their  entirety  for the fiscal  years
ending  December 31, 2003,  2204, 2005 and 2006, the Executive shall be entitled
to a bonus payable in the manner hereinafter provided equal to ten percent (10%)
of such net income  earned by the  Company.  To the extent  that such net income
projections  are not  achieved  and  realized by the  Company for the  indicated
fiscal years, but the Company does experience net income, the Executive shall be
entitled to a bonus which shall be proportionately reduced from such 10% amount;
provided, however, that the Company must realize and report for the fiscal years
indicated at least forty percent (40%) of such projected income amounts in order
for the Executive to be entitled to any bonus compensation. For purposes of such
bonus calculation,  it is acknowledged by the Company and the Executive that the
projected  net income  amounts  after  provision for income taxes for the fiscal
years ending December 31, 2003, 2004, 2005 and 2006 are as follows:

                  FISCAL YEAR ENDING DECEMBER 31,*

                                    2003             $ 5,976,631
                                    2004              15,485,882
                                    2005              20,446,505
                                    2006             27,570,522

                                       3
<PAGE>


* Such projected net income amounts do not reflect increases in Executive's base
and bonus  compensation.  By way of example  only,  if the Company  achieves and
reports for the fiscal year ending  December  31, 2003 net income of  $5,378,968
(which is 90% of the projected  amount),  the  Executive  would be entitled to a
bonus  equal  to  nine  percent  (9%) of  such  net  income  amount.  The  bonus
compensation  will be calculated by the internal  accountants for the Company as
soon as  practicable  after the close of each  fiscal year  commencing  with the
fiscal year ending  December  31,  2003,  utilizing  the actual net income after
provision  for income  taxes  determined  by the  independent  certified  public
accountants  of the  Company.  Such  calculation  is expected to be available by
March 31 of each  subsequent  fiscal  years  following  the fiscal  year  ending
December 31, 2003.  2004,  2005 and 2006. The bonus shall be paid by the Company
to the Executive in the form of cash and the Common Stock,  $.001 par value,  of
the Company.  In that  regard,  fifty  percent  (50%) of the earned bonus amount
shall be paid to the Executive in cash paid by the Company to the Executive over
the  eight   consecutive   months   following  the  month  of  calculation   and
determination  of net income and bonus.  The  remaining 50% of such earned bonus
amount  shall be paid,  as  indicated,  to the  Executive in Common Stock of the
Company.  For purposes of determining the number of shares of Common Stock to be
issued to the  Executive in such bonus  payment,  such shares shall be valued at
the mean  between  the bid and the asked price  thereof  less a discount of 15%.
Such shares of Common Stock issued to the Executive as bonus  compensation shall

                                       4
<PAGE>


constitute  Restricted  Securities and control stock under the Securities Act of
1933 as amended,  and the  Securities  Exchange  Act of 1934,  as  amended.  The
Executive, however, will be entitled to require the Company from time to time to
file a Registration  Statement  utilizing United States  Securities and Exchange
Commission  Form S-8 (or any successor  form) in order to register not more than
50% of shares of the Common Stock  received by the Executive as a result of such
bonus  compensation.  The remaining 50% of shares of Common Stock of the Company
owned by the Executive shall continue to be restricted and control stock.

         The Company has not  projected  net income for the partial  fiscal year
ending December 31, 2002. However, it is agreed by the Company and the Executive
that if the Company reports net income after provision for taxes for the partial
fiscal  year  ending  December  31, 2002 and such  reported  net  income,  on an
annualized basis, equals or exceeds the projected net income after provision for
taxes for the fiscal year ended  December 31,  2003,  then and in such event the
Executive shall be entitled to a bonus  calculated in the same manner as will be
the case for the fiscal years ending December 31, 2003,  2004, 2005 and 2006 and
shall be paid a bonus for the  fiscal  year ended  December  31,  2002  adjusted
proportionately for such partial fiscal year.

         Except as modified and expanded by this  Addendum,  the Company and the
Executive  confirm  and  readopt  all of the  terms  and the  provisions  of the
Agreement.

         IN WITNESS  WHEREOF,  the Company and the Executive  have executed this
Addendum as of even date with the Agreement.


                                  LIFE INVESTMENT FUNDING ENTERPRISES, INC.



                                  By__________________________________
                                       Its _______________________________


                                                    EXECUTIVE


                                  ------------------------------------
                                  J. PATRICK BRYAN


                                      5

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