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                                                              June 20, 2000


DMAC Engineering
432 Hickory Avenue
Carney's Point, New Jersey 08069
Attention:  Mr. Donald McIntire


Dear Mr. McIntire:

     This will confirm the terms of your  consulting  agreement  with  Frontline
Communications Corp. (the "Company"). You agree to serve on a full-time basis as
a Consultant for a two-year period  commencing June 21, 2000 (herein referred to
as the "Term"),  unless earlier  terminated  pursuant hereto.  You shall perform
your  duties  to the  reasonable  satisfaction  of,  and in  furtherance  of the
business and activities of, the Company,  such work to be performed primarily at
the Company's office located in New Castle,  Delaware;  it being understood that
you may be required to travel in  connection  with the  business of the Company,
the  expenses  incurred  for such  travel will be  reimbursed  to you as per the
Frontline Employee  Handbook.  During the Term, you shall report directly to the
Chief Operating Officer, or to whomever the Board of Directors may direct.

     During the Term of this Agreement,  you shall be compensated at $40,000 per
annum.  Such payment shall be made to DMAC Engineering for the services rendered
by you during the term of this  Agreement.  In addition,  you shall be granted a
bonus  in the form of stock  options  based  upon  meeting  certain  performance
criteria, outlined as follows:

     If during the two months immediately following the six month anniversary of
the Closing of the Asset Purchase  Agreement by and among the Company,  DelaNet,
Inc., You and Michael Brown, (the "Asset Purchase Agreement"), the Company, as a
result of your actions as consultant, realizes:

     $400,000 in operating  profit = you will receive 25,000 options to purchase
25,000 shares of the Company's Common Stock, par value $.01 (the "Common Stock")

     $500,000 in operating  profit = you will receive 37,500 options to purchase
37,500 shares of Common Stock

     $600,000 in operating  profit = you will receive 50,000 options to purchase
50,000 shares of Common Stock

     The operating profit shall be defined as earnings before  interest,  taxes,
depreciation and amortization (EBITA) of the acquired company, after the Closing
of the  transaction  contemplated  by the Asset Purchase  Agreement and shall be
determined in accordance  with Generally  Accepted  Accounting  Principles.  The
purchase  price of the

<PAGE>
Mr. Donald McIntire
June 20, 2000
Page -2-


shares of Common Stock covered by the options shall be $3.00 per share and shall
vest immediately.

     In addition to the bonus  structure set forth above,  the Company shall pay
an  additional  bonus to you for any  acquisition  that is negotiated by you and
closed by  Purchaser.  Such bonus shall be  calculated  by taking 0.5% of the 12
month trailing  revenue of the acquired  company  measured back from the date of
the closing of such acquisition.

     All expenses incident to the rendering of services  reasonably  incurred by
you on behalf of the Company during the Term of this Agreement  shall be paid by
the Company in accordance with Company's expense policy.

     This Agreement may be terminated: (i) at any time for cause (as hereinafter
defined); (ii) in the event of your death; or (iii) your inability, by reason of
physical or mental  disability,  to continue to perform your duties for a period
of 90  consecutive  days. In any such event,  the Company shall  compensate  you
through the date of termination.

     For purposes of this Agreement, the Company shall have "cause" to terminate
this Agreement upon (i) the failure to satisfactorily  perform your duties under
this  Agreement;   (ii)  your  engagement  in  criminal  misconduct   (including
embezzlement  and criminal fraud) which is injurious to the Company,  monetarily
or otherwise, (iii) your conviction of a felony or (iv) your gross negligence in
the  performance  of your duties as a consultant  to the  Company.  Prior to any
termination  under clause (i) above, the Company shall provide written notice to
Consultant  and  Consultant  shall have thirty (30) days,  from  receipt of such
notice to correct the situation to the satisfaction of the Company.

<PAGE>
Mr. Donald McIntire
June 20, 2000
Page -3-


     You agree that you will not,  during the term of this  Agreement  and for a
period of one year following the  termination of this Agreement  pursuant to its
terms, directly or indirectly (i) use,  communicate,  disclose or disseminate to
any person,  firm or  corporation  any  confidential  information  regarding the
clients,  customers or business  practices of the Company acquired by you during
the term of this  Agreement,  provided,  however,  that you are prohibited  from
misappropriating any trade secret of the Company at any time during or after the
termination of this Agreement; or (ii) within New York, New Jersey, Delaware and
Pennsylvania  engage,  have  an  interest  in  (whether  as an  owner,  manager,
operator,  licensor,  licensee,  lender, partner,  stockholder,  joint venturer,
consultant or otherwise) or render any services to any business competitive with
the Company's business activities; or (iii) take any action which constitutes an
interference  with or a disruption of any of the Company's  business  activities
including,  without  limitation,  the solicitation of the Company's customers or
employees.  Nothing in this paragraph  shall prevent you from becoming an owner,
either directly or in directly, of up to two percent (2%) of the publicly traded
capital stock,  or up to a ten (10%) interest in a privately held company,  held
solely for investment  purposes of any other corporation  engaged in the same or
similar business to the Company. At no time during the Term of this Agreement or
thereafter shall you, directly or indirectly, disparage the commercial, business
or financial  reputation  of the Company.  Notwithstanding  the  foregoing,  the
Company agrees that the  restrictions  set forth in this paragraph shall be null
and void if the Company defaults under the terms of the promissory note executed
by the Company in favor of DelaNet, Inc. dated June 20, 2000.

     You agree that the Company would be  irreparably  injured in the event of a
breach by you of any of your  obligations  under the preceding  paragraph,  that
monetary  damages would not be an adequate  remedy for any such breach,  and the
Company shall be entitled to injunctive  relief, in addition to any other remedy
which it may have, in the event of any such breach.

     You agree that you will not at any time during or after the  termination of
this  Agreement,   directly  or  indirectly,   use,  communicate,   disclose  or
disseminate to any person,  firm or  corporation  any  confidential  information
regarding the clients,  customers or business  practices of the Company acquired
by you during the term of this Agreement with the Company, except in response to
a valid subpoena or court order.  You agree to promptly provide the Company with
notice  in the event  you  receive a  subpoena  or court  order  compelling  the
disclosure of such information.

     You agree to  disclose  promptly  to the  Company  any and all  inventions,
innovations,  discoveries,  improvements and other works of authorship conceived
or made by you  ("Work  Product")  under  the  terms  of this  Agreement  and in
connection with the business of or activities of the Company,  and hereby assign
and agree to assign all of your  right,  title and  interest in and to such Work
Product  to the  Company.  Such  Work  Product  will be the sole  and  exclusive
property of the Company.  Whenever requested to do so by the Company,  you shall
execute  any and all  applications,  assignments  or  other  instruments  at

<PAGE>
Mr. Donald McIntire
June 20, 2000
Page -4-


the  Company's  expense  which the Company  shall deem  necessary to perfect the
foregoing  assignment or to protect the Company's interest therein. In the event
you fail or refuse to execute such documents,  you hereby appoint the Company as
your  attorney-in-fact  (such  appointment to be irrevocable and a power coupled
with an  interest)  to act on your  behalf and to execute  such  documents.  The
obligations  of this  paragraph  shall be  binding on your  assigns,  executors,
administrators and other legal representatives. The Company shall have the right
to obtain  injunctive  relief for  violation of this  paragraph and the terms of
this paragraph shall survive the term of this agreement.

     If any of the  provisions  of this  Agreement  shall be  adjudicated  to be
invalid or  unenforceable  for any reason  whatsoever,  said provision  shall be
(only with respect to the operation  thereof in the particular  jurisdiction  in
which such  adjudication is made) construed by limiting and reducing it so as to
be enforceable to the extent  permissible,  without  invalidating  the remaining
provisions of this Agreement or affecting the validity or enforceability of said
provision in any other jurisdiction.

     All  notices  relating to this  Agreement  shall be in writing and shall be
either personally  delivered,  sent by telecopy (receipt confirmed) or mailed by
certified mail, return receipt requested,  to be delivered at such address as is
indicated  above,  or at such other  address or to the  attention  of such other
person as the recipient  has  specified by prior  written  notice to the sending
party. Notice shall be effective when so personally delivered,  one business day
after being sent by telecopy or five days after being mailed.

     This  Agreement  may be extended  for  additional  periods  upon the mutual
agreement  by the parties,  in which event the parties  agree to enter into good
faith negotiations with respect to salary, bonus provisions and such other terms
and conditions as the parties may agree.

     This  Agreement  shall be governed by and construed in accordance  with the
laws of the  State of  Delaware.  You  hereby  irrevocably  and  unconditionally
consent to submit to the jurisdiction of the courts of the State of New York and
of the United  States  located in the County of New York,  State of New York for
any litigation arising out of or relating to this Agreement and the transactions
contemplated hereby in any action brought by the Company and waive any objection
to the laying of venue of any such  litigation  in such  courts and agree not to
plead or claim that such litigation  brought in any such courts has been brought
in an inconvenient forum. If you shall file any claim arising out of or relating
to this Agreement and the transactions contemplated hereby, the Company consents
to submit to jurisdiction of the Courts of the State of Delaware.

<PAGE>
Mr. Donald McIntire
June 20, 2000
Page -5-


     You  represent  that the  execution of this  Agreement and the discharge of
your obligations  hereunder will not breach or conflict with any other contract,
agreement, or understanding between you and any other party.

                                               Very truly yours,

                                                FRONTLINE COMMUNICATIONS CORP.


                                                By
                                                   -----------------------------
                                                     Stephen J. Cole-Hatchard
                                                     President/CEO

AGREED TO AND ACCEPTED:


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Donald McIntire


DMAC Engineering


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