<PAGE>   1
                                                                    EXHIBIT 10.1

[RNETHEALTH LOGO]


January 10, 2000

Wendy Borow-Johnson
2275 Half Day Road,
Suite 350
Bannockburn, IL 60015-1277
Tel: 847/615-0431
Fax: 847/615-0432

        RE:    EMPLOYMENT LETTER

Dear Wendy:

On behalf of the Board of Directors, I am pleased to offer you a position with
RnetHealth.com, Inc. (the "Company") as its President, commencing immediately
upon execution of this Employment letter, after having been approved for this
position by the Board of Directors on December 9, 1999. Your salary and certain
other terms and conditions of your employment are set out on the attached hereto
as EXHIBIT A.

You should be aware that your employment with the Company, as more fully
described in EXHIBIT A, constitutes "at will" employment. As a result, you are
free to resign at any time, for any reason or for no reason. Similarly, the
Company is free to conclude its employment relationship with you at any time,
with or without cause.

As express conditions of your employment, you agree, represent and warrant that:

        (1)     you will devote your best efforts to the interests of the
                Company and will not engage in other employment or in any
                activities detrimental to the best interests of the Company
                without the prior written consent of the Company;

        (2)     in addition to any specific task described in EXHIBIT A, during
                your period of employment with the Company, you will perform for
                the Company such other duties as may be designated by the
                Company from time to time;

        (3)     you have been notified regarding the Company's policies against
                all forms of racial and sexual discrimination and against sexual
                harassment and agree that during the term of your employment you
                will abide faithfully by such policies and by all Company rules,
                regulations and policies provided to you by the Company; and,

        (4)     you have not prior to the date hereof and will not during the
                term of your employment breach any agreement to keep in
                confidence proprietary information, knowledge or data you
                acquired in confidence or in trust prior to becoming an employee
                of the Company, and you have not previously and will not at any
                future time disclose to the Company, use in the Company's
                business, or induce or cause Company to use, any confidential or
                proprietary information or material belonging to others.

For purposes of federal immigration law, you will be required to provide to the
Company documentary evidence of your identity and eligibility for employment in
the United States. Such documentation must be provided to us within three (3)
business days of your date of hire, or our employment relationship with you may
be terminated.

If you accept this offer, please return to our offices a signed copy of this
agreement. By signing this employment letter, you are certifying and
acknowledging that you have carefully read all of the terms and provisions of
this employment letter and the ND&I Agreement, and that you will fully and
faithfully comply will all such terms and provisions.



 RnetHealth, Inc. - 506 Santa Monica Blvd. - Suite 400 - Santa Monica, CA 90401
          tel (310).393.3979 - fax (310).393.5749 - www.rnethealth.com


<PAGE>   2


Employment Letter
Page 2 of 4

To indicate your acceptance of the Company's offer, please sign and date this
letter in the space provided below and return it to our offices. A duplicate
original is enclosed for your records. This letter, along with the agreement
relating to proprietary rights between you and the Company, sets forth the terms
of your employment with the Company and supersedes any prior representations or
agreements, whether written or oral. This letter may not be modified or amended
except by a written agreement, signed by the Company and by you.

Sincerely,

RNETHEALTH.COM, INC.



--------------------------------------------
William D. Moses
Chief Executive Officer



ACCEPTED AND AGREED TO
this_____day of___________, 19__




---------------------------------------------
Wendy Borow-Johnson


<PAGE>   3
Employment Letter Page 3 of 4
<TABLE>
<CAPTION>

                                    EXHIBIT A
-------------------------------------------------------------------------------------------
<S>                        <C>
JOB TITLE                  President
-------------------------------------------------------------------------------------------
JOB DESCRIPTION            Employee shall report to and be responsible directly
                           to William Moses, the Company's Chief Executive
                           Officer, and shall have and perform such duties and
                           responsibilities relating to the business and
                           operations of Company as may be appropriate to
                           Employee's position and as the Board of Directors
                           from time to time shall assign to her.
-------------------------------------------------------------------------------------------
EXCLUSIVITY                Employee acknowledges that Company has retained
                           Employee and Employee's services for the exclusive
                           benefit of the Company and that Employee will not
                           render her time or services to any other entity
                           without Company's prior written consent. Employee and
                           Company have previously agreed that Employee's work
                           with E! Healthcare is excluded from this provision.
-------------------------------------------------------------------------------------------
EMPLOYMENT TERM            The employment relationship between Employee and
                           Company is "at-will". There is no fixed term of
                           employment. Employee shall assume the
                           responsibilities as Chief Executive Officer immediately.
-------------------------------------------------------------------------------------------
TERMINATION                Notwithstanding the above, employment may be
                           terminated in the following circumstances:

                           By mutual agreement of the parties, without payment
                           of any severance;

                           By Company, with or without good cause, upon at least
                           thirty (30) days advance written notice, with
                           compensation as calculated through the date of such
                           termination;

                           By Employee, for any reason, upon at least thirty
                           (30) days advance written notice, with compensation
                           as calculated through the date of such termination;

                           For purposes of this Agreement, "good cause" is
                           defined as gross negligence or willful misconduct or,
                           given the nature of the Company's mission, alcohol or
                           substance abuse.
-------------------------------------------------------------------------------------------
SALARY &                   Annual Salary. Employee shall receive an annual salary of
COMPENSATION               $150,000 together with incremental bonuses, which shall commence
                           upon the Company's closing of a permanent financing. The salary
                           will be paid twice monthly in accordance with the Company's
                           standard payroll procedure.

                           Paid Vacation. The Employee will be entitled to three
                           (3) weeks paid vacation for each twelve-month period
                           worked. For a period worked which is less than one
                           year, vacation time shall be prorated.
-------------------------------------------------------------------------------------------
STOCK OPTION               Company shall issue to Employee an option to
                           purchase 1,015,000 shares of common stock at $0.39
                           per share, the closing bid price on December 9, 1999.
                           Vesting of the Option shall begin upon execution of
                           the Employment Agreement and continue to vest
                           thereafter in equal installments monthly for a period
                           of two (2) years. The terms and conditions of the
                           Option shall be more fully described in a Stock
                           Option Agreement.
-------------------------------------------------------------------------------------------
BENEFITS                   Employee will participate in the Company's benefits
                           program. Employee will receive enrollment forms and
                           other benefits information upon acceptance of the
                           offer.
-------------------------------------------------------------------------------------------
TIME COMMITMENT            Employment with the Company shall be on a full-time basis.
                           Employee agrees
-------------------------------------------------------------------------------------------
</TABLE>


<PAGE>   4
Employment Letter
Page 4 of 4

--------------------------------------------------------------------------------
                          to commit to work 3 days in the Santa Monica location.
--------------------------------------------------------------------------------
OTHER TERMS &             None.
CONDITIONS
--------------------------------------------------------------------------------

<PAGE>   5
[RNETHEALTH LOGO]



August 7, 2000

Wendy Borow Johnson
1571 Christina Lane
Lake Forest, IL 60045-3849

        RE:    ADDENDUM TO EMPLOYMENT AGREEMENT DATED JANUARY 10, 2000

Dear Wendy:

This letter confirms our agreement regarding the modification and amendment
("Addendum") to your existing Employment Agreement ("Agreement") with
Rnethealth.com, Inc. ("Company") dated January 10, 2000.

This Addendum and the modifications reflected herein shall be effective as of
July 1, 2000.

Terms used but not defined herein have the meanings ascribed to them in the
Agreement.

--------------------------------------------------------------------------------
JOB TITLE:                 President and Chief Executive Officer
--------------------------------------------------------------------------------
SALARY:                    $250,000 annually subject to any applicable federal
                           and state taxes and/or withholdings. The Company
                           shall pay Employee twice monthly in accordance with
                           the Company's standard payroll procedures.

--------------------------------------------------------------------------------

                  THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK


 RnetHealth, Inc. - 506 Santa Monica Blvd. - Suite 400 - Santa Monica, CA 90401
         tel (310).393.3979 0 fax (310).393.5749 9 www.rnethealth.com


<PAGE>   6


Wendy Borow Johnson
August 7, 2000
Page 2

--------------------------------------------------------------------------------
EQUITY                     After having been approved by the Board of Directors
CONSIDERATION:             on July 30, 2000, Employee shall receive an Option to
                           purchase 500,000 shares of Rnethealth.com, Inc.
                           common stock (the "Warrant").

                           The Option shall vest, as follows: At the end of Year
                           1,200,000 shares shall vest in Employee with a strike
                           price at $0.50 (the closing stock price on July 30,
                           2000); and, at the end of Year 2 the remaining
                           300,000 shares shall vest in Employee with the strike
                           price to be set at $0.80. All other terms and
                           conditions of Option shall be set forth in an Option
                           Agreement.

                           This Warrant is in addition to the option to purchase
                           1,015,000 shares of common stock previously granted
                           to Employee pursuant to the terms of the January 10,
                           2000 Employment Agreement and the option to purchase
                           200,000 shares for Employee's participation on the
                           Executive Committee.
--------------------------------------------------------------------------------
BONUS:                     Employee shall receive an annual bonus based on the
                           profitability of the Company and other benchmarks,
                           the bonus amount to be determined by the Board of
                           Directors. The benchmarks shall include, but are not
                           limited to, relisting of the Company's common stock
                           on NASDAQ, and/or an average share price over $3.00
                           per share during the last two months of the fiscal
                           year ending June 30, 2001.
--------------------------------------------------------------------------------
TERM:                      The term of employment shall be for two (2) years
                           beginning on July 1, 2000.

                           If the Company terminates the Employee "without
                           cause," the Company shall pay severance to Employee
                           at a rate of compensation equal to six months salary.

                           If the Company terminates the Employee "with cause,"
                           the Company shall compensate Employee as calculated
                           through the date of termination, without payment of
                           any severance.

                           For all purposes under this Agreement, a termination
                           for "cause" shall mean a good faith determination by
                           the Company's Board of Directors that Employee's
                           employment be terminated for any of the following
                           reasons: (I) willful misconduct which materially
                           damages the Company; (ii) misappropriation of the
                           assets of the Company; or (iii) conviction of, or a
                           plea of "guilty" or "no contest" to a felony under
                           the laws of the United States or any
--------------------------------------------------------------------------------

<PAGE>   7

Wendy Borow Johnson
August 7, 2000
Page 3
--------------------------------------------------------------------------------
                           state thereof. A termination of Employee's employment
                           in any other circumstances or for any other reasons
                           will be a termination "without cause."
--------------------------------------------------------------------------------
CHANGE IN CONTROL:         If a change in control (as defined herein) occurs,
                           and the Employee's employment is terminated, such
                           termination will be considered to be a termination
                           "without cause."

                           Under such circumstances, if the Company terminates
                           the Employee "without cause," the Company shall pay
                           severance to Employee at a rate of compensation equal
                           to six months salary.

                           In addition, any then unvested options and/or
                           warrants shall vest immediately, and the Employee
                           shall have at least until the severance due is paid
                           in full to submit payment for any options or warrants
                           that are to be exercised, said period shall not
                           exceed one year.

                           A "change in control" is deemed to have occurred if
                           (a) a "person" (as defined in section 13(d) of the
                           Securities Exchange Act of 1934) becomes the
                           "beneficial owner" (as defined in Rule 13(d)3 under
                           the Securities Exchange Act of 1934) of shares of
                           common stock representing 30 percent or more of the
                           shares as to which votes may be cast for the election
                           of directors of Company or (b) individuals who are
                           directors of the Company at the beginning of a
                           24-month period cease to constitute at least two-
                           thirds of all directors of Company at any time during
                           such period.
--------------------------------------------------------------------------------

ALL OTHER TERMS AND CONDITIONS OF THE AGREEMENT REMAIN UNCHANGED, AND ARE STILL
IN FULL FORCE AND EFFECT.

Please confirm your acceptance and agreement to the foregoing by signing this
Addendum in the space provided below, returning a copy to our offices and
retaining a copy for your records.

<PAGE>   8

Wendy Borow Johnson
August 7, 2000
Page 4

This Addendum and your original Employment Agreement set forth the terms of your
employment with the Company and supersedes any prior representations or
agreements, whether written or oral. This Addendum may not be modified or
amended except by a written agreement, signed by the Company and by you.

Sincerely,



Robert Portrie
Board of Directors, Chairman


ACCEPTED AND AGREED TO THIS_______________DAY OF _____________________, 2000.


EMPLOYEE:


---------------------------------
Wendy Borow Johnson

<PAGE>   9
                                RNETHEALTH, INC.

                             STOCK OPTION AGREEMENT



        Rnethealth.com, Inc., a Colorado corporation (the "Company"), does
hereby grant to WENDY BOROW JOHNSON (the "Optionee") an option (the "Option") to
purchase One Million Fifteen Thousand (1,015,000) shares (the "Shares") of the
Common Stock, par value $.01 per share (the "Common Stock"), of the Company at
$0.39 per Share (the "Option Price"), the closing stock price on December 9,
1999.

        This Option is granted to the Optionee in partial consideration for the
services rendered and to be rendered by the Optionee for the benefit of the
Company and its shareholders as an employee. This Option is not an incentive
option.


1. Term

        This Option shall expire at 5:00 p.m., local time in Santa Monica,
California, on December 9, 2002 or in the event any of the following enumerated
below shall occur. The date determined pursuant to this Section 1 is referred to
herein as the "Expiration Date."


        -   If the Optionee terminates her employment with the Company (other
            than on account of death or disability) or if the Optionee is
            terminated for cause, the Option shall be exercisable only as to
            those shares then vested for up to three (3) months after
            resignation or termination.

        -   If the Optionee terminates the employment relationship on account of
            disability, the option can be exercised for one year after
            termination or, if the remaining term of the option is less than one
            year, until the end of the option term,

         -  If the Optionee's employment is terminated for any other reason than
            on account of disability or death or for cause, any shares remaining
            unvested shall immediately vest and the option can be exercised for
            up to three (3) months after termination of the employment
            relationship, or if the remaining term of the option is less than
            three months, until the end of the option term,

         -  If the option holder dies while employed, in the one-year period
            following termination for disability, or in the three month period
            described in the preceding bullet point, the option holder's
            successors can exercise the option for a year following the date of

<PAGE>   10

            the option holder's death or, if the remaining term of the option is
            shorter, than until the end of the option term.

2. Vesting; Time of Exercise

        This option shall vest in equal installments monthly over a period of
two years (1/24th or 42,291 shares per month) and may be exercised as to any or
all of the Shares then vested from time to time as of the date of grant through
the Expiration Date.


3. Manner of Exercise

        This Option may only be exercised by written notice (the "Exercise
Notice") to the Company at its principal executive offices, to the attention of
its Secretary. The Exercise Notice shall (i) specify the number of Shares with
respect to which the option is being exercised, (ii) contain the express
confirmation by the Optionee of his representations, warranties and covenants
contained in Section 6 hereof, (iii) be signed by the Optionee, (iv) be
accompanied by full payment of the Option Price for the number of Shares
specified in the Exercise Notice and (v) be accompanied by the original executed
copy of this Option. The Company shall deliver to the Optionee a certificate
representing such Shares registered in the name of the Optionee as soon as
practicable following receipt by the Company of (a) advice from its counsel that
the issuance of such Shares and the delivery of such certificates are in
compliance with all applicable laws, rules and regulations of all governmental
authorities and the requirements of any securities exchange or any securities
association on which, or on the facilities of which, shares of the Common Stock
are then listed or traded. If an Exercise Notice relates to fewer than all of
the Shares, the Company shall, at such time as it delivers to the Optionee a
certificate representing the Shares with respect to which this Option is
exercised, deliver a replacement Option on the same terms and conditions as this
Option with respect to all remaining Shares.


4. Payment

        Payment of the Option Price shall be made, at the election of the
Optionee, (i) in cash; or (ii) by certified or bank cashier's check or other
check acceptable to the Company, payable to the Company's order; or (iii) by
delivery to the Company of shares of Common Stock owned by the Optionee for

                                       2
<PAGE>   11

not less than six (6) months, duly endorsed for transfer, with a fair market
value, determined by the Board, equal to the Option Price; or (iv) by any
combination of (i),(ii) and (iii); or (v) if the Shares shall have been
registered under the Securities Act of 1933, as amended (the "Act") by delivery
to the Company of a copy of irrevocable instructions to a broker to deliver to
the Company promptly an amount from the proceeds of the sale of all or part of
the Shares or of a loan from the broker to the Optionee equal to the Option
Price.


5. Transferability of Option

        This Option may not be transferred, sold, assigned, alienated, pledged
or otherwise encumbered (collectively, a "Transfer"), in whole or in part, by
the Optionee. This Option is exercisable during the Optionee's lifetime only by
the Optionee or, in the event of his Disability or other incapacity, by his
guardian or legal representative.


6. Representations, Warranties and Covenants of Optionee

        The Optionee, by acceptance hereof, hereby: (i) acknowledges that the
Optionee understands that the right to transfer any or all of the Shares will be
restricted; (ii) acknowledges that the Optionee may not transfer the Shares
unless they are registered under the Act, or an exemption from registration is
available; (iii) acknowledges that the certificates representing the Shares will
bear a legend, and that the stock transfer books of the Company will be noted,
to the foregoing effect; (iv) recognizes that the Company does not represent and
has not represented that it will register the Shares under the Act or comply
with any requirements for exemption therefrom, nor does it contemplate any
future registration under or eligibility for exemption from registration under
the Act. As a result, the Optionee acknowledges that the Optionee is prepared to
bear the economic risk of investment in the Shares for an indefinite period of
time.

        The Optionee, by his acceptance hereof, hereby represents, warrants and
covenants that: (a) the Optionee will acquire the Shares for the Optionee's
account for investment and not with a view towards distribution and shall not
sell, hypothecate, transfer or otherwise dispose of the Shares unless such
transaction has been registered under the Act or, in the opinion of counsel for
the Company, an exemption from registration is available; (b) the

                                       3
<PAGE>   12


Optionee has adequate means of providing for the Optionee's current needs and
possible contingencies and has no need for liquidity of the Shares; the
Optionee's overall commitment to investments is not disproportionate to the
Optionee's net worth, and investment in the Shares will not cause such overall
commitment to become excessive; (c) prior to the acceptance hereof, the Optionee
had the opportunity to examine and read all documents, records and books
pertaining to this investment which have been made available for inspection by
the Optionee and by the Optionee's attorney, accountant and other financial
advisors; (d) the Optionee recognizes that such documents do not contain all of
the information that would be contained in a Registration Statement under the
Act with respect to the offer and sale of the Shares and has conducted the
investigation pertaining to the Optionee's purchase of the Shares accordingly;
(e) the Optionee is familiar with the business, management and condition
(financial and other) of the Company and has had the opportunity to ask
questions of, and receive answers from, representatives of the Company
concerning the business, management and condition (financial and other) of the
Company and to obtain any investment decision; (f) the Optionee is knowledgeable
and experienced in financial and business matters, is fully cognizant that the
investment contemplated hereby involves a high degree of risk and is able to
evaluate the merits and risks of an investment in the Shares; (g) all
information which the Optionee has provided herein concerning the Optionee and
the Optionee's financial position is correct and complete as of the date hereof;
and (h) the Optionee has been given no other written representations or
assurances by the Company or any representatives of the Company in connection
with this investment.


7. Rights

        The Optionee shall not, by reason of the granting of this Option, have
or thereby acquire any rights of a stockholder of the Company with respect to
any Shares unless and until this option has been exercised in the manner
contemplated by, and subject to the conditions contained in, Section 3 hereof.
Nothing contained herein shall confer upon the Optionee any right with respect
to the continuation of his employment by the Company or any Affiliated
Corporation or interfere in any way with the right of the Company, subject to
the terms of a written Employment Agreement between the Company and the Optionee
to the contrary, at any time to terminate such employment or

                                       4
<PAGE>   13

to increase or decrease the compensation payable to the Optionee from the rate
in existence on the date hereof.


8. Acceptance by Optionee.

        Acceptance of this Option by the Optionee shall be deemed the agreement
of the Optionee to all of the terms hereof.

        IN WITNESS WHEREOF, the Company has caused this option to be executed by
its officer thereunto duly authorized.

                                       "COMPANY"

                                       RNETHEALTH, INC.



                                       By:
                                          --------------------------------------
                                          Robert Portrie
                                          Chairman of the Board



                                       "OPTIONEE"



                                       Accepted
                                       By:
                                           -------------------------------------
                                           Wendy Borow Johnson


                                       5