Exhibit 10.5

                   Employment Agreement with S. Reed Mattingly
                               date July 1, 2000.

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                              EMPLOYMENT AGREEMENT


         THIS AGREEMENT is effective as of the _______ day of  ________________,
2000  ("Agreement")  and is by  and  between  EAUTOCLAIMS.COM,  INC.,  a  Nevada
Corporation  ("Company") and REED MATTINGLY,  a resident of the State of Florida
("Executive").

                              W I T N E S S E T H:

         WHEREAS, the Company desires to employ Executive in accordance with the
terms and conditions  contained in this Agreement and to ensure the availability
of the Executive's services to the Company; and

         WHEREAS, the Executive desires to accept such employment and render his
services  in  accordance  with  the  terms  and  conditions  contained  in  this
Agreement; and

         WHEREAS,  the  Executive  and the  Company  desire  to enter  into this
Agreement  which will fully  recognize  the  contributions  of the Executive and
assure harmonious management of the Company's affairs.

         NOW,  THEREFORE,  in consideration of the promises and mutual covenants
set forth in this Agreement,  and intending to be legally bound, the Company and
the Executive agree as follows:

         1.       Term of Employment.

                  (a) Offer/Acceptance/Effective Date. The Company hereby offers
employment to the Executive and the Executive hereby accepts  employment subject
to the terms and conditions set forth in this Agreement.

                  (b) Term.  The term of this  Agreement  shall  commence on the
date  first  indicated  above  and shall  remain  in effect  for three (3) years
thereafter ("Term").

         2.       Duties.

                  (a)  General  Duties.  The  Executive  shall  serve  as  Chief
Operating  Officer of the  Company  with  duties and  responsibilities  that are
customary  for  such  executives  plus  such  other  responsibilities  that  are
specifically assigned by the Board of Directors of the Company.

                  (b) Best  Efforts.  The  Executive  covenants  to use his best
efforts to perform his duties and  discharge  his  responsibilities  pursuant to
this Agreement in a competent, diligent and faithful manner.



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                  (c) Devotion of Time. The Executive shall devote substantially
all of his time,  attention  and energies  during normal  business  hours to the
Company's  affairs  (exclusive of periods of sickness and disability and of such
normal holiday and vacation periods as have been established by the Company).

         3.       Compensation and Expenses.

                  (a) Base  Salary.  For the  services  of the  Executive  to be
rendered by him under this  Agreement,  the Company will pay the  Executive  for
each of the periods  indicated  below an annual base salary  ("Base  Salary") as
follows:

                    (i)  From __________ to ___________, the amount of $100,000;

                    (ii) From __________ to ___________, the amount of $105,000;

                    (iii)From   __________   to   ___________,   the  amount  of
                         $110,000.

                           The Company shall pay the Executive his Base Salary
in equal installments no less frequently than on a monthly basis.

                  (b)  Base  Salary  Adjustment.  The  Base  Salary  may  not be
decreased hereunder during the term of this Agreement, but may be increased upon
review by, and at the sole discretion of, the Company's Board of Directors.

                  (c) Bonus.  Executive  may receive  bonus  compensation  in an
amount as approved by the  Company's  Board of Directors in its sole  discretion
based  upon the  performance  criteria  as may be  established  by the  Board of
Directors  from  time to time.  Such  bonuses  may be paid in cash or  issued in
shares of the  Company's  common stock on such terms as approved by the Board of
Directors.

                  (d)  Expenses.   In  addition  to  any  compensation  received
pursuant  to  Section  3, the  Company  will  reimburse  the  Executive  for all
reasonable,  ordinary and necessary travel,  educational,  seminar, trade shows,
entertainment,  and  miscellaneous  expenses  incurred  in  connection  with the
performance  of his duties under this  Agreement,  provided  that the  Executive
properly  accounts  for such  expenses  to the  Company in  accordance  with the
Company's practices.

                  (e) Subsidiary and Affiliate  Payments.  In recognition of the
fact  that  in the  course  of the  performance  of his  duties  hereunder,  the
Executive  may provide  substantial  benefits to the Company's  subsidiaries  or
affiliated  companies,  the  Executive  and the Company may at any time and from
time to time agree that all or any portion of the compensation due the Executive
hereunder  may be paid directly to the Executive by one or more of the Company's
subsidiaries or affiliated companies.


                  (f) Additional Equity Based Incentive Compensation.  Executive
shall be entitled to additional annual  equity-based  incentive  compensation as
set forth in the Company's Management Incentive Compensation Plan as established
by the Board of Directors.


         4.       Benefits.

                  (a)  Vacation.  For each  calendar year during the Term during
which the  Executive is employed,  the  Executive  shall be entitled to vacation
(which  shall  accrue  and vest,  except  as may be  hereafter  provided  to the
contrary,  on each January 1st thereof)  without loss of  compensation  or other
benefits to which he is entitled under this Agreement, as follows:


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                    (i)  For calendar year 2000, fifteen (15) work days;

                    (ii) For calendar year 2001, fifteen (15) work days; and

                    (iii)For  calendar  year 2002 and  thereafter,  fifteen (15)
                         work days per year.

                           The Executive shall take his vacation at such times
as the  Executive  may  select  and the  affairs  of the  Company  or any of its
subsidiaries or affiliates may permit.

                  (b) Employee Benefit Programs. In addition to the compensation
to which the  Executive  is  entitled  pursuant to the  provisions  of Section 3
hereof,  during the Term,  the Executive  will be entitled to participate in any
stock  option  plan,  stock  purchase  plan,  pension or  retirement  plan,  and
insurance or other employee  benefit plan that is maintained at that time by the
Company for its  employees,  including any programs of life,  disability,  basic
medical and dental, and supplemental medical and dental insurance. The Executive
will participate at the Executive level of all programs.

                  (c) Automobile  Allowance.  During the term of this Agreement,
the  Company  shall  pay an  additional  $700.00  per month  toward  Executive's
automobile lease with Speciality Products and Services Co., Inc.


                  5. Stock Options. Upon execution of this Agreement,  Executive
shall receive a qualified  stock option to purchase  65,000 shares of the common
stock of Company  with an exercise  price of $2.00 per share,  which is the fair
market  value of such  shares  as of the  date of this  Agreement.  The  options
granted  hereunder  shall be considered  qualified and fully vested  exercisable
immediately.  The options  shall have an exercise  period of ten (10) years from
the date of this Agreement.



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         6.       Termination.

                  (a)  Termination  for Cause.  The  Company may  terminate  the
Executive's  employment pursuant to this Agreement before expiration of the Term
at any  time for  cause  upon  written  notice.  Such  termination  will  become
effective upon the giving of such notice.  Upon any such  termination for cause,
the Executive shall have no right to compensation,  bonus or reimbursement under
Section 3 or to participate in any employee  benefit  programs or other benefits
to which he may be entitled  under  Section 4 for any period  subsequent  to the
effective date of termination.  For purposes of this Agreement, the term "cause"
shall mean only:

                    (i)  the  Executive's  conviction of a felony or a violation
                         of any federal or state employment law;

                    (ii) the Executive's conviction of misappropriating  Company
                         assets or  otherwise  defrauding  the Company or any of
                         its subsidiaries or affiliates;

                    (iii)the  Executive's  failure  to  follow  written  Company
                         policies or procedures with respect to any matter after
                         a written notice of such failure; or

                    (iv) a material  breach by the Executive of any provision of
                         this  Agreement,  including,  but  not  limited  to,  a
                         continued failure to perform any duty or responsibility
                         assigned  to  Executive  by  the  Company's   Board  of
                         Directors after a written notice of such failure.

                  (b) Death or  Disability.  This  Agreement  and the  Company's
obligations  hereunder  will  terminate  upon  the  death or  disability  of the
Executive. For purposes of this Section 5(b), "disability" shall mean that for a
period of six (6) months in any twelve-month  period, the Executive is incapable
of  substantially  fulfilling the duties set forth in this Agreement  because of
physical,  mental or emotional  incapacity resulting from injury,  sickness,  or
disease as determined by an  independent  physician  mutually  acceptable to the
Company and the Executive.  Upon any  termination of this Agreement due to death
or disability,  the Company will pay the Executive or his legal  representative,
as the case may be, any accrued  but unpaid  Base Salary  (which may include any
accrued  but unused  vacation  time)  through  the date of such  termination  of
employment plus any other compensation that may be due and unpaid.

                  (c) Voluntary  Termination.  Prior to any other termination of
this Agreement,  the Executive may, on ninety (90) days' prior written notice to
the Company given at any time during the Term, terminate his employment with the
Company. Upon any such termination with proper notice, the Company shall pay the
Executive any accrued by unpaid Base Salary through the date of such termination
of employment (not including any accrued but unused vacation time).

         7.       Restrictive Covenants.

                  (a) Competition with the Company.  The Executive covenants and
agrees that, during the Term of this Agreement and for a period of two (2) years
after termination of this Agreement,  the Executive shall not, without the prior
written  consent of the  Company,  directly  or  indirectly  (whether  as a sole
proprietor, partner, member, stockholder,  director, officer, employee or in any
other capacity as principal or agent) compete with the Company.  Notwithstanding
this  restriction,  Executive  shall be  entitled  to  invest  in stock of other
competing  public  companies  so long as his  ownership  is less than 5% of such
company's outstanding shares.

                  (b)  Disclosure  of  Confidential  Information.  The Executive
acknowledges  that  during  his  employment  he will  gain  and have  access  to
confidential   information  regarding  the  Company  and  its  subsidiaries  and
affiliates.  The Executive  acknowledges that such  confidential  information as
acquired  and  used by the  Company  or any of its  subsidiaries  or  affiliates
constitutes a special,  valuable and unique asset in which the Company or any of
its subsidiaries or affiliates,  as the case may be, holds a legitimate business


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interest.  All records,  files,  materials  and  confidential  information  (the
"Confidential  Information")  obtained  by the  Executive  in the  course of his
employment  with the Company shall be deemed  confidential  and  proprietary and
shall remain the exclusive property of the Company or any of its subsidiaries or
affiliates,  as the case may be. The Executive  shall not,  except in connection
with and as required by his performance of his duties under this Agreement,  (i)
use any  Confidential  Information  for his own  benefit  or the  benefit of any
person or entity with which he may be associated other than the Company; or (ii)
disclose  any  Confidential   Information  to  any  person,  firm,  corporation,
association  or other  entity for any reason or purpose  whatsoever  without the
prior  written  consent of the Board of Directors  of the  Company,  unless such
information  previously shall have become public knowledge  through no action by
or omission of the Executive.

                  (c) Subversion,  Disruption or Interference. At no time during
the  term of  this  Agreement  shall  the  Executive,  directly  or  indirectly,
interfere,  induce,  influence,  combine or conspire with, or attempt to induce,
influence, combine or conspire with, any of the employees of, or consultants to,
the Company to terminate their relationship with or compete with or ally against
the Company or any of its  subsidiaries  or  affiliates in the business in which
the Company or any of its subsidiaries or affiliates is then engaged in.

                  (d) Enforcement of Restrictions. The parties hereby agree that
any  violation by Executive  of the  covenants  contained in this Section 6 will
likely  cause  irreparable  damage  to  the  Company  or  its  subsidiaries  and
affiliates  and may be restrained by process  issued out of a court of competent
jurisdiction, in addition to any other remedies provided by law.

         8. Assignability.  The rights and obligations of the Company under this
Agreement  shall insure to the benefit of and be binding upon the successors and
assigns of the Company, provided that such successor or assign shall acquire all
or substantially all of the assets and business of the Company.  The Executive's
rights and  obligations  hereunder  may not be  assigned  or  alienated  and any
attempt to do so by the Executive will be void.

         9.  Severability.  If any  provision of this  Agreement is deemed to be
invalid  or  unenforceable  or is  prohibited  by  the  laws  of  the  state  or
jurisdiction  where it is to be performed,  this  Agreement  shall be considered
divisible as to such provision and such  provision  shall be inoperative in such
state or  jurisdiction  and shall not be part of the  consideration  moving from
either of the parties to the other.  The remaining  provisions of this Agreement
shall be valid and binding.

         10.      Miscellaneous.

                  (a)  Governing  Law. This  Agreement  shall be governed by and
construed and enforced in accordance with the internal,  substantive laws of the
State of Florida without giving effect to the conflict of laws rules thereof.

                  (b)  Waiver/Amendment.   The  waiver  by  any  party  to  this
Agreement  of a breach of any  provision  hereof by any other party shall not be
construed  as a waiver of any  subsequent  breach by any party.  No provision of
this  Agreement may be  terminated,  amended,  supplemented,  waived or modified
other than by an  instrument  in writing  signed by the party  against  whom the
enforcement of the termination, amendment, supplement, waiver or modification is
sought.

                  (c)  Attorney's  Fees.  In  the  event  any  legal  action  is
commenced to enforce the terms and conditions hereof, the prevailing party shall
be entitled to reasonable attorney's fees, costs and expenses.

                  (d) Entire  Agreement.  This Agreement  constitutes the entire
agreement  between the parties  with  respect to the subject  matter  hereof and
replaced and supersedes any prior agreements or understandings.

                  (e)   Counterparts.   This   Agreement   may  be  executed  in
counterparts, all of which shall constitute one and the same instrument.


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                           [Signature Page to Follow]





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

                                    COMPANY:

WITNESSES:                                           EAUTOCLAIMS.COM, INC.

_________________________________           By:_________________________________
                                                  Its:__________________________
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                                                       EXECUTIVE:

---------------------------------           ------------------------------------
                                                    Reed Mattingly
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