EMPLOYMENT AGREEMENT


Agreement dated January 1, 2000, between Whirlwind  Marketing,  LLC (hereinafter
the Company) and James Gallagher (hereinafter the Employee).

     The Company  employs the Employee,  and the Employee agrees to be employed,
on the following terms and conditions:

1.   TERM OF  EMPLOYMENT.  Subject to the  provisions  for  earlier  termination
     herein,  employment will begin on 01/01/2000 and go through 01/01/2002.  (2
     years)

2.   SALARY.  The  Company  shall pay  Employee  a salary of $ 45,000  per year,
     payable: Bi-monthly and bonus based on profitability.

3.   DUTIES AND POSITION.  The Company hires the Employee in the capacity as VP,
     Marketing,  Employee's  duties will generally be: to be responsible for all
     marketing and sales efforts for all products of the company.

The  Employee's  duties may be reasonably  changed,  increased or reduced at the
Company's direction.

4.   EMPLOYEE TO SERVE AS OFFICER IF ELECTED.  Should the Employee be elected or
     appointed a director or officer of the Company during his  employment,  the
     Employee  shall  serve in such office  without  further  compensation.  The
     Company  is not  required  by this  agreement  to  cause  the  election  or
     appointment of the Employee.

5.   EMPLOYEE  SHALL DEVOTE FULL TIME TO COMPANY.  The Employee will devote full
     time and  attention to the  business of the Company,  and during his or her
     employment,  will not engage in any other business activity,  regardless of
     whether  such  activity  is pursued for profit,  gain,  or other  pecuniary
     advantage.  However,  the Employee is not prohibited  from making  personal
     investments in any other  businesses,  so long as those  investments do not
     require  Employee to participate in the operation of the companies in which
     he or she invests.

6.   CONFIDENTIALITY OF CUSTOMER LIST. Since the list of the Company's customers
     is a valuable,  special,  and unique  asset of the  Company,  the  Employee
     agrees, during or after the term of his employment, not to reveal the list,
     or any part of it, or other trade secret to any person, firm,  corporation,
     association, or any other entity. The Company shall be entitled to restrain
     the Employee from  disclosing the list, or any other trade secret,  or form
     rendering  any  services  to any  entity  to whom  the  list has been or is
     threatened  to be disclosed.  The right to an injunction is not  exclusive,
     and the Company may pursue any other  remedies it has against the  Employee
     for a breach or threatened breach of this condition, including the recovery
     of damages.

7.   EXPENSE   REIMBURSEMENT.   The  Employee  may  incur  reasonable  expenses,
     including  expenses  for  entertainment,  travel,  and similar  items.  The
     Company  shall  reimburse  the Employee for all business  expenses if prior
     approved  by an officer  of the  company  after the  Employee  presents  an
     itemized account of his expenditures.


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8.   VACATION. Employee is entitled to a yearly vacation of 2 weeks at full pay.
     The  Employee  shall take his yearly  vacation  over a  consecutive  period
     beginning on or after n/a and end on or before n/a .
                           ---                      ----

9.   DISABILITY.  If the Employee cannot perform hereunder because of illness or
     incapacity for a period of more than 8 weeks,  the  compensation  otherwise
     due  Employee  during  said  illness or  incapacity  shall be reduced by 60
     percent.  Employee's full  compensation  shall be reinstated upon return to
     work.  However,  if the Employee is  continuously  absent from work for any
     reason for a period of over 6 months,  the Company may  terminate  Employee
     and the Company's  obligations  under this agreement shall be discharged on
     that date.

10.  TERMINATION  OF AGREEMENT.  Without  cause,  the Company may terminate this
     agreement at any time upon 30 days written  notice to the Employee.  Should
     the Company request,  the Employee shall continue to work and be paid up to
     the date of termination.  In addition,  the Company shall pay Employee upon
     termination a severance  allowance of two months  salary,  less  deductions
     required to be withheld. Further, without cause, the Employee may terminate
     this agreement  upon 30 days written notice to the Company.  Employee shall
     work and be paid the regular salary up to the date of termination, but will
     not  receive  a  severance  allowance.  In  addition,  and  notwithstanding
     anything  to the  contrary  contained  in this  agreement,  the Company may
     terminate  the  Employee's  employment  upon 30 days notice to the Employee
     upon any of the following events:

          (a)  Sale of  substantially  all of the  Company's  assets to a single
               purchaser or group of associated purchasers; or

          (b)  Sale, exchange, or other disposition of 51 percent or more of the
               Company's outstanding corporate shares; or

          (c)  Company's termination of its business, or

          (d)  Merger or  consolidation of the Company in a transaction in which
               the Company's  shareholders  receive less than n/a percent of the
                                                              ---
               outstanding voting shares of the surviving corporation.

11.  DEATH BENEFIT.  The Company will pay to the Employee's estate,  upon death,
     any  compensation  due  Employee  up to the end of the  month in which  the
     Employee dies.

12.  NON-COMPETITION.  For  two  years  after  the end of  this  agreement,  the
     Employee shall not, within a 10 mile radius of the Company's  present place
     of business,  directly or indirectly own, manage,  operate,  or control any
     business similar to that presently conducted by the Company.


Signed this day of ________________
By ________________                                ____________________________
Company Officer                                             Employee