PLEDGE AGREEMENT
                                ----------------

PLEDGE  AGREEMENT,  dated as of April 23, 2003  (hereinafter  referred to as the
"Pledge  Agreement"),  made  by CNE  Group,  Inc.  (hereinafter  referred  to as
"Pledgor") and Gary Eichsteadt, (hereinafter referred to as "Pledgee").

                               W I T N E S S E T H

     WHEREAS,  Pledgor,  to  induce  Pledgee  to  accept  as  consideration  for
Pledgee's sale of right,  title and interest in U.S.  Patent No.  6,060,979 (the
"Patent")to  Pledgor  pursuant to an Agreement of Sale of even date herewith for
an aggregate of two million dollars  ($2,000,000)  which is evidenced by four 8%
subordinated  promissory  notes (the  "Notes") of even date issued by Pledgor to
Pledgee desires to provide security to Pledgee, and

     WHEREAS,  to secure said obligation,  Pledgor agrees to transfer and assign
to Pledgee all of the capital stock that it owns of SRC  Technologies,  Inc. and
of Econo Comm, Inc. in addition to the right,  title and interest in the. Patent
(the "Pledged  Assets") in accordance with the terms of this Pledge  Agreement ,
and

     WHEREAS, the Pledged Assets shall be held by Pledgee as collateral security
as provided herein for the prompt payment of the Notes.

     NOW THEREFORE,  in  consideration  of the premises,  and for other good and
valuable consideration, receipt of which is hereby
acknowledged, Pledgor and Pledgee hereby agrees as follows:

1. Pledge. Pledgor hereby pledges, assigns, hypothecates, transfers and delivers
to Pledgee,  and grants to Pledgee a first lien on and security  interest in the
Pledged  Assets  together  with  appropriate  undated  stock  powers  and patent
assignment  duly executed in blank;  together with (subject to the provisions of
Section 4 hereof) all income and profits thereon, all distributions thereon, all
other proceeds  thereof and all rights and  privileges  pertaining  thereto,  as
collateral security for (a) the prompt and complete payment when due (whether at
the stated  maturity,  by acceleration or otherwise) of the unpaid principal and
interest on the Notes  issued to evidence  the balance due to Pledgee by Pledgor
(the foregoing hereinafter being called the "Obligation"):

     TO HAVE AND TO HOLD all and singular the Collateral Security (as defined in
Section 3 hereof) unto Pledgee,  his successors and assigns until the Pledgor is
obligated  to return the  Collateral  Security  as  provided in Section 5 below.
Delivery of  Collateral  Security  shall be made to Barry  Feiner,  Esquire (the
"Escrow  Agent"),  counsel  for  Pledgee,  and shall be held by him on behalf of
Pledgee in accordance  with the terms of this Agreement and an Escrow  Agreement
among Pledgor, Pledgee and Escrow Agent dated as of the date hereof.

2. Stock  Dividends,  Distributions.  If,  while this  Agreement  is in  effect,
Pledgor shall become entitled to receive or shall receive any stock certificate,
notes of other  security in respect of the  Pledged  Assets  (including  without
limitation,  any certificate  representing a stock dividend or a distribution in
connection  with any  reclassification,  increase or  reduction  of capital,  or
issued in connection with any reorganization),  option or rights,  whether as an
addition  to, in  substitution  of, or in exchange for any shares of any Pledged
Assets, or otherwise,  Pledgor, agrees to accept the same as Pledgee's agent and
to hold the same in trust on behalf of and for the benefit of Pledgee subject to
the terms hereof, as additional Collateral Security for the Obligations.

3. Collateral Security.  All property at any time pledged with Pledgee hereunder
or in which Pledgee is granted a security interest hereunder,  including but not
limited to the Pledged Assets,  (whether described herein or not) and all income
therefrom and proceeds  thereof,  are herein  collectively  sometimes called the
"Collateral Security.".


4. Cash Dividends, Payments on Pledged Subsidiary Receivables;  Unless a default
under the Notes shall have occurred and be continuing, Pledgor shall be entitled
to receive all cash  dividends  and other income,  receivables  and/or cash flow
paid in respect of the Pledged Assets.

5. Re-delivery of Collateral Security;  Termination of Agreement.  Pledgee shall
be obligated to return the Collateral  Security to Pledgor immediately after the
first to  occur  of the  Notes  being  fully  satisfied  or the  holders  of the
CareerEngine   Network,   Inc.   12%   Subordinated    Convertible    Debentures
("Debentures")  having converted all of their Debentures into equity securities,
and shall  effect such return  within ten banking days  thereafter,  after which
this Agreement shall terminate immediately.


6. Remedies;  Restrictions  Thereon. In the event that a default under the Notes
shall occur and shall  continue  beyond the applicable  cure period,  if Pledgor
fails to cure such  default  within 30 days after  Pledgee  gives notice of such
default to Pledgor,, Pledgee thereafter,  without demand of performance or other
demand, advertisement or further notice of any kind (except the notice specified
below of time and place of public or private sale) to or upon the Pledgor or any
other person (all and each of which demands,  advertisements  and/or notices are
hereby  expressly  waived),  may forthwith  collect,  receive,  appropriate  and
realize upon the Collateral Security, or any part thereof,  and/or may forthwith
sell,  assign,  give an option  or  options  to  purchase,  contract  to sell or
otherwise dispose of and deliver said Collateral Security,  or any part thereof,
in one or more  parcels at public or  private  sale or sales,  at any  exchange,
broker's or elsewhere  upon such terms and  conditions as he may deem  advisable
and at such  prices as he may deem  best,  for cash or on  credit or for  future
delivery  without  assumption of any credit risk, with the right to Pledgee upon
any such sale or sales,  public or private, to purchase the whole or any part of
said  Collateral  Security so sold, free of any right or equity or redemption in
the Pledgor,  which right or equity or redemption is hereby  expressly waived or
released. Pledgee shall apply the net proceeds of any such collection, recovery,
receipt,  appropriation,  realization  or sale,  after  deducting all reasonable
costs and expenses of every kind  incurred  therein or  incidental  to the care,
safekeeping or otherwise of any and all of the Collateral Security or in any way
relating to the rights of Pledgee  hereunder,  including  reasonable  attorney's
fees and legal expenses,  to the payment in whole or in part, of the Obligations
in such order as Pledgee may elect.  Anything to the contrary not  withstanding,
Pledgee  shall have no right to exercise  any remedy set forth in this Section 5
unless and until all  Senior  Debt,  as  defined in the Notes,  has been paid in
full.

7. Representations, Warranties and Covenants of the Pledgor. Pledgor represents,
warrants and agrees that it is the legal,  record and  beneficial  owner of, and
has good and  marketable  title to, the  Pledged  Assets,  subject to no pledge,
lien,  mortgage,  hypothecation,  security  interest,  charge,  option  or other
encumbrance  whatsoever,  except the lien and security  interest created by this
Pledge Agreement.

8. No  Disposition,  etc.  Without the prior  written  consent of  Pledgee,  the
Pledgor agrees that it will not sell, assign,  transfer,  exchange, or otherwise
dispose of, or grant any  options,  warrants or  agreements  of any kind or with
respect  to, the  Collateral  Security,  nor will it create,  incur or permit to
exist any pledge,  lien,  mortgage,  hypothecation,  security interest,  charge,
option or any other encumbrance with respect to any of the Collateral  Security,
or any  interest  thereon,  of any  proceeds  thereof,  except  for the lien and
security interest provided for by this Pledsge Agreement.

9.  Further  Assurances.  Pledgor  agrees that at any time and from time to time
upon the  written  request of Pledgee,  Pledgor  will  execute and deliver  such
further  documents and to such further acts and things as Pledgee may reasonably
request in order to effect the purposes of this  Agreement and if Pledgor should
fail or be unable to do so,  Pledgor  hereby grants Pledgee a power coupled with
an interest to execute and deliver such documents as Pledgor's attorney-in-fact.

10.  Severability.  Any provision of this Pledge Agreement that is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
to the extent of such prohibition or unenforceability  without  invalidating the
remaining provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render  unenforceable such provision in any
other jurisdiction.

11. Recitals.  The recitals set forth above are hereby  incorporated herein as a
part hereof.

IN WITNESS WHEREOF, the Pledgor and Pledgee have caused this Pledge Agreement to
be duly executed as of the day and year first above written.

                                                     CNE Group, Inc. Pledgor

                                                 By:____________________________
                                                    George W. Benoit , President


                                                 By:____________________________
                                                      Gary Eichsteadt, Pledgee