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                                                                  EXHIBIT 10.19

                         EMPLOYMENT AGREEMENT

        This Employment Agreement between George C. Pappas ("you"
or "Employee") and CyberCash, Inc., a Delaware corporation with
offices at 2100 Reston Parkway, Reston, Virginia (with its
successors, the "Company") is entered into as of December 15,
1999 and sets forth the terms and conditions of your employment
by CyberCash.


1.      SCOPE

        a)      You will act as Executive Vice President,
                International and Strategic Business Alliances, of the
                Company, and in that capacity you will report directly
                to the Chief Executive Officer. You will be
                responsible for managing the Company's international
                alliances and strategic development. From time to time
                the President may change your title and
                responsibilities, but not to a lesser title than
                Executive Vice President and responsibilities
                concomitant with those of a senior executive who
                reports directly to the President of a corporation
                similar to the Company.

        b)      You agree not to engage in any other employment or
                activity at any time during your employment with the
                Company which materially interferes with the
                performance of your duties for the Company.

2.      TERM OF EMPLOYMENT

The term of this Employment Agreement shall commence on the date
set forth above and, unless renewed by written agreement, shall
terminate on December 31, 2003, above; provided that, subject to
the Company's compliance with its obligations under Section 3,
below either you or the Company may terminate this Agreement
prior to the expiration of its term.

3.      COMPENSATION AND BENEFITS

        a) Your compensation will consist of the following:

           i)   An annual base salary of $190,000, to be paid
                bi-monthly in arrears into a bank account designated
                by you. You will be responsible for the payment of any
                taxes due. Your base salary shall be evaluated
                annually by the Compensation Committee of the Board of
                Directors with consideration given to a salary
                increase.

           ii)  You have already been granted certain stock
                options and will be considered for the grant of
                additional options from time to time in recognition of
                your achievement.

           iii) You will be eligible for bonuses under the
                Company's standard bonus plan as in effect from time
                to time.



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        b) The Company shall provide you the following additional
           benefits:

           i)   Health insurance benefits for you and your family, in
                accordance with the Company's standard health
                insurance plan for executives.

           ii)  Twenty-three days per year of paid vacation.

           iii) Reimbursement of pre-approved business expenses.

        c) If (a) your employment with the Company is terminated
           by the Company other than for cause, or (b) there is a
           Change of Responsibilities (as defined below):

           i)   You will be entitled to severance pay equal to your
                then current base salary (without benefits, but not
                less than $190,000 per annum) for 12 months, paid in
                equal monthly installments, plus a bonus equal to the
                amount of any annual bonus you were paid for the
                calendar year immediately preceding the termination of
                your employment. (These payments will be treated as
                compensation income for purposes of applicable
                federal, state, and local taxes.)

           ii)  All unvested stock options granted to you by the
                Company or its successor shall vest and become
                immediately exercisable in full.

           iii) The Company will continue for 12 months the same
                health (including dental) and disability insurance
                benefits you were receiving prior to your termination.

        d) For the purposes of this Agreement:

           i)   Cause for termination shall exist if: (a) you fail or
                refuse to perform your duties (not including a failure
                to perform due to a disability entitling you to
                disability benefits) and your failure or refusal
                continues after written notice; (b) you are convicted
                for a crime constituting a felony involving moral
                turpitude; or (c) you commit a material act of fraud
                or dishonesty resulting in substantial harm to the
                Company.

           ii)  There would be a Change of Responsibilities if because
                of actions of the Chief Executive Officer or the Board
                of Directors of the Company you no longer were
                reporting directly to the Chief Executive Officer or
                were no longer performing functions normally performed
                by an Executive Vice President of a corporation
                similar to the Company or were no longer reporting
                directly to the Chief Executive Officer of the Company
                or its successor.



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4.      CONFIDENTIAL INFORMATION.

        a)     In the course of your employment, the Company will
               disclose to you confidential information
               concerning, among other things, the Company's
               existing and prospective clients, existing and
               contemplated products and services, inventions,
               software, and other matters and information
               received from the Company clients, any affiliated
               entities of the Company, and other third parties,
               which information constitutes valuable assets of
               the Company ("Confidential Information").  The term
               "Confidential Information" shall include all
               information that is not known by, or generally
               available to the public at large and that concerns
               the business or affairs of the Company and its
               affiliated entities, including, but not limited to,
               technology, methods of operation, and information
               regarding clients of a party hereto. The Company
               shall have no obligation to specifically identify
               any information as constituting Confidential
               Information in order for it to be entitled to
               protection as such.

        b)     You will not, at any time during or after your
               employment, without the prior written consent of
               the Company, use any portion of the Confidential
               Information for any purpose other than as
               contemplated herein, and you agree that:

               i)     You will hold all Confidential Information in
                      the strictest confidence, and will exercise at
                      least the same care with respect thereto as
                      you exercise with respect to your own
                      proprietary and confidential information, and
                      will not, without the Company's prior written
                      consent, copy or disclose any portion thereof
                      to any third party except as contemplated
                      herein; and

               ii)    You will not remove or permit to be removed
                      from any Confidential Information any notice
                      placed thereon by the Company indicating the
                      confidential nature of, or the proprietary
                      right of the Company in such items.

        c)     The foregoing shall not prohibit or limit your use of
               information (including, but not limited to, ideas,
               concepts, know-how, techniques, and methodologies)
               which:  (i) are already known to you; (ii) are
               independently developed by you; (iii) were received by
               you on a non-confidential basis, prior to receipt from
               the Company, from a third party lawfully possessing
               and lawfully entitled to disclose such information; or
               (iv) becomes part of the public domain through
               circumstances unrelated to any breach by you of this
               Agreement.

        d)     In the event you become aware that any person or
               entity is taking or threatens to take any action which
               would violate any of the foregoing provisions were
               that person or entity a party to this Agreement, you
               shall promptly and fully advise the Company (with
               written confirmation as soon as practicable
               thereafter) of all facts known to you concerning such
               action or threatened action.  You shall not in any



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               way aid, abet or encourage any such action or threatened
               action.  You agree to cooperate in all reasonable ways
               to prevent such action or threatened action, and you
               agree to do all reasonable things and cooperate in all
               reasonable ways as may be requested by the Company to
               protect the trade secrets, and proprietary rights of
               the Company in and to the Confidential Information.

5.      OWNERSHIP OF WORK.

        a)     The Company shall own and you hereby assign to the
               Company all right, title and interest in any
               invention, technique, process, device, discovery,
               improvement or know-how, patentable or not, including
               all trade secrets and copyrights, in and to the
               following works created by you during the term of your
               employment on the Company's premises or at any other
               location:  (i) works that relate to or are derived
               from the actual or anticipated business of the
               Company, and (ii) works that result from or are
               derived from any services performed by you or, if not
               actually performed, services requested by the Company
               to be so performed (collectively the "Contract
               Work").  The Company shall own such Contract Work even
               if you create such Contract Work outside normal
               working hours and regardless of the ownership of the
               equipment used to create such Contract Work.  Such
               Contract Work shall include program codes and
               documentation.

        b)     To the extent that any such Contract Work does not
               qualify as works made for hire under U.S. copyright
               law, you hereby assign to the Company and agree to
               assign to the Company, irrevocably and in perpetuity,
               any and all right, title and interest that you may
               have in and to the Contract Work.  Promptly upon the
               Company's request, you agree that you will execute any
               appropriate assignment document.

        c)     If you alone or jointly with others make or conceive
               of any invention, technique, process, or other
               know-how, whether patentable or not, in the course of your
               employment, which relates in any manner to the actual
               or anticipated business of the Company (collectively,
               "Inventions"), you hereby assign to the Company your
               entire right, title and interest in such Inventions.
               You will disclose any such Inventions to an officer of
               the Company and will, upon request, promptly sign a
               specific assignment of title to the Company, and do
               anything else reasonably necessary to enable the
               Company to secure patent, trade secret or any other
               proprietary rights in the United States or foreign
               countries.

        d)     You hereby agree, at the Company's request, to assist
               the Company and its nominees to secure, maintain, and
               defend for the Company's own benefit all copyrights
               and patents, and other proprietary rights in the
               Contract Work in any and all countries.  Your
               obligations to assist the Company in obtaining and
               enforcing its proprietary rights in the Contract Work
               shall continue beyond the termination or expiration of
               this Agreement, but the Company shall compensate you
               for any assistance rendered after such expiration or
               termination at a reasonable rate for time actually
               spent by you at the Company's request.



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        e)     You understand that you may continue to work on, and
               retain rights to, projects of your own interest
               outside of the Company which do not in any way compete
               or conflict with the current or planned business of
               the Company provided that (i) they do not fall under
               the paragraphs titled "Ownership of Works" above; and
               (ii) they do not interfere in any way with your time
               at work or duties for the Company.  You understand
               that you are not permitted to engage in any outside
               business activities while employed by the Company
               which compete with or conflict with the current or
               planned business of the Company.

6.      EQUITABLE RELIEF.

        a)     Because any breach by you of the promises set forth in
               Sections 4 and 5 herein would cause irreparable harm
               and significant injury which dollar amount would be
               difficult to ascertain and which in fact would not be
               compensable by money damages alone, you agree that the
               Company shall have the right to enforce this Agreement
               and any of such provisions by injunction, specific
               performance or other equitable relief without
               prejudice to any other rights and remedies that the
               Company may have for breach of this Agreement.

        b)     You hereby consent to the personal jurisdiction of the
               U.S. federal courts in the Commonwealth of Virginia
               over you in connection with all disputes regarding
               this Agreement and agree that all disputes regarding
               this Agreement shall be exclusively settled in those
               courts.

7.      RESTRICTIVE COVENANTS.

        a)     You further agree that, unless the Company has
               materially failed to meet its obligations under
               this Agreement, during your employment by the
               Company and for a period of 12 months (or, if you
               were employed by the Company for less than 12
               months and you are not receiving the above
               described severance pay, for a shorter period
               equal to the duration of your employment by the
               Company) commencing on the date of termination of
               your employment with the Company (the
               "Termination Date"), you shall not:

               i)     solicit business or perform work for any of
                      the Company's clients, or for any of the
                      Company's prospective clients to whom the
                      Company has made written proposals within
                      six months prior to the Termination Date,
                      either directly or indirectly, for the
                      benefit of anyone other than the Company or
                      participate or assist in any way in the
                      solicitation of business from or performance
                      of work for any such clients as an
                      independent contractor or consultant to any
                      other entity unless the business being
                      solicited or the work being performed is not
                      directly competitive with the services and
                      products provided by the Company to such
                      clients (the business of the Company is
                      international in scope, therefore, the
                      restrictions of this paragraph shall apply
                      worldwide);


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               ii)    hire any employee of the Company, or
                      knowingly attempt to induce any employee of
                      the Company to leave the Company's employ;

               iii)   either directly or indirectly, alone or in
                      association with others, become an employee,
                      officer, director, partner or five percent
                      or greater stockholder of, or consultant to,
                      any entity which engages in the development,
                      sale or marketing of software or services to
                      enable electronic payments, or in any other
                      business which is directly competitive with
                      any business conducted by the Company; and

               iv)    enter the employ of any person, firm or other
                      entity engaged in any business that directly
                      competes with the Company Business, as defined
                      below, or render any services to any person, firm
                      or other entity for use in directly competing
                      with the Company Business.

        b)     You acknowledge that (i) the Company is engaged and in
               the future will be engaged in the business of
               providing technology and services to enable electronic
               payments (the foregoing, together with any other
               businesses that the Company engages from the date
               hereof to the date of the termination of this
               Agreement, being hereinafter referred to as the
               "Company Business"); (ii) your services to the Company
               have been and will continue to be special and unique
               and have immeasurable value to the Company; (iii) your
               work for the Company allows you access to trade
               secrets of and confidential information concerning the
               Company; (iv) the Company Business is national and
               international in scope; (v) the Company would not have
               entered into this Agreement and employed you but for
               the agreements and covenants contained in this
               Agreement; and (vi) the agreements and covenants
               contained in this Agreement are essential to protect
               the business and goodwill of the Company.

8.      GOVERNING LAW AND SEVERABILITY.

        This Agreement shall be governed by and construed in
accordance with the laws of the Commonwealth of Virginia.  If
any provision of this Agreement is for any reason found by a
court of competent jurisdiction to be unenforceable, that
provision will be enforced to the maximum extent permissible,
and the remainder of this Agreement shall continue in full force
and effect.

9.      NOTICES.

        Any notices required or permitted hereunder shall be given
to the appropriate party at the address specified above or at
such other address as the party shall specify in writing.  Such
notice shall be deemed given upon personal delivery to the
appropriate address or three days after being sent by certified
or registered mail or Federal Express.


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10.     ENTIRE AGREEMENT AND MODIFICATION.

        This Agreement contains the entire agreement between you
and the Company concerning the subject matter hereof and
supersedes all prior agreements and understandings.  This
Agreement may be modified only by a writing signed by the
parties hereto.  If the terms of this offer of employment are
acceptable to you, please sign and return the enclosed copy of
this letter, confirming your agreement with the foregoing.

George C. Pappas                            CyberCash, Inc.














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