INVT     InvestAmerica,  Inc.

Mr.  Rick  Connole                                  July  20,  2000
84  Elgin  Road
PO  Box  1136
Pocasset,  MA  02559

Dear  Rick:

Position  Offered.
-----------------

Subject  to  board  approval,  I  am  pleased  to offer you the position of Vice
President of Business Development with INVT for a 3 year term effective July 24,
2000.  Your  function will be primarily to assist the company in raising capital
although  you  may also be assigned other projects at the discretion of the CEO.
You  will  report  to the CEO until the CFO is appointed, at which time you will
then  report  to  the  CFO.

Independent  Contractor.
-----------------------
You  will  be  retained  as  an  independent  contractor.

Remuneration.
------------
(a)     Financing.
        ---------
The nature of each proposed financing and the identity of each proposed investor
shall  be  presented  to  the  company  for approval.  If approved, they will be
considered  on  your  "protected  list".

You  will be paid a commission on any financing on your protected list concluded
by the company of which you are the demonstrably effective cause.  Commission is
earned  upon  closing  and  payable  within  30 days after closing.  The rate of
commission  will be calculated as follows and may, at the option of the company,
be  paid  in  stock  of the company at the rate of average previous 30 US market
price.

(i)     Where the company is not required to pay any amounts to third parties in
the nature of a discount or commission, your commission will be 5% of the amount
financed;

(ii)     Where  the  company  is required to pay any amounts to third parties in
the nature of a discount or commission, your commission will be 2% of the amount
financed.

Any  financing  not  derived  from  your direct efforts will not qualify for the
payment  of  a  commission.  To  verify  direct efforts you will supply detailed
progress  reports  at  least  monthly.

<PAGE>

(b)     Other  Services.
        ---------------
If requested in writing by the CEO of the company you may be required to perform
services  other  than  corporate  finance,  such  as  negotiating  contracts and
participating  in  search committees.  For such other services properly rendered
you  will  be  paid at the rate of US $100 per hour ($1,000 per day maximum) and
you  will  be  required  to  provide  records  of any time billed.  Invoices for
services  will  be  submitted  on  a  bi-weekly basis and will be paid within 30
business  days.  Where  you  are  required  to  travel  long  distances  in  the
performance  of such other services you will be paid for travel time at the rate
of  $500  per  day.  Short haul travel time will be included in your maximum per
day  rate.

(c)     Expenses.  You  will  be reimbursed for reasonable pre-approved expenses
        --------
incurred  in  connection  with  the  performance of your services.  Receipts are
required.  Expense  reports  will  be submitted on a bi-weekly basis and will be
reimbursed  within  10  business  days.

(d)     Stock  Options.
        --------------
You  will  be  granted  options  to  purchase 100,000 shares of INVT stock.  The
option  price will be set by the board of directors at its next meeting, at then
current  US  market price.  The options will have a 3 year term and will vest in
equal  monthly  increments  from  the  date they are set.  These options will be
subject  to  the  provisions  of  INVT's Stock Option Plan.  The options will be
granted  in  your  name  and  are  non-transferrable.  If  your  engagement  is
terminated  for any reason before the expiry of the 3 year term, any unexercised
vested  options  shall  be  exercisable  for  30  days  following  the  date  of
termination  and  any  unvested  options  will  be  cancelled  as of the date of
termination.

Termination.
-----------
This  agreement  may  be  terminated  by  either party at any time with 30 days'
notice  to  the other party.  Deals in progress which are on your protected list
and  which  close  within  3  months  of  your  termination date will be paid in
accordance  with  paragraph  (a)(ii).

Confidentiality.
---------------
During  your  engagement  you  will  have  access  to and will be entrusted with
detailed confidential information and trade secrets relating to the business and
affairs  of the company and its affiliates.  You acknowledge that the disclosure
of  confidential  information  and trade secrets to competitors or to the public
would  be  highly  detrimental  to  the  best  interests  of the company and its
affiliates,  and  that  the  right  to  maintain  the  confidentiality  of  such
confidential  information  and trade secrets constitute proprietary rights which
the  company  and  its  affiliates  are  entitled  to  protect.

Accordingly  you  will  not,  during  the term of your engagement or at any time
thereafter,  disclose to any person, firm or corporation or otherwise use any of
such  confidential  information,  trade secrets or any other private information
which you may acquire during the course of your engagement for any purpose other
than  the best interests of the company and/or its affiliates.  In all instances
of  disclosure  you  shall first obtain the written consent of the company.  You
also  agree  to  ensure, by agreement, instruction or otherwise, compliance with
these  confidentiality  obligations  by  your employees, agents, consultants and
others who are permitted access to or use of such confidential information.  You

<PAGE>

agree  that remedies at law may be inadequate to protect against breach of these
confidentiality  obligations  and  therefore  you  consent  to  the  granting of
injunctive  relief,  whether  temporary,  preliminary  or final, in favor of the
company  without  proof  of actual damages.  This provision does not waive other
actions  or  remedies.

Entire  Agreement.
-----------------
This  document fully includes or describes all principal terms and conditions of
your  engagement  and  there  are  no  other  representations  either  verbal or
otherwise.

Please  indicate  your  acceptance  of  this  offer  by  signing  below.
Yours  truly,

INVESTAMERICA,  INC.


/s/ Doug Smith
DOUG  SMITH
President  and  CEO


/s/ Rick Connole       July 21, 2000
RICK  CONNOLE          Date