[EXHIBIT 10.11]

                       SDC International, Inc.

August 27, 2001


General Alexander M. Haig, Jr.
1155 Fifteenth Street, NW, Suite 800
Washington, DC 20005

Dear General Haig:

Thank you for your call today accepting our nomination and appointment
to the Board of Directors of SDC International, Inc.  To confirm our
agreement concerning the Board position as well as the separate matter
of the consulting agreement, we agree as follows:

1.   Membership on the Board of Directors of SDC International, Inc.
     ---------------------------------------------------------------

Effective upon closing of the Tatra acquisition by SDC International,
you will be a member of the Board of Directors of SDC International,
Inc.  This will be by appointment of our existing Board, which has the
authority to fill vacant positions by board vote.  The term of Board
membership shall be for two (2) years subject to reelection by the
stockholders.  Upon your joining the Board, Corporate Directors and
Officers Liability Insurance will be in effect.

Upon the signing of this agreement, SDC International will grant to
you a stock option to purchase 100,000 shares of common stock of SDC
International, Inc., at a price per share of $0.40.  The option shall
terminate ten (10) years after the date of grant and will vest fully
upon your becoming a member of the Board of Directors.

In addition, as a member of the Board you will receive five thousand
dollars ($5,000) (US) per meeting of the Board.  It is envisioned that
that Board will meet four (4) times per year.  All expenses incurred
in relation to your membership on the Board will be reimbursed upon
submission of invoices indicating such incurred expenses.

2.   Consulting Agreement
     --------------------

Upon signing of this Agreement, the terms of the Strategic Advisor
Agreement (Consulting Agreement) entered into on May 17, 1999 are
automatically renewed for an additional two (2) years effective May
17, 2001, except as hereafter modified.

Modification of the terms of the 1999 Strategic Advisor Agreement as
renewed:  In addition to the 100,000 shares of capital stock issued to
you on May 17, 1999 with the original Agreement, you will receive the
following additional consideration for renewing the Strategic Advisor
Agreement.  Effective upon signing of this agreement, SDC
International, Inc. will issue to you a fully vested stock option to
purchase 300,000 shares of SDC International, Inc. common stock, at
a price of $0.40 per share.  The option shall terminate ten (10)
years after the date of grant.


<PAGE>



In accordance with paragraph 2b of the original Strategic Advisor
Agreement, you received $75,000 of the $160,000 (US) rightfully earned
for your performance as an advisor through October 31, 1999.  Upon
closure of the Tatra acquisition, the remaining $85,000 owed to you as
of October 31, 1999 for your performance as an advisor will be paid to
you.

Paragraph 2d of the original Strategic Advisor Agreement is replaced
with the following:  Company and Advisor agree that the Advisor shall
receive additional compensation of one (1) to two (2) percent of the
total gross contract value of any contract entered into by SDC
International, Inc., Tatra or any of its subsidiaries, for which the
Advisor assisted in securing the contract.  The chairman of SDC
International, Inc. and the Advisor shall agree in writing as to the
level of additional compensation prior to the conclusion of such a
contract or contracts with the potential customer.  Such additional
compensation shall be paid to the Advisor in a timely fashion as SDC
International, Tatra or any subsidiary receives payment under such
contract(s) with a customer.

Further, post-Tatra acquisition, SDC International, Inc. will provide
for the Advisor the exclusive use of an office, at no cost to the
Advisor, within SDC's offices in Palm Beach Florida.

With the above noted stock options, your total holding is 100,000
shares of common stock of SDC International, Inc. and options to
purchase 400,000 shares of SDC International, Inc. stock.  We look
forward to your continuing association in building our company, and
creating excellent value for us and for all our shareholders.

If the foregoing meets with your agreement and acceptance, please sign
below and return a copy to me by fax to 561-882-9310.

With warm personal regards.


/s/Ronald A. Adams
-------------------------------         Agreement accepted:
Ronald A. Adams
Chairman of the Board
SDC International, Inc.                 /s/Alexander M. Haig, Jr.
                                        -------------------------------
                                        Alexander M. Haig, Jr.

                                        9/7/01
                                        -------------------------------
                                        Date

<PAGE>