Exhibit  10.14
                                    AGREEMENT
                                    ---------

This  Agreement  (the  "Agreement")  is  made this 22nd   day of May 2003 by and
between  FTS Apparel, Inc. with an address at 301 Oxford Valley Rd., Suite 1202,
Yardley,  Pa 19067 ("FTS") and American Connections Florida, LLC with an address
at  5601  Power  Line  Road,  #107,  Fort  Lauderdale,  Florida  33309  ("ACL").

     W  I  T  N  E  S  S  E  T  H  :
     -------------------------------

     WHEREAS,  ACL  is a tenant of approximately 900 square feet of space at the
premises  located  at  8802  Rocky Creek Drive, Suite 105, Tampa, Florida, 33615
(the  "Premises")  pursuant  to the Lease Agreement dated August 22, 2001 by and
between  DRP  Company  of Alabama, Inc. ("DRP" or "Landlord"), with an office at
4625  North  Manhattan Avenue, Suite H, Tampa, Florida 33614 as landlord and ACL
as  tenant,  (the  "Lease"),  by  which  DRP  leased  to  ACL  the  Premises;

     WHEREAS,  ACL  desires  to  convey, sell, transfer, assign and deliver unto
FTS,  its successors and assigns, all of ACL's estate, right, title and interest
in,  to  and  under  the  Lease,  and FTS desires to assume all of ACL's estate,
right,  title  and  interest  in,  to  and  under  the  Lease.

     WHEREAS,  ACL  has  paid the Landlord for the Lease the sum of $925.00 as a
security  deposit.  (the  "Security  Deposit");

     NOW,  THEREFORE,  in consideration of the following promises, and for other
good  and  valuable  conside-ration,  the  sufficiency  and receipt of which the
within parties do hereby acknowledge, and in further consideration of the mutual
prom-ises,  covenants  and agreements contained herein, the parties hereto agree
as  follows:

1.     ACL and FTS hereby agree that effective May 22nd , 2003, ACL shall assign
to  FTS  and  FTS  shall  assume  from ACL all of ACL's estate, right, title and
interest  in,  to  and  under  the  Lease,  by  entering into the Assignment and
Assumption  Agreement  annexed  hereto  as  Exhibit  A  ("Assignment").

2.     As  a  consequence of the parties' entering into the Assignment, from May
22nd  ,  2003  forward,  FTS  shall  be  responsible  for  any  and all rent and
additional  rent  payments  due  to the respective landlords under the Lease, as
well  as any costs and expenses associated with, concerning, referring to and/or
relating  to  the  Premises.

Except as previously set forth, FTS shall hereafter be obligated to pay all rent
and  additional  rent  payments  for  the  Lease,  directly  to  the  Landlord.

In  accordance  with  the  accompanying  Assignments,  FTS  agrees that it shall
indemnify  ACL  with  respect  to  any claims made by any third party and/or the
Landlord  as  against  ACL,  its  parent  company,  affiliates, etc. concerning,
referring  to  and/or  relating  to  the  Lease.

3.     In  consideration  of  the foregoing assignment, FTS hereby agrees to pay
ACL  $25,000  (Twenty-Five  Thousand  Dollars) for ACL's agreement to assign the
Lease  to  FTS,  which  amount  FTS  agrees  to  pay  to  ACL  as  follows:

-     $7,500.00  (Seven-Thousand  Five-Hundred  Dollars)  to be paid at closing;
-     $7,500.00  (Seven-Thousand  Five-Hundred Dollars) to be paid 60 days after
closing  date;
-     $7,500.00  (Seven-Thousand  Five-Hundred Dollars) to be paid 90 days after
closing  date;  and
-     $2,500.00  (Two-Thousand  Five-Hundred  Dollars) to be paid 120 days after
closing  date.


4.     Each  payment  must be made by FTS so as to be received by ACL in hand at
5601  Power  Line  Road, Suite #107, Fort Lauderdale, Florida 33309 on or before
designated  due  date.

5.     In  the  event  that  FTS  fails  to  make  timely  payment,  in good and
collectible  funds,  of  any  of  the  above installments on the dates set forth
above,  and  FTS  has failed to cure any such default within ten (10) days after
receiving  notice  of  such default by facsimile to FTS APPAREL, INC. ATTENTION:
MR.  SCOTT  GALLAGHER,  then  ACL  shall  be  entitled  (a) to retain any monies
previously paid to it by FTS, and assign the Lease, to another party, and/or (b)
to  commence  a  legal  action  as against FTS for the recovery of the remaining
balance  of  the monies due to ACL under this Agreement. In the event that it is
necessary  for ACL to commence any legal actions against FTS in order to enforce
the  terms  of  this Agreement, FTS hereby agrees that it shall be liable to ACL
for  any  and  all  of  its  reasonable  attorney's  fees  and  court  costs.

6.     ACL  agrees  to  assign  unto  FTS, all rights, title and interest in the
Security  Deposit  paid  by  ACL  to  Landlord  in  accordance  with  the Lease.
7.     FTS  and  ACL  agree that this agreement is solely intended to be for the
purposes  of  lease assignment, ACL is not selling any inventory, receivables or
residuals  to  FTS.

8.     This  Agreement is contingent on the parties receiving written consent to
the  Assignments  from  the  Landlord.  Such written consent(s) shall be annexed
hereto.

9.     This  Agreement  shall be interpreted and enforced in accordance with the
laws  of  the State of Florida. Any legal action arising out of, referring to or
relating  to  this Agreement shall be filed in the Supreme Court of the State of
Florida  located  in  Tallahassee,  FL.

10.     This  Agreement  along  with the accompanying Assignment constitutes the
entire  agreement  between the parties with respect to the subject matter hereof
and may be waived, modified or amended only by an agreement in writing signed by
both  parties.


AGREED  AND  ACCEPTED  TO  THIS  22ND  DAY  OF  MAY,  2003

AMERICAN  CONNECTIONS  FLORIDA,  LLC

/s/ Alan Boss
Alan  Boss
By:  Alan  Boss



FTS  APPAREL,  INC.


/s/ Scott Gallagher
Scott  Gallagher
By:   Scott  Gallagher


<PAGE>
                  ASSIGNMENT AND ASSUMPTION OF LEASE AGREEMENT
                  --------------------------------------------

THIS  ASSIGNMENT  AND  ASSUMPTION  OF  LEASE AGREEMENT ("Agreement") is made and
entered  into this 22nd   day of May, 2003 by and between FTS Apparel, Inc. with
an address at 301 OXFORD VALLEY RD., SUITE 1202, YARDLEY, PA 19067 ("Assignee"),
American  Connections Florida, LLC with offices at 5601 N. Powerline Road, Suite
107,  Fort  Lauderdale,  FL  33309 ("Assignor") and DRP Company of Alabama, Inc.
with  an  address  at 4625 North Manhattan Avenue, Suite H, Tampa, Florida 33614
("Landlord").

     FOR GOOD AND VALUABLE CONSIDERATION received by Assignor from Assignee, the
sufficiency  of  which  is hereby acknowledged by Assignor, Assignor does hereby
convey,  sell,  transfer,  assign  and deliver unto Assignee, its successors and
assigns,  all  of  Assignor's estate, right, title and interest in, to and under
that  certain  Lease Agreement by and between Assignor and Landlord dated August
20th 2001 (the "Lease"), by which the Landlord has leased an interest in certain
real  property  and  improvements  known  as  8802 Rocky Creek Drive, Suite 105,
Tampa,  Florida,  33615  (the  "Premises").

     To have and to hold the same unto Assignee, its successors and assigns, for
the  remainder  of  the term of the Lease, and any renewal or extension thereof.

     Assignor  hereby  assigns  unto Assignee, all rights, title and interest in
the  Security Deposit paid by Assignor to Landlord in accordance with the Lease.
Assignor  agrees  to  waive  any  claim  against  Landlord for the return of any
further  security  deposit  and  herewith  assigns  all  claims for any security
deposit  to  Assignee.

     In  consideration  of  the  foregoing  assignment  and  for  other good and
valuable  consideration,  the  receipt  and  sufficiency  of  which  are  hereby
acknowledged by Assignee, Assignee hereby accepts such assignment subject to and
upon  the  terms  and  conditions  of  the  Lease and this instrument.  Assignee
assumes  each  and  every one of Assignor's obligations under the Lease from and
after  the  date  hereof.

         Notwithstanding  anything  to  the  contrary  in  the  Lease,  Landlord
remises,  releases and forever discharges Assignor, as well as its shareholders,
officers,  employees,  agents  and representatives, from all obligations arising
under the Lease, and from all manner of actions, causes of action, suits, debts,
dues,  sums  of  money,  accounts,  reckonings,  bonds,  bills,  covenants,
controversies, agreements, promises, damages, expenses, lost profits, judgments,
executions,  claims  and demands whatsoever, in law or equity, that Landlord and
its partners, shareholders, officers, employees, agents and representatives have
or  may have against any of the foregoing entities, arising out of or in any way
connected  to  the  Lease.  Landlord  recognizes  Assignee  as  Assignor's
successor-in-interest  in  and  to the Lease. Assignee by this Agreement becomes
entitled  to all right, title and interest of Assignor in and to the Lease as if
Assignee  were  an  original  party  to  the  Lease.  Following the date of this
Agreement,  the  terms  Tenant  and Lessee, as used in the Lease, shall refer to
Assignee. Landlord accepts the liability of Assignee in lieu of the liability of
Assignor.  Landlord  shall be bound by the terms of the Lease in every way as if
Assignee  were  named  in  the  Lease  in  place of Assignor as a party thereto.

     Both  parties  agree to defend, indemnify, and hold harmless each other and
their  respective  shareholders,  directors,  officers,  employees,  affiliates,
agents, representatives, successors and/or assigns against and in respect of any
and  all  losses,  liabilities,  damages,  actions,  suits, proceedings, claims,
demands,  orders,  assessments,  amounts  paid  in  settlement,  fines, costs or
deficiencies,  including,  without limitation, interest Penalties and reasonable
attorneys'  fees and reasonable costs, including the cost of seeking enforcement
of  this  indemnity to the extent that such enforcement is successful, caused by
or  resulting  or  arising  from,  or  otherwise  with  respect to any claims or
demands,  of  any type whatsoever, made by Landlord (including its agents and/or
representatives) and/or any third parties against Assignor concerning, referring
to, relating to and/or arising out of Assignor's and/or Assignee's tenancy under
the  Lease.


<PAGE>

     The  assignment  shall  be  binding  upon  and  inure to the benefit of the
parties,  and  their  successors  and  assigns.

Signed  this 22nd   day  of  May,  2003

ASSIGNOR:

          /s/ Alan  Boss
          -----------------
By:  Name:  Alan  Boss
Title:  Vice  President

ASSIGNEE:

   /s/ Scott  Gallagher
   -----------------
By:  Name:  Scott  Gallagher
Title:  CEO

LANDLORD:

    /s/ Dennis  Halpern
     -----------------
By:  Name:
Title:  Manager,  DRP  Properties