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                                                                      Exhibit 10

                              EMPLOYMENT AGREEMENT

         THIS EMPLOYMENT AGREEMENT ("Agreement") dated as of _________________,
_________, is by and between Blue Ridge Energy, Inc., a Nevada corporation (the
"Company"), and Edward L. Stillie ("Employee").

                                   WITNESSETH:

         WHEREAS, Employee is employed as President of the company; and

         WHEREAS, the Company and Employee wish to document certain terms of
employment of Employee in such capacity,

         NOW, THEREFORE, in consideration the premises and mutual covenants
 herein contained, the Company and Employee hereby agree as follows:

         1.       EMPLOYMENT AND TERM OF EMPLOYMENT. Subject to the terms and
                  conditions of this Agreement, the Company hereby agrees to
                  employ Employee, and Employee hereby agrees to serve as
                  President of the Company, for a period of three years
                  commencing on the date hereof, which period shall
                  automatically be extended for an additional year on each
                  anniversary of this Agreement thereafter (as so extended at
                  any time, for "Term of Employment") unless notice to the
                  contrary is given not less than 60 days prior to any
                  anniversary of this Agreement by either party to this
                  Agreement.

         2.       SCOPE OF EMPLOYMENT. During the Term of Employment (i)
                  Employee will serve as President with powers and
                  responsibilities of such position set forth in the bylaws of
                  the Company, and Employee will perform diligently to the best
                  of his ability those duties set forth therein and in this
                  Agreement in a manner that promotes the interests and the
                  goodwill of the Company. Primary among those duties is the
                  raising of capital from the broker/dealer community, private
                  individuals and institutional markets for public and/or
                  private funds. (ii) President will be part of management
                  recommendation to the shareholders to serve on the Board of
                  Directors during the term of his employment. (iii) The Company
                  at this time shall not require employee to relocate, however,
                  in the event company at their sole discretion determine it is
                  the best interest of the company for employee to relocate
                  company may require this at company expense. Employee will
                  maintain a residence within the local area of the company's
                  primary place of business.

         3.       COMPENSATION. During the Term of Employment, the Company shall
                  compensate Employee for his services hereunder in such amount
                  as shall be determined by the Board of Directors of the
                  Company from time to time, but such compensation shall not be
                  reduced at any time in contemplation of, related to, or as the
                  result of, a Change in Control, as defined in Section 7.
                  Compensation shall


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                  be determined separately in a supplemental compensation
                  agreement. Employees compensation shall be set out in the
                  attached Exhibit "A" which is hereby incorporated by
                  reference.

         4.       ADDITIONAL COMPENSATION AND BENEFITS. As additional
                  compensation for Employee's services under this Agreement,
                  during the Term of Employment the company agrees to provide
                  Employee with the following reimbursements and benefits:


                  (a)      The Company shall reimburse Employee for reasonable
                           and necessary expenses incurred by Employee in
                           furtherance of the Company's business, including a
                           mileage allowance for all business-related travel on
                           a per-mile basis at a rate equivalent to that allowed
                           by the Internal Revenue Service, provided that such
                           expenses are incurred in accordance with the
                           Company's policies and upon presentation of
                           documentation in accordance with expense
                           reimbursement policies of the Company as they may
                           exist from time to time, and submission to the
                           Company of adequate documentation in accordance with
                           federal income tax regulations.

                  (b)      Employee may participate in any non-cash benefits
                           provided by the Company to its employees as they may
                           exist from time to time. Such benefits shall include
                           leave or vacation time, medical and dental insurance,
                           life insurance, accidental death and dismemberment
                           insurance, retirement benefits and disability
                           benefits, as such benefits may hereafter be provided
                           by the Company in accordance with its policies in
                           force from time to time. In addition, in the event of
                           Employee's death during the Term of Employment, the
                           company shall make available to Employee's spouse, at
                           the expense of such spouse, medical and dental
                           insurance as provided by the terms and conditions of
                           the then existing medical and dental insurance
                           policies carried by the terms and conditions the then
                           existing medical and dental insurance policies
                           carried by the Company unless otherwise prohibited by
                           applicable law.

         5.       CONFIDENTIALITY.

                  (a)      Employee recognizes that the Company's business
                           involves the handling of confidential information of
                           both the Company and the Company's affiliates and
                           subsidiaries and requires a confidential relationship
                           between the company, and its affiliates and
                           subsidiaries and the Company and Employee. The
                           Company's business requires the fullest practical
                           protection and confidential treatment of unique and
                           proprietary business and technical information,
                           including treatment of unique and proprietary
                           business and technical information, including but not
                           limited to inventions, trade secrets, patents,
                           proprietary and confidential data and knowledge of
                           both the Company's affiliates and subsidiaries and
                           the

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                           company (collectively, hereinafter called
                           "Confidential Information") which is conceived or
                           obtained by Employee in the course of his employment.
                           Accordingly, during and after termination of
                           employment by the company, Employee agrees: (i) to
                           prevent the disclosure to any third party of all such
                           Confidential Information; (ii) not to use for
                           Employee's own benefit any of the Company's
                           Confidential Information, and (iii) not to aid others
                           in the use of such Confidential Information in
                           competition with the Company or its affiliates and
                           subsidiaries. These obligations shall exist during
                           and after any termination of employment hereunder.
                           Notwithstanding anything else contained herein, the
                           term "Confidential Information:" shall not be deemed
                           to include any general knowledge, skills or
                           experience acquired by Employee or any knowledge or
                           information known to the public in general.

                  (b)      Employee agrees that every item of confidential
                           Information referred to in this Section 5 which
                           relates to the Company's present business or which
                           arises or is contemplated to arise out of use of the
                           Company's time, facilities, personnel or funds prior
                           to Employee's termination, is the property of the
                           Company.

         6.       COVENANT NOT TO COMPETE.

                  (a)      Subject to the provisions of this section, without
                           the express prior written consent of the Company,
                           Employee will not serve as an employee, officer,
                           director or consultant, or in any other similar
                           capacity or make investments (other than open market
                           investments in no more than five percent (5%) of the
                           outstanding stock of any publicly traded company) in
                           any firm, corporation, association or other entity
                           whose activities directly compete with the activities
                           of the Company where such employment may involve
                           assisting such competitor with such activities as the
                           Employee performed on behalf of the Company which
                           directly compete with those now existing or
                           contemplated as of this date.

                  (b)      Subject to the provisions of this section, without
                           the express prior written consent of the Company,
                           Employee will not solicit, recruit or hire, or assist
                           any person, firm, corporation, association or other
                           entity in the solicitation, recruitment or hiring of
                           any person engaged by the Company as an employee,
                           officer, director or consultant.

                  (c)      Employee's obligations under (a) of this section
                           shall continue in force only while employee is
                           receiving salary payments from the company after
                           termination. Employee's obligation under (b) of this
                           section shall continue in force for two years after
                           termination. If there has been a "Change in Control",
                           as defined below, then the provisions of (a) and (b)
                           of this section shall have no further force and
                           effect after the date that such change of control
                           occurs.

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         7.       TERMINATION.

                  (a)      Either the Company or Employee may terminate
                           Employee's employment during the Term of Employment
                           upon 60 days' written notice. Such termination by the
                           company shall require the affirmative vote of a
                           majority of the members of the Board of Directors of
                           the Company then in office who have been or will have
                           been directors for the two-year period ending on the
                           date notice of the meeting or written consent to take
                           such action is first provided. In the case of
                           termination during the Term of Employment, except in
                           those circumstances covered by 7(b) or (c) below,
                           Employee shall continue to receive salary for six
                           months from the day he last worked on the Company's
                           behalf pursuant to this Agreement, plus continuation
                           at the Company's expense of such medical and dental
                           coverage as then in effect for the same six month
                           period. Notwithstanding the foregoing, Employee shall
                           not receive such compensation if the Company
                           terminates his employment for cause. "Cause" shall be
                           defined as (i) commission of fraud against the
                           Company, its subsidiaries, affiliates or customers,
                           (ii) willful refusal without proper legal cause,
                           after 30 days' advance written notice from the
                           Chairman of the Board of the Company and/or the Chief
                           Executive Officer of the Company, or, after a Change
                           in Control, from the Continuing Directors, to
                           faithfully and diligently perform Employee's duties
                           as directed in such notice or correct or terminate
                           those practices as described in such notice, all
                           within the context of a forty-hour per week schedule,
                           or (iii) breach of Section 5 of this Agreement.
                           During the first year of employment in the case of
                           termination, the six months salary & benefits would
                           continue pro-rated based on months employed.

                  (b)      Change of Control

                           (1)      In the event Employee's employment is
                                    terminated by the Company, after, by, on
                                    account of, or in connection with, a "Change
                                    of Control," as defined below, or in the
                                    event Employee resigns during the Term of
                                    Employment hereunder following a "Change of
                                    Control as defined, the Company (i) shall
                                    pay Employee on his last day of employment
                                    by the Company a lump sun equal to twelve
                                    months' salary, plus an additional two
                                    weeks' salary for every year of service to
                                    the Company, (ii) continue at the Company's
                                    expense such medical and dental coverage as
                                    then in effect for the remainder of the Term
                                    of Employment, and (iii) pay one year's
                                    premium on the universal life and group term
                                    life insurance policies carried on
                                    Employee's life or any successor to, or
                                    replacement of, such policies, together with
                                    assignment (if possible under the terms
                                    thereof) of such universal life policy to
                                    Employee within one year following such
                                    termination.

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                           (2)      Change of control: "Change of control," for
                                    purposes of this Agreement, shall be deemed
                                    to have occurred upon the occurrence of any
                                    one (or more) of the following events, other
                                    that a transaction with another person
                                    controlled by, or under common control with,
                                    the Company:

                                      (A) Any person, including a "group" as
                                      defined in Section (3) (d) (3) of the
                                      Securities Exchange Act of 1934, as
                                      amended, becomes the beneficial owner of
                                      shares of the voting stock of the Company
                                      with respect to which 40% or more of the
                                      total number of votes for the election of
                                      the Board may be cast;


                                      (B) As a result of, or in connection with,
                                      any cash tender offer, exchange offer,
                                      merger, or other business combination, sal
                                      of assets or contested election, or
                                      combination of the above, persons who were
                                      directors of the Company immediately prior
                                      to such event shall cease to constitute a
                                      majority of the Board;


                                      (C) The stock holders of the Company shall
                                      approve an agreement providing either for
                                      a transaction in which the company will
                                      cease to be an independent publicly owned
                                      corporation or for a sale or other
                                      disposition of all or substantially all
                                      the assets of the Company.

                  (c)      In the event of termination due to Employee's death
                           or as a result of sickness or disability of a
                           permanent nature rendering Employee unable to perform
                           his duties hereunder for a period of six (6)
                           consecutive months ("Permanent Disability") during
                           the Term of Employment, the Company shall pay to
                           Employee or the estate of Employee, as applicable, in
                           the year of death or the year thereafter (i)
                           compensation which would otherwise be payable to
                           Employee (as determined by, and subject to the
                           restrictions of, Section 3 hereof) up to the end of
                           the month of his death or the end of the sixth (6th)
                           month after he becomes unable to perform his duties
                           hereunder, and (ii) any bonus payable to Employee
                           pursuant to Section 3 prorated up to the date of
                           death or disability.


         8.       GOVERNING LAW. This Agreement shall be governed by and
                  constructed under the laws of the State of Kentucky Venue and
                  jurisdiction of any action relating to this Agreement shall
                  lie in Bowling Green, Kentucky, Warren County.

         9.       ENTIRE AGREEMENT. This agreement constitutes the sole
                  agreement between the parties and supersedes any and all other
                  agreements, oral or written, relating to

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                  the subject matter covered by the Agreement with the exception
                  of certain Indemnity Agreements which may exist between the
                  company and Employee, and which remain in force independent of
                  this Agreement.

         10.      WAIVER. Any waiver or breach of any of the terms of this
                  Agreement shall not operate as a waiver of any other breach of
                  such terms or conditions, or any other terms or conditions,
                  nor shall any failure to enforce any provisions hereof operate
                  as a waiver of such provisions or any other provision hereof.

         11.      ASSIGNMENT. This Agreement is a personal employment contract
                  and the rights and interests of Employee hereunder may not be
                  sold, transferred, assigned or pledged.

         12.      SUCCESSORS. This Agreement shall be binding upon and inure to
                  the benefit of the parties hereto and their respective heirs,
                  representatives, successors and assigns.

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         IN WITNESS WHEREOF, THE PARTIES HERETO AFFIXED THEIR SIGNATURES
HEREUNDER AS OF THE DATE FIRST ABOVE WRITTEN.

                                              BLUE RIDGE ENERGY, INC.



                                              BY
                                                 ---------------------------
                                              ROBERT D. BURR

                                              TITLE: C.E.O. & CHAIRMAN

                                              "EMPLOYEE"



                                              ------------------------------
                                              NAME: EDWARD L. STILLIE
                                              ADDRESS: 711 HAWKSBILL ISLAND DR.
                                              SATELLITE BEACH, FLORIDA 32937


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                             COMPENSATION AGREEMENT

COMPENSATION AGREEMENT DATED _________________________ Between Blue Ridge
Energy, Inc., a Nevada Corporation (The Company), and Edward L. Stillie
(Employee)

Per our recent discussions, the following are the components of the compensation
agreement for President, Blue Ridge Energy, Inc.

         1.       Annual Salary - $180,000.00

         2.       Commission - 1% of Sales Identifies to Edward L. Stillie

         3.       National Override - .2% (20 Basis Points) of Blue Ridge Energy
                  capital raised by Edward L. Stillie, or Blue Ridge Energy
                  Marketing Dept., National or Regional Marketing Directors.

         4.       Blue Ridge Energy, Inc. Stock - Granted as per attached
                  performance schedule. Each year stock awarded will vary in
                  amount up or down based on capital raised.


                CAPITAL RAISED                       SHARES      SHARES AWARDED

 YEAR 1         6,000,000            6/8    x        20,000   =  15,000
 FEB 2001       8,000,000            8/8    x        20,000   =  20,000
               10,000,000           10/8    x        20,000   =  25,000

 YEAR 2         8,000,000            8/10   x        20,000   =  16,000
               10,000,000           10/10   x        20,000   =  20,000
               12,000,000           12/10   x        20,000   =  24,000

 YEAR 3        10,000,000           10/12   x        20,000   =  16,666
               12,000,000           12/12   x        20,000   =  20,000
               14,000,000           14/12   x        20,000   =  23,333

 YEAR 4        12,000,000           12/14   x        20,000   =  17,143
               14,000,000           14/14   x        20,000   =  20,000
               16,000,000           16/14   x        20,000   =  22,857

 YEAR 5        14,000,000           14/16   x        20,000   =  17,500
               16,000,000           16/16   x        20,000   =  20,000
               18,000,000           18/16   x        20,000   =  22,500

         5.       Bonuses and or Salary Raises from Time to Time as Per the
                  Board of Directors.
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         6.       Vacation - Three (3) weeks paid vacation per year.
                             Four (4) weeks paid vacation per year after two
                             years of service.

                                               BLUE RIDGE ENERGY, INC.



                                               By
                                                  ----------------------------
                                               Robert D. Burr

                                               Title: C.E.O. & CHAIRMAN

                                               "EMPLOYEE"



                                               -------------------------------
                                               Name: Edward L. Stillie
                                               Address: 711 Hawksbill Island Dr.
                                               Satellite Beach, FL 32937