IN THE CIRCUIT COURT OF THE
                                                 SEVENTEENTH JUDICIAL CIRCUIT IN
                                                         AND FOR BROWARD COUNTY,
                                                                         FLORIDA

                                                   GENERAL JURISDICTION DIVISION
                                                         CASE NO: 99-121194 (18)

PATRICK V. GRAHAM,

         Plaintiff,

vs.

FIVE STAR CIGAR, INC., a
Delaware corporation: TIO
MARIANO CIGAR CORPORATION
f/k/a TIO CIGAR CORPORATION,
a Delaware corporation; COLMENA
CORP., a Delaware corporation and
RICHARD C. PEPLIN,

         Defendants,
------------------------/

SETTLEMENT STIPULATION

     Plaintiff, PATRICK GRAHAM (GRAHAM) and Defendants TIO MARIANO CIGAR
CORPORATION f/k/a TIO CIGAR CORPORATION, a Delaware corporation, COLMENA CORP.,
a Delaware corporation, and RICHARD C. PEPLIN, by and through their respective
attorneys hereby stipulate and agree as follows:

  1.      Defendant  COLMENA CORP.  (COLMENA),  and on behalf of the other named
          Defendants  in this action,  shall  transfer to Plaintiff  One Hundred
          Thousand  (100,000)  restrictive  shares  of common  stock of  COLMENA
          CORP.,  as and for  complete  satisfaction  of any and all  claims the
          Plaintiff has against the Defnedant herein.

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  2.      Upon the transfer of said shares to Plaintiff,  Plaintiff shall file a
          Notice of Dismissal With Prejudice.


  3.      The  parties  shall bear their own costs and  attorneys  fees  without
          claim from the other.

  4.      All parties will execute General Releases.

         Dated this 8TH day of November, 2000.


MOSKOWITZ, MANDELL, SALIM & SIMOWITZ, P.A.
Attorneys for Plaintiff
800 Corporate Drive, Suite 510
Ft. Lauderdale, Florida 33334
954-491-2000

By: /s/ William G. Salim, Jr.
WILLIAM G. SALIM, JR.
Fla. Bar No: 750379


LAW OFFICES OF MARK PERRY, P.A.
Attorney for Defendants
2455 E. Sunrise Boulevard, #905
Fort Lauderdale, FL 33304
Tel:(954) 564-6616

By: /s/ Mark Perry
MARK PERRY
Florida Bar No: 251941



<PAGE>
                                 General Release

     KNOW ALL MEN BY THESE PRESENTS that COLMENA CORP., a Delaware  corporation,
and RICHARD PEPLIN, and TIO MARIANO CIGAR CORPORATION ( hereinafter  referred to
as "Releasor"),  for and in  consideration of the sum of TEN AND No/100 ($10.00)
DOLLARS  and for other good and  valuable  consideration  to him in hand paid on
behalf  of  PATRICK  V.  GRAHAM  and  his   subsidiaries,   affiliates,   parent
corporations,   and  each  of  his  respective  officers,   agents,   employees,
shareholders,  directors, attorneys, insurers, sureties, successors, and assigns
(the "Releasee"),  receipt of which is hereby acknowledged,  does hereby remise,
release and forever  discharge,  and bt these  presents  does for  himself,  his
heirs,   assigns,   successors,   executors,    administrators,   and   personal
representatives,  remise,  release acquits,  satisfies and forever discharge the
said Releasee and his successors and assigns, of and from any, and all manner of
action and  actions,  cause and causes of action,  suite  debts,  dues,  sums of
money, accounts, reckonings, bonds, bills, specialities,  covenants,  contracts,
controversies, agreements, promises, variances, trespasses, damages, judgements,
executions,  claims and demand  whatsoever,  regardless  of whether at law or in
equity or under state or federal law,  which against the Releasee,  the Releasor
ever  had,  now  has,  or  which  his  heirs,  assigns  successors,   executors,
administrators  or personal  representatives  ever had, now have,  or which can,
shall or may hereafter  accrue for, upon or by reason of any matter,  cause,  or
thing whatsoever.

<PAGE>

     It is  understood  and agreed that this  settlement  is the  compromise  of
doubtful  and  disputed  claims,  and  that  the  payment  of  made is not to be
construed  as an  admission  of  liability  on the part of any party to  parties
hereto.  The Releasor is intended to be  contractual  in nature,  and may not be
changed except with the prior written consent of the Releasees.

     IN WITNESS WHEREOF, we have hereunto set our hand and seal this 29TH day of
September, 2000.

Signed, sealed and delivered
in the presence of:                  COLMENA CORPORATION, a Delaware Corporation
_____________________________                       By: /s/ Anthony Q. Joffe
WITNESS                                             Title: President


-----------------------------
WITNESS

STATE OF FLORIDA

COUNTY OF

         The foregoing instrument was acknowledged before me this 29TH day of
September, 2000, by Tony Joffe on behalf of COLMENA CORPORATION, A Delaware
Corporation, She/He is known to me or has produced __________________ as
identification and did/did not take an oath.

                                            /s/ Robert J. Durate
                                            NOTARY PUBLIC
                                            Print name: Robert J. Duarte




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