Exhibit 10.11

                              EMPLOYMENT AGREEMENT


                  THIS  EMPLOYMENT  AGREEMENT  (this  "Agreement") is made as of
February 1, 2000 (the  "Effective  Date") by and between THCG  Ventures,  LLC, a
Delaware  limited  liability  company  (the  "Company"),  and  Evan  Marks  (the
"Executive").

                              W I T N E S S E T H:

                  WHEREAS, the Company desires to employ the Executive,  and the
Executive desires to accept such employment,  in the capacities and on the terms
and conditions set forth in this Agreement;

                  NOW,  THEREFORE,  in  consideration  of the  mutual  covenants
hereinafter contained, the parties hereto hereby agree as follows:

                  1.       Employment; Term.

                           (a) The Company hereby employs the Executive, and the
Executive  hereby  accepts  employment by the Company,  in  accordance  with and
subject to the terms and conditions set forth herein.

                           (b) The term of this Agreement  shall commence on the
Effective  Date and,  unless earlier  terminated in accordance  with Paragraph 5
hereof,  shall terminate on the day after the third anniversary of the Effective
Date (the "Initial  Term").  Thereafter,  this Agreement shall  automatically be
extended for one or more  additional  annual periods unless the Executive or the
Company gives written notice,  no less than ninety (90) days prior to the end of
the Initial Term or any extension thereof (together,  the "Term"), of his or its
election not to renew this Agreement.

                  2.       Duties.

                           (a) During the Term, the Executive shall serve as the
President  and Chief  Executive  Officer  of the  Company,  or in an  equivalent
position with an affiliate of the Company or its parent corporation,  THCG, Inc.
("THCG"),  and shall report to the managing member of the Company (the "Managing
Member") and the Board of Directors of THCG.

                           (b) The  Executive  shall  have  such  authority  and
responsibility  as is customary  for such  position or  positions in  businesses
comparable in size and function to the Company, and such other  responsibilities
as may  reasonably  be  assigned to him by the  Managing  Member or the Board of
Directors of THCG.

                           (c) During the period the  Executive  is  employed by
the Company,  the Executive shall devote his full business time and best efforts
to the business and affairs of the

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                           Company and its affiliates;  provided,  however,  the
Executive  may engage in outside  business  activities  with the  consent of the
Managing  Member,  or the Chief  Executive  Officer of THCG,  provided that such
consent  shall  not  be  unreasonably  withheld  or  delayed.  It  shall  not be
considered a violation of the foregoing for the Executive to serve on corporate,
industry,  civic or  charitable  boards  or  committees,  or to  invest,  and to
supervise the investment of, his own personal  assets so long as such activities
do  not  significantly   interfere  with  the  performance  of  the  Executive's
responsibilities  as  an  employee  of  the  Company  in  accordance  with  this
Agreement.

                           (d)  The  Executive's  services  shall  be  performed
primarily at the Company's principal place of business, located in New York, New
York. The Executive  recognizes that his duties will require,  from time-to-time
and at the Company's expense, travel to domestic and international locations.

                  3.       Compensation.

                           (a) The Company shall pay the Executive a base salary
(the "Base Salary") of $150,000 per annum,  or such greater sum as may from time
to time be fixed by the  Compensation  Committee  of the Board of  Directors  of
THCG,  provided  that any such  greater  sum shall  become the  minimum  rate of
compensation for so long as the Executive shall be employed by the Company, THCG
or one of its affiliates. Payments of Base Salary to the Executive shall be made
in equal  semi-monthly  installments  and  subject to all legally  required  and
customary withholdings.

                           (b) The  Executive  shall be  entitled  to a bonus in
respect of the year 2000 in a minimum  amount of $50,000  as  determined  by the
Compensation  Committee  of the  Board  of  Directors  of THCG;  thereafter  the
Executive shall be entitled to bonus compensation (the "Bonus  Compensation") in
accordance  with a bonus  scheme based on the  operating  profit of the business
unit(s) of the Company, THCG or any of its affiliates for which the Executive is
responsible, as devised in good faith by the Compensation Committee of the Board
of Directors of THCG.

                           (c) The Executive shall receive an option to purchase
195,000  shares of the common stock of THCG, 25% of which shall have an exercise
price of $12.50 per share,  25% of which shall have an exercise  price of $15.00
per share, 25% of which shall have an exercise price of $17.50 per share and 25%
of which shall have an  exercise  price of $20.00 per share.  Such option  shall
vest pro-rata in twelve equal quarterly  installments  commencing on February 1,
2000. In the event the Executive's  employment  hereunder is terminated prior to
the end of the Term by the Company  without  Cause  pursuant to  paragraph  5(d)
hereof or by the  Executive for Good Reason  pursuant to Paragraph  5(e) hereof,
then any unvested  shares of common stock under the option  provided for in this
Section 3(c) or under any other options then held by Executive shall  accelerate
and become fully  exercisable as of the date of such  termination of employment.
The option shall be granted under the 2000 THCG,  Inc. Stock  Incentive Plan and
shall  terminate  on  December  31,  2005.  The option  shall be included in the
Company's  registration  statement  on  Form  S-8.  The  Company  shall  use its
commercially  reasonable efforts to prepare and file such registration statement
as  promptly  as  practicable  following  the  Effective  Date and to cause such
registration statement to become effective.

                                      -2-

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                  4.       Benefits.

                           (a) The Company agrees to reimburse the Executive for
all  reasonable  travel,  business  entertainment  and other  business  expenses
incurred by the Executive in connection with the performance of his duties under
this  Agreement.  Such  reimbursements  shall be made by the Company on a timely
basis upon submission by the Executive of proper accounts therefor in accordance
with the Company's standard procedures.

                           (b) The Executive shall be entitled to participate in
any and all life insurance (up to $1 million),  medical insurance, group health,
disability  insurance,  and  other  benefit  plans and  programs  which are made
generally available by the Company or THCG to its most senior executives. If the
Executive  elects to  participate in any such benefit plan and/or  program,  the
Company agrees to pay the premiums for the coverage elected by the Executive.

                           (c) The  Executive  shall be entitled to  participate
fully in THCG's group pension,  profit-sharing and employee benefit programs now
or hereafter made available to employees of THCG generally.

                           (d) The Executive shall not be limited to the general
vacation  policy and  program of the  Company  as a whole,  but,  in view of his
position and stature with the Company,  shall be entitled to such  vacation time
as may be reasonably  appropriate to the Company and its clients, and the proper
performance of his duties and responsibilities.

                           (e) The Company shall lease or purchase an automobile
of make  and  model  as the  Executive  shall  specify  for the  sole use of the
Executive;  provided,  however, that the Executive may, at his own option, lease
an automobile in his own name and at Company expense.  The Executive shall cause
the vehicle to be  properly  insured and  maintained.  The Company  shall pay or
reimburse  the Executive for all purchase or lease costs,  parking  costs,  toll
fees,  costs of  insurance,  routine  maintenance,  service  and  repair  of the
vehicle,  provided that the Company's obligation pursuant to this Paragraph 4(e)
shall not exceed  $500 per  month.  At the  expiration  of this  Agreement,  the
Company shall, if requested by the Executive, exercise its purchase option under
any lease  agreement  and grant the  Executive an option to purchase the vehicle
upon the same  terms  and  conditions  offered  to the  Company  by the  leasing
company.

                           (f) The Company shall pay for the  Executive's use of
computers,  e-mail,  facsimile,  access to Internet and cellular phones for both
the Executive's office use and for use in his home for business purposes.

                           (g) The Company agrees to reimburse the Executive for
personal tax preparation and financial planning assistance in a total amount not
to exceed $2,500 per year.

                           (h) The Executive shall be indemnified by the Company
to the greatest extent permitted under the laws of the State of Delaware.

                           (i) The  Executive  shall be  entitled  to any  other
benefits or  perquisites on terms no less favorable than those pursuant to which
such  benefits or  perquisites  are made  available  to any other  executive  or
employee of the Company or THCG.

                                      -3-

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                  5.       Termination.

                           (a) Death. The Executive's employment hereunder shall
terminate upon the Executive's death.

                           (b) Total  Disability.  The Company may terminate the
Executive's  employment  hereunder  at any  time  after  the  Executive  becomes
"Totally  Disabled." For purposes of this  Agreement,  "Totally  Disabled" means
that the  Executive  has been unable,  for a period of one hundred  eighty (180)
consecutive  days, to perform the  Executive's  duties under this Agreement as a
result of physical or mental illness or injury. A termination of the Executive's
employment  by the Company for Total  Disability  shall be  communicated  to the
Executive by written notice and shall be effective on the 30th day after receipt
of such notice by the Executive (the "Total Disability Effective Date"),  unless
the Executive returns to full-time  performance of the Executive's duties before
the Total Disability Effective Date.

                           (c) Termination by the Company for Cause. The Company
may terminate the Executive's  employment  hereunder for Cause.  For purposes of
this Agreement, the term "Cause" shall mean any of the following: (i) conviction
of a felony;  (ii)  perpetration  of an intentional and knowing fraud against or
adversely  affecting  THCG or the  Company  or any  customer,  client,  agent or
employee  thereof;  (iii) willful  breach of a covenant set forth in Paragraph 7
hereof; or (iv) willful and substantial  failure of the Executive to perform his
duties hereunder  (other than as a result of total or partial  incapacity due to
physical or mental  illness or injury);  provided,  however,  that a termination
pursuant to clause (iv) shall not become effective unless the Executive fails to
cure such failure to perform  within thirty (30) days after written  notice from
the Company,  such notice to describe  such failure to perform and identify what
reasonable actions shall be required to cure such failure to perform.

                           No act or failure to act on the part of the Executive
shall be considered  "willful"  under this  Paragraph 5(c) unless it is done, or
omitted to be done, by the Executive in bad faith or without  reasonable  belief
that  the  Executive's  action  or  omission  was in the best  interests  of the
Company.  Any act or failure to act that is based upon authority  given pursuant
to a  resolution  duly  adopted  by the  Managing  Member or upon the  advice of
counsel for the Company,  shall be conclusively  presumed to be done, or omitted
to be done,  by the  Executive  in good faith and in the best  interests  of the
Company.

                           (d)  Termination by the Company  Without  Cause.  The
Company may terminate the Executive's  employment  hereunder at any time for any
reason or no reason by giving  the  Executive  thirty  (30) days  prior  written
notice of the termination.

                           (e) Termination by the Executive For Good Reason.

                                    i.   The   Executive   may   terminate   his
                  employment  hereunder  for "Good  Reason"  for (1) a Change in
                  Control of the Company; (2) the assignment to the Executive of
                  any  duties  inconsistent  in  any  significant  respect  with
                  Paragraph 2 hereof,  or any other  action by the Company  that
                  results in a material diminution in the Executive's  position,
                  authority, duties or responsibilities;  (3) any failure by the
                  Company to comply with Paragraph 3 or 4

                                      -4-

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                  hereof, other than an isolated,  insubstantial and inadvertent
                  failure  that is not taken in bad faith and is remedied by the
                  Company  promptly  after  receipt of notice  thereof  from the
                  Executive;  (4)  a  change  in  the  Executive's  location  of
                  employment  to a place  of  employment  outside  the New  York
                  Metropolitan  Area;  (5)  any  purported  termination  of  the
                  Executive's  employment  by the  Company  for a reason or in a
                  manner not  expressly  permitted  by this  Agreement;  (6) any
                  failure by the Company to comply with Paragraph  10(c) hereof;
                  or (7) any other  substantial  breach of this Agreement by the
                  Company.

                                    ii. "Change in Control of the Company" shall
                  be  conclusively  deemed  to  have  occurred  if  any  of  the
                  following shall have taken place:

                                            (1) a change in  control of a nature
                           that would be  required to be reported in response to
                           Item  5(f)  of  Schedule   14A  of   Regulation   14A
                           promulgated under the Securities Exchange Act of 1934
                           ("Exchange  Act")  shall have  occurred,  unless such
                           change  in   control   results   in  control  by  the
                           Executive,  his  designee(s)  or  "affiliate(s)"  (as
                           defined in Rule 12b-2 under the Exchange  Act) or any
                           combination thereof;

                                            (2) any  "person"  (as such  term is
                           used in Sections  13(d) and  14(d)(2) of the Exchange
                           Act),  other than the Executive,  his  designee(s) or
                           "affiliate(s)"  (as  defined in Rule 12b-2  under the
                           Exchange  Act), or any "person" who was a shareholder
                           as of the Effective Date or any combination  thereof,
                           is or becomes the  "beneficial  owner" (as defined in
                           Rule  13d-3  under the  Exchange  Act),  directly  or
                           indirectly,  of  securities  of THCG  or the  Company
                           representing  fifty  percent  (50%)  or  more  of the
                           combined  voting power of the THCG's or the Company's
                           then outstanding securities;

                                            (3)  during  any  period  of two (2)
                           consecutive years during this Agreement,  individuals
                           who at the  beginning of such period  constitute  the
                           Board of  Directors  of THCG  cease for any reason to
                           constitute  at least a majority  thereof,  unless the
                           election of each  director  who was not a director at
                           the  beginning  of such  period has been  approved in
                           advance by directors representing at least a majority
                           of the directors then in office who were directors at
                           the beginning of the period;

                                            (4) the  stockholders of THCG or the
                           Company approve a merger or  consolidation of THCG or
                           the Company with any other corporation,  other than a
                           merger or  consolidation  which  would  result in the
                           voting securities of THCG or the Company  outstanding
                           immediately  prior  thereto  continuing  to represent
                           (either  by   remaining   outstanding   or  by  being
                           converted  into voting  securities  of the  surviving
                           entity) more than fifty percent (50%) of the combined
                           voting power of the voting  securities of THCG or the
                           Company   or  such   surviving   entity   outstanding
                           immediately   after  such  merger  or  consolidation;
                           provided,  however,  that a

                                      -5-

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                           merger  or  consolidation  effected  to  implement  a
                           recapitalization   of   the   Company   (or   similar
                           transaction)  in which no  "person"  (as  hereinabove
                           defined) acquires more than twenty five percent (25%)
                           of the combined  voting power of the  Company's  then
                           outstanding  securities shall not constitute a Change
                           in Control of the Company; or

                                            (5) the  stockholders of THCG or the
                           Company  approve a plan of  complete  liquidation  of
                           THCG or the Company or an  agreement  for the sale or
                           disposition by THCG or the Company of, or THCG or the
                           Company  sells or disposes  of, all or  substantially
                           all of THCG's or the Company's assets.

                                    iii.  If an event  should  occur  that would
                  allow the Executive to terminate his employment  hereunder for
                  Good Reason,  the Executive shall have a period of ninety (90)
                  days from the date on which the Executive  first becomes aware
                  of such event in which to elect to  terminate  his  employment
                  for Good Reason.  If the  Executive  elects to  terminate  his
                  employment for Good Reason,  he shall provide the Company with
                  a written notice.

                           (f) Termination by the Executive Without Good Reason.
The Executive may terminate his employment hereunder for any reason or no reason
by giving the Company sixty (60) days prior written notice of the termination.

                  6.       Compensation  Following  Termination Prior to the End
of the Term.

                           (a)   Termination   by   Reason  of  Death  or  Total
Disability;  Termination by the Company for Cause;  Termination by the Executive
Without Good Reason. In the event that the Executive's  employment  hereunder is
terminated  prior to the end of the Term (i) by reason of the Executive's  death
or Total  Disability  pursuant to  Paragraph  5(a) or 5(b)  hereof,  (ii) by the
Company for Cause  pursuant to Paragraph  5(c) hereof or (iii) by the  Executive
without Good Reason pursuant to Paragraph 5(f) hereof, the Company shall pay the
following  amounts to the Executive (or to the Executive's  estate,  as the case
may be):

                                    i.   Any  accrued but unpaid Base Salary (as
                           determined  pursuant to  Paragraph  3(a)  hereof) for
                           services rendered to the date of termination;

                                    ii.  Any   declared  but  unpaid  bonus  (as
                           determined pursuant to Paragraph 3(b) hereof); and

                                    iii. Any   accrued   but   unpaid   expenses
                           required to be  reimbursed  pursuant  to  Paragraph 4
                           hereof.

                           (b)   Termination  by  the  Company   Without  Cause;
Termination for Good Reason. In the event the Executive's  employment  hereunder
is terminated prior to the end of the Term by the Company without Cause pursuant
to  Paragraph  5(d)  hereof or by the  Executive  for Good  Reason  pursuant  to
Paragraph  5(e)  hereof,  the  Company  shall pay the  following  amounts to the
Executive:

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                                    i.     Any  accrued  but unpaid  Base Salary
                           (as determined pursuant to paragraph 3(a) hereof) for
                           services rendered to the date of termination;

                                    ii.  Any   declared  but  unpaid  bonus  (as
                           determined pursuant to Paragraph 3(b) hereof);

                                    iii. Any accrued by unpaid expenses required
                           to be reimbursed pursuant to Paragraph 4 hereof; and

                                    iv. Any unvested  options  shall  accelerate
                           and become  fully  exercisable  pursuant to Paragraph
                           3(c) hereof.

                           (c) No  Duty  to  Mitigate.  In the  event  that  the
Executive's  employment  is  terminated  by  reason  of  the  Executive's  Total
Disability  Pursuant to Paragraph  5(b) hereof,  the  Executive's  employment is
terminated by the Company  without Cause pursuant to Paragraph  5(d) hereof,  or
the  Executive's  employment  is  terminated  by the  Executive  for Good Reason
pursuant to  Paragraph  5(e)  hereof,  the  Executive  shall be under no duty to
mitigate with respect to any severance or other amounts payable pursuant to this
Agreement  and such  payments  shall be made  without  regard to sums  earned by
Executive from any other source.

                           (d) No Other Benefits or Compensation.  Except as may
be provided under this Agreement, under the terms of any incentive compensation,
employee  benefit or fringe benefit plan applicable to the Executive at the time
of the termination of the Executive's  employment  prior to the end of the Term,
the  Executive  shall have no right to  receive  any other  compensation,  or to
participate  in any other  plan,  arrangement  or benefit,  with  respect to any
future period after such termination.

                  7.       Noncompetition and Nonsolicitation;  Nondisclosure of
Proprietary Information; Surrender of Records.

                           (a)  Noncompetition and  Nonsolicitation.  In view of
the unique and valuable services it is expected the Executive will render to the
Company,  the  Executive's  knowledge of the clients,  trade secrets,  and other
proprietary  information  relating  to the  business  of  the  Company  and  its
subsidiaries and affiliates and its clients and suppliers,  and in consideration
of compensation to be received  hereunder,  the Executive agrees that during his
employment  hereunder,  and for one year thereafter in the event the Executive's
employment  hereunder is terminated  prior to the end of the Term by the Company
for Cause  pursuant to Paragraph  5(c) hereof or by the  Executive  without Good
Reason pursuant to Paragraph 5(f) hereof, the Executive will not compete with or
be engaged in any business (whether as an officer,  director,  employee,  agent,
proprietor,  stockholder,  partner, member or otherwise) which is engaged in the
business  of  (i)   evaluating,   structuring   and  building   e-commerce   and
Internet-based  businesses,   including,   without  limitation,  the  marketing,
branding and funding of such e-commerce and Internet-based  businesses,  or (ii)
providing  investment  banking services and related financial advisory services,
including,  without  limitation,  the  services  of capital  raising,  financial
restructuring,  and identifying and structuring  mergers and  acquisitions.  The
provisions of this Paragraph 7(a) will not be deemed breached merely because the
Executive owns less than

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ten percent (10%) of the outstanding  common stock of a publicly-traded  company
or is a passive investor who owns less than ten percent (10%) of the outstanding
common stock of a privately-held company.

                  In further  consideration  of the  compensation to be received
hereunder,  the Executive  agrees that during the Term,  and for a period of one
year  subsequent  to any  termination  hereunder,  the  Executive  shall not (i)
directly  or  indirectly  solicit or attempt  to solicit  any of the  employees,
agents,  consultants  or  representatives  of the  Company  or of the  Company's
clients to  terminate  his,  her or its  relationship  with the  Company or such
client;  (ii)  directly or  indirectly  solicit or attempt to solicit any of the
employees,  agents,  consultants  or  representatives  of the  Company or of the
Company's clients to become employees, agents, consultants or representatives of
any other person or entity;  (iii) directly or indirectly  solicit or attempt to
solicit, persuade or seek to persuade any customer, vendor or distributor of the
Company or of any of the Company's  clients to cease to do business or to reduce
the amount of business which any customer, vendor or distributor has customarily
done or  contemplates  doing with the Company or any such client  whether or not
the  relationship  between  the  Company or any such  client and such  customer,
vendor or distributor was originally established in whole or in part through the
Executive's efforts. Any reference in this Paragraph 7(a) to the "Company" shall
mean and include the Company's subsidiaries and affiliates.

                           (b)    Proprietary    Information.    The   Executive
acknowledges  that during the course of his employment  with the Company he will
necessarily  have  access  to  and  make  use  of  proprietary  information  and
confidential  records  of  the  Company  and  the  Company's   subsidiaries  and
affiliates.  The Executive covenants that he shall not during the Term or at any
time  thereafter,  directly  or  indirectly,  use for his own purpose or for the
benefit of any person or entity other than the Company,  nor otherwise disclose,
any such  proprietary  information  to any  individual  or entity,  unless  such
disclosure  has been  authorized  in  writing  by the  Company  or is  otherwise
required by law.

                           For  purposes  of  this  Paragraph  7,   "proprietary
information"  shall  not  include  information  which  is or  becomes  generally
available to the public other than as a result of a breach of this  Agreement by
the Executive.

                           (c)  Confidentiality  and  Surrender of Records.  The
Executive shall not during the Term or at any time thereafter  (irrespective  of
the  circumstances  under  which  the  Executive's  employment  by  the  Company
terminates),  except as required by law,  directly or indirectly  publish,  make
known or in any  fashion  disclose  any  confidential  records to, or permit any
inspection or copying of confidential records by, any individual or entity other
than in the course of such  individual's or entity's  employment or retention by
the Company,  nor shall he retain, and will deliver promptly to the Company, any
of the same following  termination of his employment hereunder for any reason or
upon request by the Company. For purposes hereof,  "confidential  records" means
all  correspondence,   memoranda,   files,  manuals,  books,  lists,  financial,
operating or marketing  records,  magnetic  tape or electronic or other media or
equipment of any kind which may be in the  Executive's  possession  or under his
control or accessible to him which contain any  proprietary  information  of the
Company or the Company's  subsidiaries  or affiliates or clients  referred to in
Paragraph 7(b). All  confidential  records shall be

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<PAGE>

and remain the sole property of the Company,  or, as  applicable,  the Company's
subsidiaries, affiliates or clients during the Term and thereafter.

                           (d) Inventions and Patents.  Any interest in patents,
patent applications,  inventions,  copyrights,  developments,  business methods,
trade secrets and processes  ("Inventions")  which the Executive develops during
his  employment  with the Company  and which  relates to the fields in which the
Company  or the  Company's  subsidiaries  is then  engaged  shall  belong to the
Company,  or, as  applicable,  the Company's  subsidiaries.  Upon  request,  the
Executive  shall execute all such  assignments  and other documents and take all
such other action as the Company may reasonably  request in order to vest in the
Company,  or, as applicable,  a subsidiary of the Company all his right,  title,
and interest in and to such Inventions.

                           (e)      Enforcement.

                                    i. The  Executive  agrees that the remedy at
                  law  for any  breach  or  threatened  breach  of any  covenant
                  contained in this Paragraph 7 would be inadequate and that the
                  Company,  in  addition  to  such  other  remedies  as  may  be
                  available  to it at law or in  equity,  shall be  entitled  to
                  institute  proceedings  in any court or  courts  of  competent
                  jurisdiction  to  obtain  injunctive  relief  without  proving
                  damages  or that  damages  would  be  inadequate  and  without
                  posting any bond.

                                    ii. In no event shall any asserted violation
                  of any  provision  of this  Paragraph 7 constitute a basis for
                  deferring or withholding any amounts  otherwise payable to the
                  Executive under this Agreement.

                  8.       Key  Man  Insurance.  The  Executive  recognizes  and
acknowledges  that the Company or its  affiliates  may seek and  purchase one or
more policies  providing key man life  insurance  with respect to the Executive,
the  proceeds of which would be payable to the  Company or such  affiliate.  The
Executive  hereby  consents  to  the  Company  or  its  affiliates  seeking  and
purchasing  such  insurance  and will  provide  such  information,  undergo such
medical  examinations  (at the Company's  expense),  execute such  documents and
otherwise  take any and all  actions  necessary  or  desirable  in order for the
Company or its  affiliates  to seek,  purchase  and  maintain  in full force and
effect such policy or policies.

                  9.       Notices.  Any  notice,  consent,   request  or  other
communication  made or given  in  accordance  with  this  Agreement  shall be in
writing either (i) by personal delivery to the party entitled  thereto,  (ii) by
facsimile  with  confirmation  of receipt,  or (iii) by  registered or certified
mail,  return  receipt   requested.   The  notice,   consent  request  or  other
communication shall be deemed to have been received upon personal delivery, upon
confirmation  of receipt of facsimile  transmission,  or, if mailed,  three days
after mailing. Any notice, consent, request or other communication made or given
in accordance  with the  Agreement  shall be made to those listed below at their
following  respective  addresses or at such other address as each may specify by
notice to the others:

                                      -9-

<PAGE>

                  To the Company:

                                    THCG Ventures, LLC
                                    650 Madison Avenue, 21st Floor
                                    New York, New York 10022
                                    Attention:  Secretary
                                    Facsimile No.:  (212) 223-0161

                  with a copy to:

                                    Kramer Levin Naftalis & Frankel LLP
                                    919 Third Avenue
                                    New York, New York  10022
                                    Attention:  Peter S. Kolevzon, Esq.
                                    Facsimile No.:  (212) 715-8000

                  To the Executive:

                                    Evan Marks
                                    1185 Park Avenue
                                    New York, New York 10128
                                    Facsimile No.:  (212) 722-2997


                  10.      Successors.

                           (a) This  Agreement is personal to the Executive and,
without the prior written consent of the Company, shall not be assignable by the
Executive  otherwise than by will or the laws of descent and distribution.  This
Agreement  shall inure to the benefit of and be enforceable  by the  Executive's
heirs and legal representatives.

                           (b) This Agreement  shall inure to the benefit of and
be binding upon the Company and its successors and assigns.

                           (c) The Company shall require any successor  (whether
direct or indirect, by purchase,  merger,  consolidation or otherwise) to all or
substantially  all of the  business  and/or  assets of the Company  expressly to
assume and agree to perform  this  Agreement  in the same manner and to the same
extent  that  the  Company  would  have  been  required  to  perform  if no such
succession had taken place. As used in this Agreement, "Company" shall mean both
the Company as defined above and any such  successor  that assumes and agrees to
perform this Agreement, by operation of law or otherwise.

                  11.      Complete  Understanding;   Amendment;   Waiver.  This
Agreement  constitutes  the  complete  understanding  between the  parties  with
respect to the  employment  of the  Executive  and  supersedes  all other  prior
agreements and  understandings,  both written and oral, between the parties with
respect to the subject matter hereof, and no statement, representation,

                                      -10-

<PAGE>

warranty or covenant has been made by either party with respect  thereto  except
as expressly set forth herein.  This Agreement  shall not be altered,  modified,
amended  or  terminated  except  by a written  instrument  signed by each of the
parties  hereto.  Any  waiver  of  any  term  or  provision  hereof,  or of  the
application  of any such term or  provision  to any  circumstances,  shall be in
writing  signed by the party  charged with giving such waiver.  Waiver by either
party  hereto of any breach  hereunder by the other party shall not operate as a
waiver of any other  breach,  whether  similar to or  different  from the breach
waived.  No delay on the part of the Company or the Executive in the exercise of
any of their  respective  rights or remedies shall operate as a waiver  thereof,
and no single or partial  exercise by the Company or the  Executive  of any such
right or remedy shall preclude other or further exercise thereof.

                  12.      Severability.  The invalidity or  unenforceability of
any provision of this Agreement shall not affect the validity or  enforceability
of any other  provision of this  Agreement.  If any provision of this  Agreement
shall be held invalid or  unenforceable  in part, the remaining  portion of such
provision,  together with all other  provisions of this Agreement,  shall remain
valid and  enforceable  and  continue  in full force and  effect to the  fullest
extent consistent with law.

                  13.      Governing  Law. This  Agreement  shall be governed by
and construed and enforced in accordance  with the laws of the State of New York
applicable  to  agreements  made and to be wholly  performed  within that State,
without regard to the principles of conflict of laws.

                  14.      Waiver  of Jury  Trial.  Each of the  parties  hereto
irrevocably  waives, to the fullest extent permitted by law, all rights to trial
by jury in any action,  proceeding or counterclaim (whether based upon contract,
tort or otherwise) arising out of or relating to this Agreement.

                  15.      Titles and Captions. All paragraph titles or captions
in this Agreement are for convenience only and in no way define,  limit,  extend
or describe the scope or intent of any provision hereof.

                  16.      Counterparts.  This Agreement may be signed in one or
more  counterparts,  each of which  shall be  deemed an  original,  and all such
counterparts shall constitute but one and the same instrument.

                                      -11-

<PAGE>

                  IN WITNESS WHEREOF, the Executive has executed this Employment
Agreement and,  pursuant to the  authorization  of the Manager,  the Company has
caused this  Agreement  to be executed in its name and on its behalf,  all as of
the date above written.

                                    THCG Ventures, LLC


                                    By: /s/ Joseph D. Mark
                                       ---------------------------------------
                                         Name:  Joseph D. Mark
                                         Title: Co-Chief Executive Officer


                                    EXECUTIVE:


                                    /s/ Evan Marks
                                    ------------------------------------------
                                             Evan Marks


                                   THCG, Inc. hereby guarantees the obligations
                                   of THCG Ventures, LLC under the foregoing
                                   Employment Agreement


                                   THCG, Inc.


                                    By: /s/ Joseph D. Mark
                                       ---------------------------------------
                                         Name:  Joseph D. Mark
                                         Title: Co-Chief Executive Officer