EXHIBIT 10.17
                               MCG PARTNERS, INC.
                      7000 W. PALMETTO PARK ROAD, SUITE 501
                            BOCA RATON, FLORIDA 33433

April 1, 2001

C. Lawrence Rutstein, Chairman
GourmetMarket.com, Inc.
7000 W. Palmetto Park Road, Suite 501
Boca Raton, Florida 33433

Gentlemen,

         The purpose of this letter is to confirm the engagement of MCG
Partners, Inc. ("MCG") to provide investment banking services for
GourmetMarket.com, Inc. (the "Company"). The terms pursuant to which MCG is to
assist and advise the Company are:


1.       Services. The Company hereby engages MCG to provide investment banking
         services. Such services of MCG may include assisting in long-term
         financial planning; advising the Company regarding corporate
         organization, expansion and capital structure; and such other similar
         matters as to which the MCG may, from time to time, be asked to consult
         by the Company.

2.       Information. In connection with MCG's activities on the Company's
         behalf, the Company will furnish MCG with all information that it may
         reasonably request and provide MCG reasonable access to Company
         officers, directors, accountants and counsel.

3.       Cash Compensation. In consideration of MCG's services, MCG shall be
         entitled to receive, and the Company hereby agrees to pay MCG a
         consulting fee equal to $5,000 per month for a minimum of 12 months.

4.       Expenses. In addition to the compensation described in Section 3 above,
         the Company agrees to promptly reimburse MCG, upon request from time to
         time, for all printing, mailing, reproduction, word processing, travel
         and lodging expenses plus MCG's counsel and fees of other consultants
         and advisors retained by MCG with the Company's consent in connection
         with MCG's services pursuant to this Agreement.

5.       Indemnification. The Company shall indemnify MCG under its standard
         indemnification provisions attached hereto and made a part hereof.

6.       Future Transactions. MCG shall be entitled to, and the Company agrees
         to pay a merger and acquisition fee equivalent to five (5%) percent of
         the consideration involved in any transaction (including mergers,
         acquisitions, joint ventures and any other business combination for the
         Company) consummated by the Company, such fee to be paid at the closing
         of the transaction to which it relates. Such fee shall be payable in
         common stock of the Company. The Company agrees to register such shares
         for resale using Form S-8 if available or such other form as is
         appropriate. Such registration shall be filed within 30 days of the
         consummation of any transaction. This fee shall extend beyond the
         Engagement Period for a period of one (1) year in the event the Company
         consummates a transaction with an entity introduced by MCG during the
         Engagement Period.
<PAGE>

7.       Termination. This Agreement may be terminated by the Company on 90
         days' written notice.

8.       Governing Law/Resolution of Disputes. The validity and interpretation
         of the Agreement shall be governed by the law of the State of Florida
         applicable to agreements made to be fully performed therein. MCG and
         the Company will attempt to settle any claim or controversy arising out
         of this Agreement through consultation and negotiation in good faith
         and a spirit of mutual cooperation. If those attempts fail, then the
         dispute will be mediated by a mutually acceptable mediator to be chosen
         by MCG and the Company within 15 days after written notice from either
         party demanding mediation. Neither party may unreasonably withhold
         consent to selection of a mediator, and the parties will share the
         costs of the mediation equally. Any dispute which the parties cannot
         resolve through negotiation or mediation within six months of the date
         of the initial demand for it by one of the parties may then be
         submitted to binding arbitration under the rules of the American
         Arbitration Association for resolution. The use of mediation will not
         be construed under the doctrine of latches, waiver or estoppel to
         affect adversely the rights of either party. Nothing in this paragraph
         will prevent either party from resorting to judicial proceedings if (a)
         good faith efforts to resolve the dispute under these procedures have
         been unsuccessful or (b) interim relief from a court is necessary to
         prevent serious and irreparable injury.

9.       Successors and Assigns. The benefits of this Agreement shall inure to
         the respective successors and assigns of the parties hereto, their
         successors, assigns and representatives, and the obligations and
         liabilities assumed in this agreement by the parties shall be binding
         upon their respective successors and assigns; provided, that the rights
         and obligations of the Company under this Agreement may not be assigned
         without the prior written consent of MCG and any other purported
         assignment shall be null and void. MCG may assign this Agreement to an
         affiliate without the Company's consent.

10.      Miscellaneous. The Company represents hereby that it is a sophisticated
         business enterprise that has retained MCG for the limited purposes set
         forth in this letter, and the parties acknowledge and agree that their
         respective rights and obligations are contractual in nature. Each party
         disclaims an intention to impose fiduciary obligations on the other by
         virtue of the engagement contemplated by this letter.

If the foregoing is acceptable, please sign a copy of this letter in the space
provided below and return the copy to the undersigned

                                       Very truly yours,



             MCG Partners, Inc.        By:    /s/ Neil Swartz
                                            ---------------------------
                                                Neil Swartz, President


             Confirmed and Agreed


             GourmetMarket.com, Inc.    By:   C. Lawrence Rutsein
                                            ---------------------------
                                              C. Lawrence Rutstein, Chairman