EXHIBIT 10.1



                              LICENSE AGREEMENT


          THIS AGREEMENT made as of this 10th day of March, 1995,
      between CLEARSHIELD, INC., a Florida corporation ("LICENSOR")  and
      CLEARSHIELD MANUFACTURING CORP., a Florida corporation
      ("LICENSEE").


                                WITNESSETH:

          WHEREAS:

          1.   LICENSOR owns the trademark and service mark
      "CLEARShield", and the logo attached hereto as Exhibit "A"
      (hereinafter collectively referred to as the "MARK"), and such
      MARK has been registered by LICENSOR in connection with a
      polycarbonate hurricane protection shutter;

          2.   LICENSOR owns, or has made application for, a utility
      patent for the invention, entitled STORM SHUTTER ASSEMBLY (the
      "PATENT"); and

          3.   LICENSEE desires to use the MARK and PATENT in
      connection with the manufacture and distribution of the
      polycarbonate hurricane protection shutter.

          NOW, THEREFORE, in consideration of the mutual  promises
      herein contained and other good and valuable consideration,  the
      receipt and adequacy of which is hereby acknowledged, the  parties
      hereto agree as follows:

          1.  GRANT OF LICENSE.  Upon the terms and conditions
      hereinafter set forth, LICENSOR hereby grants to LICENSEE a non-
      exclusive, non-transferable license to use the MARK in its trade
      name and the PATENT in conjunction with the Business of
      manufacturing, selling and installing the storm shutter  assembly.
      LICENSEE is authorized to use the MARK and PATENT solely and  only
      in connection with the Business and LICENSEE has no right to
      utilize the MARK or PATENT for any other purpose.  This  License
      is limited to use of the MARK and PATENT and does not extend  to
      any other MARK or PATENT now or hereafter owned by LICENSOR.


          This License is limited to use of the MARK and PATENT by


        the LICENSEE for the State of Florida.

             In the event that the PATENT is not granted, this  LICENSE
        shall be adjusted proportional to the values of the PATENT as  of
        the date of signing of this agreement. Such reduced value will  be
        a percentage reduction of the total fees paid of $350,000 in  cash
        and stock. The adjusted price will be determined by a  mutually
        agreed upon appraiser deemed to have experience in matters of
        patent valuation. Such valuation must be initiated within 60  days
        of notification of denial or limitation of the patent applied
        for. LICENSOR does not make any representations as to  whether  or
        not the PATENT will be granted.

             2.   OWNERSHIP OF MARK AND/OR PATENT.  LICENSEE  acknowledges
        LICENSOR'S ownership of and exclusive rights in the MARK and
        PATENT and the great value of the goodwill associated with  the
        MARK and PATENT. LICENSEE will do nothing inconsistent  with  the
        ownership of the MARK and PATENT by the LICENSOR and all uses  of
        the MARK and PATENT by LICENSEE shall inure to the benefit of  and
        be on behalf of the LICENSOR. In connection with the use  of  the
        MARK and PATENT, LICENSEE shall not in any manner represent  that
        it has any ownership in the MARK or PATENT or any  registration
        thereof. Nothing in this License shall give LICENSEE  any  right,
        title or interest in the MARK or PATENT other than the right  to
        use the MARK or PATENT in accordance with this  License.  LICENSEE
        will not attack the title of LICENSOR to the MARK or PATENT  or
        attack the validity of this License. Whenever licensee  uses  the
        MARK in advertising or any other manner, licensee shall  clearly
        indicate the licensor's ownership of the MARK.

             This Agreement does not, and is not intended to, create  any
        joint venture or agency relationship between the LICENSOR and
        LICENSEE. LICENSEE has no right to bind LICENSOR in  any  manner
        whatsoever to any agreement or undertaking. This Agreement is
        being entered into for the sole and limited purpose of  granting
        LICENSEE a right to use the MARK or PATENT on the terms and
        conditions stated herein.  LICENSOR is not and shall not be
        responsible for any acts or omissions of LICENSEE.

             3.   CONSIDERATION AND METHOD OF PAYMENT.  For and in
        consideration of LICENSOR granting to LICENSEE the right to  use
        the MARK and PATENT pursuant to the terms and conditions
        contained herein, LICENSEE agrees to pay to LICENSOR the sum  of
        Three Hundred Fifty Thousand ($350,000.00) Dollars as  follows:

             (a) The sum of One Hundred Thousand  ($100,000.00)  Dollars
        shall be paid to LICENSOR within fifteen (15) days of  execution
        of this Agreement and the notification of a majority vote of  the




      LICENSOR'S shareholder's as to approval of this  agreement  in  its
      entirety, less any sums spent on manufacture  and  research  and
      development of the product and tooling, such schedule  to  be  made
      a part of this agreement (Schedule A);

           (b) One Hundred Fifty Thousand ($150,000.00) Dollars,
      together with interest at the rate of eight (8%) percent per
      annum, shall be payable in twelve(12) monthly payments from date
      of execution of this Agreement and the notification of  a majority
      vote of the LICENSOR'S Shareholder's as to approval of this
      agreement in its entirety, or the approval of the patent
      application whichever is later.

           (c) Additionally, LICENSEE agrees to issue to LICENSOR
      100,000 shares of common stock. Said stock to have all existing
      rights of current shareholders. Said stock to be  issued  within  15
      days of execution of this agreement and the notification of  a
      majority vote approval of the shareholders of the LICENSOR  of
      this agreement in its entirety.

           4.    QUALITY STANDARDS AND  CONTROL.  LICENSEE  agrees  that
      the nature and quality of all facilities, services and goods
      rendered by LICENSEE in connection with the MARK or PATENT  shall,
      at all times, be first class and of superior standards.    In  no
      case shall such use fall below such standards.    In the event such
      services do fall below such standards, the LICENSOR may  terminate
      this License in accordance with Paragraph 8 herein.

           LICENSEE shall comply with all applicable laws and
      regulations and obtain all appropriate  governmental  approvals
      pertaining to the sale, distribution and advertising  of  goods  or
      services covered by this License.

           5.   FORM OF USE.  LICENSEE shall use the MARK and PATENT
      only in a form and manner which meets with LICENSOR's express
      approval.  LICENSEE shall maintain a file containing all
      materials of any type utilizing the MARK or PATENT for LICENSOR's
      inspection upon request and agrees to forego any use of the MARK
      or PATENT which LICENSOR deems objectionable. As to any proposed
      materials which have been approved, LICENSEE shall not depart
      therefrom in any material respect without LICENSOR's prior
      written consent.   LICENSEE's use of any such  materials containing
      the MARK or PATENT after notice that LICENSOR objects to such use
      shall entitle LICENSOR to terminate this Agreement pursuant to
      Paragraph 8 below. LICENS0R may withdraw its approval of any
      materials using the MARK or PATENT, for any reason, upon sixty
      (60) days prior written notice to LICENSEE.  As to any materials
      for which approval is withdrawn LICENSEE shall make diligent





     efforts to remove all such materials from public view or
     circulation as quickly as possible and LICENSOR shall reimburse
     LICENSEE for LICENSEE's actual cost of such materials removed.

           6.   INFRINGEMENT. LICENSEE agrees not to engage in any
     conduct which infringes the MARK or PATENT  or constitutes unfair
     competition with the LICENSOR by means of the use of the MARK or
     PATENT.  LICENSEE shall notify LICENSOR of any unauthorized use
     of the MARK or PATENT by others, as soon as it comes to
     LICENSEE's attention. LICENSOR shall have the sole right and
     discretion to bring infringement or unfair competition
     proceedings involving the MARK or PATENT.

           7.   TERM.  This License shall continue in full force and
     effect for an initial period of twenty (20) years, from the
     effective date hereof, unless sooner terminated  in accordance
     with the provisions hereof. At the end of the initial term, the
     License shall be automatically renewed for additional ten (10)
     Year terms unless either party, at least sixty (60) days prior to
     the end of any ten (10) year term gives written notice to the
     other party of termination of this License.

           8.   DEFAULT. If either LICENSOR or LICENSEE shall fail to
     perform any of the terms or conditions of this agreement, and
     such failure or breach shall not be cured within thirty (30) days
     after giving written notice thereof, the other party shall have
     the right to terminate this AGREEMENT, without thereby waiving
     any rights and remedies at law or equity on account of such
     default.


           9.   EFFECT OF TERMINATION.  Upon termination of this
     agreement, all rights and privileges granted LICENSEE shall
     immediately terminate and LICENSEE agrees  to immediately
     discontinue all uses of the MARK or PATENT and any words
     confusingly similar thereto, and delete the same from its
     corporate or business name. LICENSEE shall  destroy all printed
     materials bearing the MARK or PATENT. LICENSEE shall make no
     further reference to the MARK or PATENT in connection with
     LICENSEE's business or advertising and will, at no future time,
     adopt or use, without LICENSOR's prior written consent, a word or
     mark which is likely to be similar to or confusing with the MARK
     or PATENT.


           10.  ROYALTY.  A Royalty on total gross sales of the
     LICENSEE of the License and MARK shall be assessed by and paid to
     the LICENSOR.  This agreed upon license fee is to be seven
     percent (7.0%) of panel sales, payable monthly. A minimum of
     $70,000 is to be paid over a twelve month period.




           In conjunction with the Royalty the LICENSOR has the right
      to inspect the books and records of LICENSEE with a reasonable
      time request.

           11. ADVERTISING AND PROMOTION.  LICENSEE hereby agrees to
      maintain a minimum advertising and promotional budget to be
      expended over the course of a year.  Due to the seasonality of the
      product expenditures will vary from month to month.  A minimum of
      3% on the first million dollars in sales; 2% on the second
      million dollars in sales and 1% of all sales over two million
      dollars must be expended during a calendar year.  A minimum of
      $36,000 is to be paid over a twelve month period.

      Further, the LICENSOR agrees to set up a National Advertising
      Fund to which the LICENSEE will contribute 3% on the first
      million dollars in sales; 2% on the second million dollars in
      sales and 1/2% of all sales over two million dollars. Said fees
      are to be paid quarterly and are waived for the first twelve
      months of this agreement. A minimum of $20,000 is to be paid over
      a twelve month period.

           12. INSOLVENCY.  This Agreement shall be in default in the
      event of any act of insolvency or bankruptcy by LICENSEE or if
      LICENSEE makes any assignment for the benefit of creditors, or
      upon the appointment of any receiver or trustee to take
      possession of the properties of LICENSEE, or upon the winding-up
      sale, consolidation, merger or any sequestration by governmental
      authority of LICENSEE.

           13. NO ASSIGNMENT, SUB-CONTRACT OR SUB-LICENSE BY LICENSEE.
      This License and all rights and duties hereunder are personal to
      LICENSEE and shall not, without the written consent of LICENSOR
      be assigned, mortgaged, sub-licensed or otherwise encumbered or
      transferred by LICENSEE or by operation of law unless LICENSEE
      sublicensed to companies owned by the LICENSEE seventy-five (75%)
      percent or more. LICENSEE shall not be permitted to license any
      other person or entity to use the MARK or PATENT unless at least
      seventy-five (75%) percent owned by LICENSEE.  Should LICENSEE
      assign, mortgage, sub-license, encumber, or transfer this
      Agreement, LICENSOR shall be in default of this Agreement.

           14. INDEMNIFICATION.  LICENSEE hereby indemnifies to hold
      LICENSOR harmless against any claims, suits, damages, costs  r
      attorney's fees brought against or incurred by LICENSOR rising
      out of any acts or omissions by LICENSEE which are unjustifiably
      attributed to LICENSOR as a result of LICENSE's use of the MARK
      or PATENT.







             15. ENTIRE AGREEMENT. This agreement represents the entire
        understanding and agreement between the parties with respect to
        the subject matter hereof, and supersedes all other negotiations,
        understandings and representations made by and between such
        parties.

             16. AMENDMENTS.  The provisions of this Agreement may not be
        amended, supplemented, waived or changed orally, but only by a
        writing signed by the party as to whom enforcement of any such
        amendment, supplement, waiver or modification is sought and
        making specific reference to this Agreement.

             17. BINDING EFFECT. All of the terms and provisions of
        this agreement, whether so expressed or not, shall be binding
        upon, inure to the benefit of, and be enforceable by the parties
        and their respective administrators, executors, legal
        representatives, heirs, successors and permitted assigns.

             18. NOTICES.  All notices, requests, consents and other
        communications required or permitted under this agreement shall
        be in writing (including telex and telegraphic communication) and
        shall be (as elected by the person giving such notice) hand
        delivered by messenger or courier service, or mailed (airmail or
        international) by registered or certified mail (postage prepaid),
        return receipt requested, addressed to the address on the
        signature page hereof or to such other address as any party may
        designate by notice complying with the terms of this Section.
        Each such notice shall be deemed delivered (a) on the date
        delivered if by personal delivery, (b) on the date received if by
        telegraph, (c) on the date of transmission with confirmed answer
        back if by telex, and (d) on the date upon which the return
        receipt is signed or delivery is refused or the notice is
        designated by the postal authorities as not deliverable, as the
        case may be, if mailed.

             19. HEADINGS.  The headings contained in this agreement are
        for convenience of reference only, and shall not limit or
        otherwise affect in any way the meaning or interpretation of this
        Agreement.

             20. SEVERABILITY.  If any part of this agreement or any
        other Agreement entered into pursuant hereto is contrary to,
        prohibited by, or deemed invalid under applicable law or
        regulation, such provision shall be inapplicable and deemed
        omitted to the extent so contrary, prohibited or invalid, but the
        remainder hereof shall not be invalidated thereby and shall be
        given full force and effect so far as possible.





            21.  WAIVER.  The failure or delay of any party at any time
       to require performance by another party of any provision of this
       Agreement, even if known, shall not affect the right of such
       party to require performance of that provision or to exercise any
       right, power or remedy hereunder, and any waiver by any party of
       any breach of any provision of this Agreement should not be
       construed as a waiver of any continuing or succeeding breach of
       such provision, a waiver of the provision itself, or a waiver of
       any right, power or remedy under this Agreement.  No notice to or
       demand on any party in any case shall, of itself, entitle such
       party to any other or further notice or demand in similar or
       other circumstances.


            22.  SPECIFIC PERFORMANCE.  Each of the parties acknowledges
       that the parties will be irreparably damaged (and damages,at law
       would be an inadequate remedy) if this Agreement is not
       specifically enforced.  Therefore, in the event of a breach or
       threatened breach by any party of any provision of this
       agreement, the other party shall be entitled to an injunction
       restraining such breach, without being required to show any
       actual damage or irreparable harm or to post any bond or other
       security, and to a decree for specific performance of the
       provisions of this agreement.  The right to an injunction and
       specific performance shall be in addition to all other rights or
       remedies.


            23.  JURISDICTION AND VENUE.  Without limiting the
       jurisdiction or venue of any other federal or state courts, each
       of the parties irrevocably and unconditionally (a) agrees that
       any suit, action or legal proceeding arising out of or relating
       to this Agreement may be brought in the courts of record of the
       State of Florida in Palm Beach County;  (b) consents to the
       jurisdiction of such court in any suit, action, or proceeding;
       (c) waives any objection which it may have to the laying of venue
       of such suit, action or proceeding in such court.

            24.  ENFORCEMENT COSTS.  If any legal action or other
       proceeding is brought for the enforcement of this agreement, or
       because of an alleged dispute, breach, default or
       misrepresentation in connection with any provision of this
       Agreement, the successful or prevailing party or parties shall be
       entitled to recover reasonable attorney's fees, court costs and
       all expenses even if not taxable as court costs (including
       without limitation all such fees, costs and expenses incident to
       appeals), incurred in that action or proceeding, in addition to
       any other relief to which such party or parties may be entitled.

            25.  REMEDIES CUMULATIVE.  No remedy herein conferred upon




       any party is intended to be exclusive of any other remedy, and
       each and every such remedy shall be cumulative and shall be in
       addition to every other remedy given hereunder or now or
       hereafter existing at law or in equity or by statute or
       otherwise.  No single or partial exercise by any party of any
       right, power or remedy hereunder shall preclude any other or
       further exercise thereof.

            26.  CONSTRUCTION.  This Agreement shall be construed as the
       joint and equal work product of the  parties  hereto.  No third
       party is intended as a third party beneficiary hereof.  This
       Agreement and all transactions contemplated by this Agreement
       shall be governed by, and construed and enforced in accordance
       with the internal laws of the State of Florida without regard to
       principles of conflicts of laws.

            IN WITNESS WHEREOF, the parties have caused  this, Agreement
       to be duly executed as of the day and year indicated below.

                                        CLEARSHIELD, INC.,
                                        a Florida corporation
                                        P.O. Box 31268
                                        Palm Beach Gardens, FL  33420

       /s/Connie Worthington
                                        by:/s/ Gregory Kostrzecha
       /s/J. Courtright Sr.                Gregory Kostrzecha, President
                                           Dated 3-10-95



                                        CLEARSHIELD MANUFACTURING CORP.,
                                        a Florida corporation
                                        4900 Dyer Blvd.
                                        Riviera Beach, FL  33407

       /s/Patrick Sullivan
                                        by:/s/ Darrell Peterson
       /s/J. Courtright Sr.                Darrell L. Peterson,
                                           President
                                           Dated:3-10-95