EXHIBIT 10.1
                                  ------------


                              EMPLOYMENT AGREEMENT


          THIS  AGREEMENT  (the  "Agreement")  is  dated  as  of October 1, 2000
between  RF  Technologies,  Inc., also to be known as QuadraComm, Inc. (RFTI), a
public  Colorado  corporation  with  its  headquarters  in  Tampa, Florida, both
hereinafter  referred  to  as  the  "Company", and Robert W. Ellis ("Employee").

          WHEREAS,  the  Company  is  presently  in  the business of developing,
marketing, and/or distributing a variety of RF application products and services
for  domestic  and  international  telecommunications  ;  and

          WHEREAS,  Employee  desires  to  become  employed  by  the  Company as
President  and  a  Director  for  the  Company  and the Company desire to employ
Employee  in  such  capacities  pursuant  to  the  terms  hereof;  and

          WHEREAS,  in  such capacity, Employee has agreed to be responsible for
all  executive  operations  of  the  Company  as more fully provided herein, all
subject  to  the  direction  of  the  Board  of  Directors  of  the  Company;

          NOW, THEREFORE, in consideration of the mutual promises and conditions
contained  herein,  and  other  good and valuable consideration, the adequacy of
which  the  parties  hereby  acknowledge,  the  parties  hereto, intending to be
legally  bound,  hereby  agree  as  follows:

          1.     Employment of Employee. The Company hereby employs Employee,
                 ----------------------
and Employee hereby accepts employment, as President of the Company upon the
terms and conditions of this Agreement.

          2.     Term of Agreement. This Agreement shall remain in force and
                 -----------------
effect for a four- year (4) period commencing on October 1, 2000 (the
"Employment Date") and ending at the close of business on September 30, 2004
unless sooner terminated pursuant to paragraph 9 below (the "Initial Term").  At
the end of the Initial Term, the Company may, in its sole discretion, extend the
term of this Agreement for up to three additional successive one-year periods
(each such one-year period referred to herein as a "Renewal Term") by providing
written notice to the Employee at least ninety (90) days prior to the expiration
of the Initial Term or of any Renewal Term, as applicable.  (The Initial Term
together with any Renewal Term(s) granted by the Company is sometimes
collectively referred to herein as the "Term").



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          3.     Employee's Duties.  During the Term of this Agreement, Employee
                 -----------------
shall  serve  as President for the Company, and be responsible for the executive
and general management of all of the activities of the Company.  All activities,
including,  but  not  limited to the foregoing activities, shall be conducted by
Employee  under the direction of and subject to the control of the Company Board
of  Directors.

          4.     Loyalty  to  the  Company. Employee shall devote his full time,
                 -------------------------
attention  and  efforts  to  the  business and affairs of the Company and to the
performance of his duties and responsibilities during the Term hereof.  Employee
shall  owe  his full loyalty to the Company and shall not engage in any activity
or  enter  into  any  transaction  that  would or might constitute a conflict of
interest,  or  the appearance thereof, with the duties and loyalties owed by him
to the Company.  Without limiting the foregoing, Employee agrees that during the
Term  of this Agreement, Employee will not engage in any business activity other
than  those  duties described in this Agreement, whether or not such business is
pursued  for  gain  or  profit,  or  other  pecuniary advantage.  However, it is
understood  by the Parties that Employee is currently assisting existing prepaid
cellular  participants  in  creating  technology  and  business  solutions which
benefit  those  clients  and  will likely benefit the Company in some measurable
manner  in  the  near future.  Such assistance is acceptable within the terms of
this  Agreement  as  long  as  it  is performed on a non-interference basis with
Company  business  and  does  not  negatively impact the Company's position, and
ability  to compete, in the prepaid cellular marketplace.  In addition, Employee
may invest his assets in such form or manner as will not require his services in
the  operation  of  the  affairs  of the companies in which such investments are
made,  provided  that  such  investments  are  not  wholly or in part based upon
confidential  information  obtained  in his employment with the Company.  If any
such investment is contemplated to be made with a competitor of the Company, the
specific  nature  and amount of the investment shall be disclosed to the Company
in  writing prior to such investment and such investment may not be made without
the  prior  approval in writing of the Board of Directors of the Company.  It is
also acceptable for Employee to serve on the Board of Directors or as Trustee to
outside companies as long as there is no competitive conflict of interest in the
association.

          5.     Salary.
                 ------

               (a)     Base  Salary.  In consideration of the performance by the
                       ------------
Employee  of the duties and obligations contained in this Agreement, the Company
shall  pay  Employee  an  initial  gross salary of $12,000 per month, payable in
accordance  with the normal payroll practices of the Company.  Any amounts shall
be  prorated for periods less than a month.  Salary payments shall be subject to
withholding  and  other  applicable  taxes  and  deductions.  The aforementioned
initial  salary  will  be subject to review by the Company, which may decide, in
their  sole  discretion, to raise such salary.  Such review shall occur at least
annually,  on  or  about  each  Employment  Date  anniversary.

          6.     Bonus  Eligibility
                 ------------------

               (a)     Signing  Bonus.  Employee shall receive 275,000 shares of
                       --------------
Rule  144 restricted Common Stock of Company upon the signing of this employment
contract.

               (b)     Stock  Options.  In addition to the base salary described
                       --------------
in  paragraph 5 above, Employee shall be eligible to receive options to purchase
common stock of the Company at least annually based upon an Executive Management
Stock  Option Program to be developed and approved by


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Employee        Company


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Company  Management and the Board of Directors at their earliest convenience. It
is  anticipated  that  such  Program  will  remain in force during the period of
employment  of  Employee, and shall be based upon the individual job performance
of  Employee  and  upon  the  financial performance of the consolidated Company.
Earned options shall fully vest upon the date of each individual grant and shall
expire,  if  not  exercised,  with  five  (5)  years  of  the date of the grant.


               (c)     Additional  Bonus.  The  Employee  may be eligible for an
                       ------------------
additional  Performance  bonus  under  an  Executive  Compensation Program to be
developed  and  approved  by  Management  and  the  Board  of Directors at their
earliest  convenience. The calculation of earned bonus will likely be based upon
the  Company's  financial performance against certain performance criteria to be
determined during the structuring of the Program. The threshold for enacting the
bonus  pool  for a specific period shall be Company attainment of eighty percent
(80%)  or  more performance against the applicable goals generated and approved.
Said  goals  and  objectives  will  be  officially revised for bonus calculation
purposes,  as  required  by  changes  in  business events and forecasts, only as
approved  by  the  Board  of  Directors  of  the  Company.

Each earned bonus will be calculated from the following sliding scale:

     Level of Company goal performance          80%     100%   120%

     Payout % of Employee's annual salary       20%      30%    40%

If  goals  are achieved, and a bonus is earned for a period, Employee shall have
the  option  of  receiving  the bonus in cash or in Common Stock in the Company.
If stock is chosen, the number of shares to be issued will be calculated using a
formula  to  be  developed  during  the  program  creation.


          7.     Benefits.  Employee  shall  be  entitled  to  receive  benefits
                 --------
made  available  to  other Executive Officers within the Company consistent with
the  policies  and  practices  of  the Company effected from time to time. These
benefits  are  anticipated  to  include  health,  dental,  and  vision insurance
benefits, term life insurance at annual salary multiples to be determined, short
and long-term disability, one month annual vacation, holiday pay consistent with
Company standard practices, and an Executive Deferred Compensation Program to be
developed. The Company will fund and maintain a Directors and Officers Liability
Indemnity  Insurance  policy  to  adequately protect Employee from inappropriate
liability  and expense incurred through legal actions precipitated during normal
course  of conducting Company business. The Company will provide Employee with a
leased  vehicle  of  Employee's  choice,  or a vehicle allowance if preferred by
Employee,  but  said vehicle must be appropriate for executive business use, and
must  carry a monthly lease rate/allowance rate not to exceed $600.00 per month.
If  Employee  chooses  the  lease  option,  the  Company will maintain insurance
coverage  at  standard  Company  values,  and  will  provide coverage for normal
maintenance  and  operating  expenses.


          8.     Business  Expenses.  Employee  may incur expenses in connection
                 ------------------
with  the  performance  of  his duties as President or Director for the Company,
including  expenses  for business travel, meals, lodging, customer entertainment
and  similar items.  The Company will reimburse Employee for all such customary,
reasonable  and  necessary  expenses upon Employee's periodic presentation of an


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itemized  and documented account of such expenditures and in accordance with the
Company's expense reimbursement policies for Travel and Entertainment, which are
in  effect  al  the  time  the  expense  is  incurred.

          9.     Termination.
                 -----------

               (a)     Termination  by  the  Company.
                       -----------------------------

                    i.     For  Cause.  The Company may terminate the Employee's
                           ----------
employment  with the Company at any time for "cause," which termination shall be
effective  immediately  upon  written notice to Employee.  The Company shall pay
base  salary through the date of termination and have no further  obligations to
Employee as of the date of termination.  For purposes of this Agreement, "cause"
is  defined  to mean such act, omission or course of conduct which the Companies
determine is (1) a willful violation of any of the provisions of this Agreement;
             ---
(2)  willful  misconduct  which  is  demonstrably  injurious  to  the  Company,
---
monetarily  or  otherwise;  (3) the commission of a felony involving the Company
                            ---
and/or its business and suggesting moral  turpitude on the part of the Employee,
whether  or not the Employee ultimately is indicted, arraigned or convicted; (4)
                                                                             ---
improper  or  unethical  business  activity,  including, but not limited to, the
Employee's  fraud,  misappropriation,  embezzlement,  dishonesty,  unlawful
harassment,  or  gross  negligence,  (5)  lack  of  sufficient effort or willful
                                     ---
neglect  in  the  performance  of  his  duties; or (6)  inability to perform the
                                                   ---
essential  functions  of  the  job,  even  with  reasonable accommodation by the
Company,  due  to  disability  of  thirty  days  or  more.

                    ii.     Without  Cause.  The  Company  may  terminate  the
                            --------------
Employee's  employment with the Company without cause, effective upon thirty(30)
days written notice to Employee.  Employee shall be entitled to (a) continuation
of  compensation  as  provided in Paragraph 5,6 & 7 through the original term of
Employment  Agreement.  In  such  event,  Employee, if requested by the Company,
shall  continue  to render his services and shall be paid his regular salary and
receive  his normal benefits up to the effective date of termination.  All stock
options in Employment Agreement shall be considered vested at the time of actual
termination.

               (b)     Termination  by  Employee.  Employee  may  terminate  his
                       -------------------------
employment  under  this Agreement at any time upon thirty(30) days notice to the
Company.  In  such  event, Employee, if requested by the Company, shall continue
to  render  his  services  and  shall be paid his regular salary and receive his
normal  benefits  only  up  to the effective date of termination.  The Company's
personnel  obligations  to  the Employee shall cease as of the effective date of
termination.

               (c)     Termination  Upon  Death.  This Agreement shall terminate
                       ------------------------
automatically  upon the death of Employee during the Term hereof, and all salary
payments  shall  immediately  cease  upon  death.

          10.     Restrictive  Covenants.
                  ----------------------

               (a)     Covenant  Not  To Compete.  Employee acknowledges that as
                       -------------------------
President,  Employee  shall  be  engaged,  without limitation, in performing the
other  duties  set forth in Paragraph 3 herein.  Employee also acknowledges that
the  Company  and  its  affiliates  are  currently  engaged  in  domestic  and
international  telecommunication  products  and services.  Employee agrees that,
during  the  term  of  his  employment  and  for  a period of one year after the
expiration  or  termination  of  his  employment  with the Company, whether such
termination  is  voluntary  or involuntary, with or without cause, he shall not,
either  directly  or  indirectly,  for  himself  or through, on behalf of, or in
conjunction with any other


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person or legal entity, perform the same services for any other business engaged
in  providing  directly  competitive  services.

               (b)     Non-Interference  with  Employees.  During  the  term  of
                       ---------------------------------
Employee's  employment  and  for  a  period  of one year after the expiration or
termination  of  his  employment  with  the Company, whether such termination is
voluntary  or involuntary, with or without cause, Employee will not, directly or
indirectly,  on his own behalf or on behalf of or in conjunction with any person
or  legal  entity other than the Company, recruit, solicit, or induce or attempt
to  recruit, solicit or induce any employee of the Company to become employed by
or  to  be  engaged  in  a  business  engaged  in  providing  the  Services.

               (c)     Non-Solicitation  Covenant.  Employee  agrees that during
                       --------------------------
the  term of his employment and for a period of one year after the expiration or
termination  of  his  employment  by  the  Company,  whether such termination is
voluntary  or involuntary, with or without cause, Employee will not, directly or
indirectly,  on his own behalf or on behalf of or in conjunction with any person
or  entity other than the Company, actively solicit the business or patronage of
any  of  the  clients,  customers  or accounts of the Company served by Employee
during  the  term  of  this  Agreement.

               (d)     Non-Disclosure  Covenants.  Employee acknowledges that as
                       -------------------------
an  integral part of the Company's business, the Company has developed, and will
develop,  at  a  considerable investment of time and expense, plans, procedures,
methods of operation, methods of production, financial data, lists of actual and
potential  customers, suppliers, marketing strategies, plans for development and
expansion,  customer  and  supplier  data,  and other confidential and sensitive
information,  and Employee acknowledges that the Company has legitimate business
interest  in  protecting  the  confidentiality  of  such  information.  Employee
acknowledges  that  as President for the Company, he will be entrusted with such
information.  Employee, therefore, acknowledges a continuing responsibility with
respect  to  the  protection  of  the  information  and  agrees:

                    i.     "Trade  Secrets"  shall  be  defined  as information,
without  regard  to  form, belonging to the Company or licensed by it including,
but  not  limited  to,  technical  or  nontechnical  data,  formulae,  patterns,
compilations,  programs,  devices,  methods,  techniques,  drawings,  processes,
financial  data, financial plans, product plans, or lists of actual or potential
customers of suppliers which is not commonly known by or available to the public
and  which information: (a) derive economic value, actual or potential, from not
being  generally  known  to, and not being readily ascertainable by proper means
by,  other  persons  or  entities  who  can  obtain  economic  value  from their
disclosure  or use; and (b) are the subject of efforts that are reasonable under
the  circumstances  to  maintain  their  secrecy.

                    ii.     "Confidential  Information" shall be defined, as any
information  belonging to the Company or licensed by it other than Trade Secrets
with  is  material  to  the  Company  and  not  generally  known  by the public.

                    iii.     Employee  will  treat as confidential and will not,
without  the  prior  written  approval  of  the  Company, use (other than in the
performance  of  his  duties of employment with the Company), publish, disclose,
copyright  or  authorize  anyone  else  to  use, publish, disclose or copyright,
either  during  the  term  of  Employee's  employment  or at any time subsequent
thereto,  any


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information which constitutes Trade Secrets of the Company whether or not the
Trade Secrets are in written or tangible form.

                    iv.     Employee  will  treat  as confidential and will not,
without  the  prior  written  approval  of  the  Company, use (other than in the
performance  of  his  duties  of employment with the Company), publish disclose,
copyright  or  authorize anyone else to use, publish, disclose or copyright, any
Confidential  Information  either  during  the term of his employment or for one
year  after termination of employment, whether voluntary or involuntary, with or
without  cause, and whether or not the Confidential Information is in written or
other  tangible  form.

                    v.     All records, notes, files, drawings, documents, plans
and  like items, and all copies thereof, relating to or containing or disclosing
Confidential Information or Trade Secrets of the Companies which be made or kept
by  Employee  or which are disclosed to or come into the possession of Employee,
shall  be  and  remain  the  sole  and  exclusive property of the Company.  Upon
termination  of  employment,  Employee  agrees  to deliver to the Company or its
designee,  the  originals  and  all  copies  of  any  of  the  foregoing.

          11.     Proprietary  Rights  In  Developments.  In  the  course  of
                  -------------------------------------
rendering  his services to the Company, Employee may conceive, create or develop
or  invent  ideas,  concepts, methods of operation, processes, programs or other
matter or material, whether or not constituting an advance to, or an improvement
of,  or  pertaining  to  existing  Company  proprietary matter (all of which are
hereinafter  referred  to  as "Developments"). All Developments shall constitute
Confidential Information (and may constitute Trade Secrets) and shall be subject
to  all  of the restrictions imposed on Employee pursuant to this Agreement.  In
addition,  all  Developments  and  all  rights  therein  throughout  the  world
constitute  works made for hire and in all circumstances shall be and remain the
sole  and exclusive property of the Company whether or not protectible under any
laws  now  known  or  hereafter applicable, including but not limited to patent,
copyright,  trademark  or  trade  secret  laws.

               (a)     Assignment  by  Employee  of  All Rights in Developments.
                       --------------------------------------------------------
Employee hereby assigns to the Company all rights throughout the world, however,
denominated (whether under patent, copyright, trademark, trade secret or like or
different  laws), in all media now known or hereafter recognized, in and to each
such  Development.  This  assignment  is not intended to derogate any rights the
Company  has as an author of a work made for hire.  In order to fully effectuate
these provisions, Employee hereby represents and warrants, that, with respect to
each  such  Development:  (i) to the extent of Employee's contribution, all such
matter  is  original and does not and will not infringe or violate the rights of
any  other  person  or  entity; and (ii) that neither Employee nor anyone on his
behalf  have  granted  or  will grant or purport to grant to any other person or
entity  any  rights,  in  whole  or  in  part,  in  and  to  such  Developments.

               (b)     Cooperation.  Employee  shall,  during  and  after
                       -----------
termination  of  Employee's  employment,  cooperate  with  the  Company  in  the
prosecution or defense of any claims, litigation, or other proceedings involving
the  Developments and provide such information and execute such documents as the
Company  may  reasonably  request to confirm, implement or enforce its rights in
such Developments.  The Company shall be responsible for the expenses associated
with  the  filing  of  any  patent,  copyright,  trademark or like applications.


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          12.     Remedies  for  Breach.  In  the  event of Employee's actual or
                  ---------------------
threatened  breach  of  the  provisions  of Paragraphs 10 or 11, the Company, in
addition  to  all  other  rights, shall be entitled to an injunction-restraining
Employee therefrom.  Nothing herein shall e construed as prohibiting the Company
form  pursuing  any other available remedy for such breach or threatened breach,
including  the recovery of damages from Employee. This provision shall remain in
full  force  and  effect  in  the  event  Employee should claim that the Company
violated  any of the terms of this Agreement.  In such event, Employee agrees to
pursue  such  claim against the Company independently of his covenants set forth
in  such  Paragraphs.

          13.     Governing  Law.  This  Agreement  shall  be  construed  under,
                  --------------
governed  by, and enforced in accordance with, the laws of the State of Florida,
not  including  its  conflicts  of  law  principles.

          14.     Right  of  Offset.  In  the event Employee violates any of the
                  -----------------
terms  or  conditions  of  this  Agreement, the Company shall have the right, in
addition  to, and not in lieu of all other rights at law or in equity, to offset
the  amount  of  any damages caused by such breach or violation against any sums
due  or  to  become  due  to  Employee  under  the  terms  of  this  Agreement.

          15.     Notice.  Any notice required or desired to be given under this
                  ------
Agreement  shall  be  deemed  given  in  writing  and  hand-delivered or sent by
Certified  mail to his address shown herein below in the case of Employee, or to
its  principal  office  in  the  case  of  the  Company.

          16.     No  Waiver  by Company.  The waiver by the Company of a breach
                  ----------------------
of any provision of this Agreement by Employee shall not operate or be construed
as  a  waiver  of  any  subsequent breach by Employee.  No waiver shall be valid
unless  in  writing  and  signed  by  an  authorized  Officer  of  the  Company.

          17.     Assignment.  Employee  acknowledges  that  the  services to be
                  ----------
rendered  by  him are unique and personal.  Accordingly, Employee may not assign
any  of  his  rights  or  delegate  any  of his duties or obligations under this
Agreement.  The rights and obligations of the Company under this Agreement shall
inure  to the benefit of and shall be binding upon the successors and assigns of
the  Company.

          18.     Severability.  Should  any  part  of  this  Agreement, for any
                  ------------
reason,  be  declared  invalid  by  an  arbitrator  or  a  court  of  competent
jurisdiction,  such  decision  or determination shall not affect the validity of
any  remaining  portion,  and  such  remaining portion shall remain in force and
effect  as  if  this  Agreement  had  been  executed  with  the  invalid portion
eliminated;  provided,  that  in  the  event  of declaration of invalidity , the
provision  declared  invalid shall not be invalidated in its entirety, but shall
be  observed  and performed by the parties to the extent such provision is valid
and  enforceable.

          19.     Complete  Agreement.  This  Agreement  shall  constitute  the
                  -------------------
entire  agreement  between  the  parties hereto and shall supersede all previous
negotiations,  commitments  and  writings with respect to Employee's employment.
Any  subsequent  alteration  or  modification  to this Agreement must be made in
writing  and  signed  by  both  parties.

     EMPLOYEE  ACKNOWLEDGES  THAT  HE HAS HAD THE OPPORTUNITY TO CONSULT WITH AN
ATTORNEY  OR  ANY  OTHER  INDIVIDUAL  FROM  WHOM  HE


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WISHED  TO  OBTAIN ADVICE CONCERNING THIS AGREEMENT. EMPLOYEE STATES THAT HE HAS
CAREFULLY  READ  THE  WITHIN  AND FOREGOING "EMPLOYMENT AGREEMENT" AND KNOWS AND
UNDERSTANDS  THE  CONTENTS  THEREOF AND THAT HE IS EXECUTING THE SAME AS HIS OWN
FREE  ACT  AND  DEED.

     IN  WITNESS  WHEREOF,  the  parties hereto have caused this Agreement to be
duly  executed  as  of  the  date  first  above  written.


COMPANY:                               EMPLOYEE:

By:   /s/ Ron Lambrecht                ROBERT W. ELLIS
----------------------------

Name:  Ron Lambrecht
----------------------------
Its:   Tres.                           /s/  Robert W. Ellis
----------------------------           -------------------------
       QuadraComm.

Date:  10-6-00                         Date:   10-1-00
----------------------------           -------------------------




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