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                                                 Exhibit 10.17

July 21, 2000

PERSONAL & CONFIDENTIAL


Mr. Scott Brian Clark
29 Herkimer Road
Scarsdale, New York 10583

Dear Scott:

     On behalf of Liquor.com, we are pleased to extend to you the following
offer of employment:

     1.   POSITION/TITLE - Chief Financial Officer and General Counsel and
          Member of the Executive Management Group. You will report directly
          to me as CEO and have senior financial and legal responsibility for
          the company and have such other duties commensurate with your
          position as assigned to you by the board of directors. Among other
          things, you will have senior responsibility for the overall
          financial and legal management for Liquor.com and be our primary
          interface with our outside lawyers and accountants. In addition, we
          expect you to meet with the bankers and investors to advance the
          company's private offering efforts and to assist in the
          consummation of our contemplated initial public offering which we
          expect to file shortly, including participation in "road show"
          events. You will also have a critical role in business development,
          focusing on the implementation of partnerships and business
          alliances within the eCommerce industry and elsewhere.

     2.   COMPENSATION

          -  $175,000 per annum, to be increased to $200,000 per annum upon
             IPO or significant financing event, including "additional
             compensation" of:

               -  $25,000 on the first anniversary of this agreement, to be
                  accelerated to your sixth month anniversary, upon completion
                  of our IPO or a significant financing event.

               -  $25,000 upon the public offering of our shares or significant
                  financing event.

               -  "additional compensation" after your first year will be
                  determined by the Board of Directors but in an amount of not
                  less than $50,000.



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Mr. Scott Brian Clark
7/27/2000


Page 2

           -     Benefits
                 -    Initially, the Company will pay the Cobra premium of your
                      medical and dental family insurance. Thereafter, you
                      shall be entitled to the benefits established by the
                      Company or, if such benefits are not similar to your
                      current indemnity plan coverage, the Company will pay
                      for the cost of a similar indemnity plan or like
                      coverage.
                 -    Participation in any additional bonus, stock option and
                      employee benefit plans, including pension and medical
                      to be determined by the executive management group.

     3.   OPTIONS - The Company will grant you options to purchase up to
          244,337 of common shares at $3.52/share under the Company's 2000
          Stock Option Plan which shall vest as follows:

                 -     61,084 to vest upon your starting date;
                 -     91,626 to vest evenly over the first 12 months;
                 -     30,542 to vest evenly over the next 12 months;
                 -     30,542 to vest upon the 2nd year anniversary of
                       your starting date;
                       30,542 to vest upon IPO or significant financing
                       event;
                 --------------------------------------------------------
                 -     Any vested options will not expire prior to the
                       second anniversary of your termination or
                       withdrawal. All options become 50% vested upon a
                       change in control of the company. The options will
                       have such other terms as established by the Board
                       of Directors pursuant to the Company's 2000 Option
                       Plan.

     4.    LOAN - Liquor.com shall provide you a two year, non-interest
           bearing loan (or tandem stock appreciation rights) to allow you to
           immediately exercise vested stock options on a cashless basis. The
           loan will have such terms as determined by the board of directors.

     5.    DURATION AND SEVERANCE Your employment will be at-will. Only the
           Chief Executive Officer and/or the Board of Directors may terminate
           you, and any such termination shall require delivery to you of a
           90-day advance written notice of such termination. If you are
           terminated without cause, the Company will pay you a six month
           severance amount, based upon you per annum rate, within thirty days
           of your termination

     STARTING DATE - On or about March 27, 2000.


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Mr. Scott Brian Clark
7/27/2000
Page 3

     7.   FURTHER MATTERS - Further, Liquor.com agrees to immediately purchase
          Director and Officer (D&O) liability insurance, sufficient to
          adequately cover all officers and directors for any potential
          liabilities. It will be your responsibility to work out a proposal for
          D&O insurance, for immediate approval of the executive management
          group.

          Your reasonable out-of-pocket expenses for all travel and subsistence,
          including all reasonable such expenses incurred in commuting to the
          main office in Chicago will be reimbursed. As CEO I will review and
          approve your expense report.

          At your or Liquor.com's request, any issues arising under this
          agreement shall be settled through appointment of an independent
          arbitrator/mediator to be selected by the parties. If the parties
          cannot agree on such arbitrator/mediator, Liquor.com's outside
          attorney will appoint one. Costs will be split equally between
          Liquor.com and you. The venue for any arbitrator (or action) arising
          under this agreement shall be New York.

          Upon any change in control you will have the option to terminate your
          employment and be entitled to a severance payment equal to one times
          your annual compensation payable within 30 days of the change in
          control.

     It is our pleasure to welcome you to Liquor.com. Please indicate your
acceptance of the terms of this agreement by signing the enclosed copy and
returning it to us.


                                        Very truly yours,

                                        /s/ Barry Grieff

                                        Barry Grieff
                                        Chief Executive Officer


I accept the terms of employment as outlined
in this letter

/s/ Scott Brian Clark
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Scott Brian Clark

Date:     7/27/00
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