Exhibit 10 (i)
                              EMPLOYMENT AGREEMENT

     THIS  EMPLOYMENT  AGREEMENT (this " Agreement") is made and entered into as
of  the  1st  day of  September  1,  2001,  by and  between  HEALTHCARE  NETWORK
SOLUTIONS,  INC., a Delaware corporation  (hereinafter called the "Company") and
Sharon Allred, (hereinafter called the "Executive").

                              W I T N E S S E T H:
     WHEREAS,  the  Company  desires  to hire  Executive  to serve as  Company's
Chairman of the Board of Directors and as Company's President and CEO; and

     WHEREAS,  the Company and the Executive  desire to enter into an employment
agreement to  establish  the rights and  obligations  of the  Executive  and the
Company in such employment relationship; and

     WHEREAS, the terms of this Agreement have been approved by the Compensation
Committee of the Board of Directors of the Company;

     NOW,  THEREFORE,  and in  consideration of the above recited remises (which
are stipulated to be material) herein  contained,  the Company and the Executive
hereby mutually agree as follows:

     1.   Employment and Duties.  The Company hereby employs the Executive,  and
          the  Executive  hereby  accepts  employment  with the Company upon the
          terms and conditions  hereinafter set forth. The Executive shall serve
          the Company as its Chairman,  President and Chief Executive Officer of
          HEALTHCARE  NETWORK  SOLUTIONS,  INC. In such capacity,  the Executive
          shall  have  all  powers,  duties,  and  obligations  as are  normally
          associated  with such  positions.  The Executive shall further perform
          such other duties  related to the  business of the Company,  including
          travel, as may from time to time be reasonably requested of her by the
          Company's  Board of Directors.  The Executive  shall devote all of her
          skills,  time, and attention  solely and exclusively to said positions
          and in furtherance of the business and interests of the Company except
          for:

          (a) time spent in managing her  personal,  financial and legal affairs
          and serving on corporate, civic or charitable boards or committees, in
          each case only if and to the extent not substantially interfering with
          the performance of such responsibilities, and

          (b) time spent as a principal and officer of  Innovative  Clinical and
          Consulting  Services,  Inc. d/b/a Toco Hills Urgent Care  (hereinafter
          "ICCS")

          (c) periods of vacation to which she is entitled.

Executive  shall  promptly  notify the Company of her election or appointment to
any corporate,  civic or charitable boards or committees on or after the date of
this Agreement.

     2.   Term of Employment.  The term of employment  shall begin, or be deemed
          to have begun, on September 1, 2001 (the  "Effective  Date") and shall
          expire on September 2, 2004, (the "Expiration Date") subject, however,
          to prior  termination  or to extension,  as herein  provided.  On each
          September 1st while this Agreement is in force beginning  September 1,
          2001, the term of this Agreement  shall  automatically  be extended so
          that new term of the  Agreement  expires  three  years from such date,
          which shall then become the "Expiration Date".

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     3.   Base Salary. For such services,  the Executive shall receive an annual
          base salary of $150,000  ("Base  Salary"),  which Base Salary shall be
          reviewed  annually  by the  Compensation  Committee  of the  Board  of
          Directors  and  which  may be  increased,  but not  decreased,  by the
          Company  during  the term of this  Agreement.  In the  event  that the
          Company increases the Executive's Base Salary, the amount of the prior
          Base  Salary,  together  with any  increase(s),  shall be her new Base
          Salary .The Base  Salary  shall be payable in equal  installments,  no
          less  frequently than  semi-monthly,  in accordance with the Company's
          regular  payroll  practices.   Beginning  at  the  end  of  the  first
          anniversary  of this date the  Executive  shall be  entitled to annual
          increases  of no less than 5% for cost of living  increase.  Executive
          shall also be reimbursement  for all reasonable  expenses  incurred by
          the Executive in connection with the conduct of the Company's business
          on presentation  of reasonable and appropriate  receipts in accordance
          with the Company's regular  reimbursement  policy applicable to senior
          executives.


     4.   Bonus.  Executive  shall be  entitled to a one time  signing  bonus of
          $150,000 payable in cash or shares at the Executive's discretion.  For
          each fiscal year of the  Company  during  which she is employed by the
          Company  on the last  day of the  fiscal  year,  the  Executive  shall
          receive an annual bonus (" Annual Bonus") equal to or greater then 30%
          of  Executive's  base salary but not greater then 100% of  Executive's
          base salary.  Each Annual Bonus shall be paid in cash or stock, at the
          Executive's  discretion,  no later than 90 days after the close of the
          fiscal year, unless electively  deferred by the Executive  pursuant to
          any  deferral  programs  or  arrangements  that the  Company  may make
          available to the Executive.

          (a) Fund Raising. In addition to the foregoing bonuses Executive shall
          receive bonuses for fund raising as set in Appendix A. For purposes of
          Appendix A fund  raising  shall be  limited to the  raising of capital
          through equity securities.

     5.   Fringe Benefits.  The Company shall further provide the Executive with
          all health and life  insurance  coverages,  sick leave and  disability
          programs,  tax-qualified  retirement  plans,  stock option plans, paid
          holidays and vacations,  expense  reimbursement  policies,  moving and
          relocation  policies,  perquisites,  and such other fringe benefits of
          employment  as the Company  may provide  from time to time to actively
          employed senior  executives of the Company who are similarly  situated
          including upon termination.  Notwithstanding the preceding  provisions
          of this  Section  5,  during  the  term of this  Agreement  (including
          extensions  thereof)  the Company  shall  provide the  Executive  at a
          minimum;

          (a) Directors Liability and Directors and Officers Errors and Omission
          Insurance up to at least 5 million in coverage.

          (b) an  individual  disability  insurance  policy,  at  the  Company's
          expense,  in addition to the long-term  disability  plan maintained by
          the Company  generally for its  employees,  which  provides  long-term
          disability   insurance   which   replaces  at  least   $10,000-of  the
          Executive's monthly Base Salary;

          (c) a minimum of six (6) weeks of vacation

          (d) a key man life insurance policy, at the Company's expense,  in the
          amount of $1,000,000.

     6.   Termination of Employment.

          (a) Termination of Employment Other Than by Executive. The Executive's
          employment  hereunder  may be  terminated  by the Company  without any
          breach of this Agreement under the following circumstances:

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          (1) Death or Disability.  The Executive's  employment  hereunder shall
          terminate upon her death,  and may be terminated by the Company in the
          event of her  Disability  for a  continuous  period  of at  least  one
          hundred eighty (180) days, provided that the Executive does not return
          to work on a  substantially  full-time  basis within  thirty (30) days
          after Notice of  Termination  is given by the Company  pursuant to the
          provisions  of  Sections 6 (c) and 6 (d) (2). A return to work of less
          than  thirty  (30) days shall not  interrupt  a  continuous  period of
          Disability  .  The  company  shall  not  prevent  the  Executive  from
          returning to work.

          (2) Cause.  The  Company  may  terminate  the  Executive's  employment
          hereunder  for cause only in the event of a final  determination  of a
          court of law

          (3)  Without  Cause.   The  Company  may  terminate  the   Executive's
          employment  hereunder  without Cause so long as it pays  Executive all
          sums payable under Section 7 (c).

          (b)  Termination  of  Employment  by  Executive.   The  Executive  may
          terminate her employment at any time with or without Good Reason.


          (c)  Notice  of  Termination.   Any  termination  of  the  Executive's
          employment by the Company,  or by the Executive other than termination
          upon the Executive's death, shall be communicated by written Notice of
          Termination  to the other  party.  For purposes of this  Agreement,  a
          "Notice  of  Termination"  means a  notice  that  shall  indicate  the
          specific  termination  provision in this  Agreement  relied upon,  and
          shall  set forth in  reasonable  detail  the  facts and  circumstances
          claimed  to  provide  a  basis  for  termination  of  the  Executive's
          employment  under the  provision  so  indicated.  The  failure  by the
          Executive  to set  forth  in the  Notice  of  Termination  any fact or
          circumstance  which  contributes to a showing of Good Reason shall not
          waive any right of the  Executive  hereunder or preclude the Executive
          from  asserting  such fact or  circumstance  in  enforcing  her rights
          hereunder.

          (d) Date of Termination. "Date of Termination" means:

          (1) If the Executive's employment is terminated by her death, the date
          of her death.

          (2) If the  Executive's  employment  is terminated by the Company as a
          result of  Disability  pursuant to Section  6(a)(1),  the date that is
          thirty (30) days after Notice of  Termination  is given;  provided the
          Executive  shall not have returned to the performance of her duties on
          a full-time basis during such thirty(30) day period.



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          (3) If  the  Executive  terminates  her  employment  for  Good  Reason
          pursuant  Section 6(b), the date that is ten (10) days after Notice of
          Termination  is given  (provided  that the Company  does not cure such
          event during the ten (10) day period).

          (4) If the Executive  terminates  her  employment  other than for Good
          Reason,  the date that is two (2) weeks after Notice of Termination is
          given;  provided, in the sole discretion of the Company, such date may
          be any earlier date after Notice of Termination is given.

          (5) If the Executive's employment is terminated by the Company without
          Cause  pursuant  to  Section  6(a)(3),  the date that is two (2) weeks
          after Notice of Termination is given.

          (6) If the  Executive's  employment  is  terminated by the Company for
          Cause  pursuant  to Section  6(a)(2),  the date on which the Notice of
          Termination is given.

          7.  Amounts   Payable  Upon   Termination   of  Employment  or  During
          Disability.  Upon the termination of the  Executive's  employment with
          the  Company,  the  Company  shall  have  the  following   obligations
          (including the obligation to pay the cost of all benefits  provided by
          the  applicable  benefit  plan to the  Executive  and the  Executive's
          family  under this  Section 7, except  normal  employee  contributions
          required  by  the  applicable  benefit  plan  of  other  participating
          executives with comparable responsibilities);  provided, however, that
          any item paid or payable under this Agreement  shall be reduced by any
          amount paid or payable to the  Executive  and the  Executive's  family
          with respect to the same type of payment under any  severance  plan or
          policy now  maintained or at any time in the future  maintained by the
          Company.  F or this  purpose,  any  payment or any  severance  plan or
          policy  made over time shall be  discounted  to  present  value at the
          Interest Rate before  reducing any payment under this Agreement by any
          amount paid or payable to the Executive  under such  severance plan or
          policy.  Notwithstanding anything herein to the contrary, in the event
          the company fails to pay any sum"payable"  under any severance plan or
          policy,  such failure  shall negate any  reduction  given to "payable"
          amount.

          (a) Death. If the  Executive's  employment is terminated by her death,
          the Executive's beneficiary (as designated by the Executive in writing
          with the Company  prior to her death)  shall be entitled to payment of
          all Accrued  Obligations.  Unless otherwise  directed by the Executive
          all Accrued Obligations shall be paid to the Executive's beneficiaries
          in a lump  sum in  cash  within  thirty  (30)  days  of  the  Date  of
          Termination.  In  the  absence  of a  beneficiary  designation  by the
          Executive,  or, if the  Executive's  designated  beneficiary  does not
          survive the Executive,  benefits  described in this Section 7(a) shall
          be paid to the Executive's heirs. In addition,  all stock options that
          have been  granted to the  Executive  at least six months prior to the
          date of her death  (measured from the date of grant of each such stock
          option),  if any, shall be and become fully vested and may be executed
          by the estate of the  Executive  for a period  equal to the earlier to
          occur of three (3) years  from the date of the death of the  Executive
          or the date the option would have otherwise  expired without regard to
          the  Executive's  death or other  termination  of  employment.  If the
          Executive  dies  after  the date of grant of any  stock  options,  the
          Executive's  estate may  exercise  any stock  options  which were then
          vested for a period  equal to the  earlier to occur of three (3) years
          from the date of the  death of the  Executive  or the date the  option
          would have expired  without regard to the  Executive's  death or other
          termination of employment.


          (b) Disability.

          (1) During any period that the  Executive  fails to perform her duties
          hereunder as a result of incapacity  due to physical or mental illness
          ("Disability  Period"),  the Executive  shall  continue to receive her
          base  salary  at the rate  then in effect  for such  period  until her
          employment is terminated pursuant to Section 6(a)(1).

          (2) Upon her  termination  of  employment  because of  Disability  (as
          described in Section  6(a)(1),  the Executive shall be entitled to the
          payments  and benefits  described in Section 7(a) as if the  Executive
          had died on her Date of  Termination.  In the event of the Executive's
          death prior to the time that all  payments  described  in Section 7(a)
          have been  completed,  such payments and benefits shall be paid to the
          Executive's  beneficiary (as designated  pursuant to Section 7(a), or,
          in  the  absence  of  a  beneficiary  designation  of  the  designated
          beneficiary does not survive the Executive, to the Executive's estate.

          (3) The  Executive  and the  Executive's  family  shall be entitled to
          receive  disability  and  other  welfare  plan  benefits  (other  than
          continued group long-term  disability coverage) generally available to
          executives with comparable  responsibilities or positions for a period
          of two (2) years from the Date of Termination.



<PAGE>




          (c)  Termination by Company  Without Cause or Termination by Executive
          for  Good  Reason.  In the  event  that  the  Company  terminates  the
          Executive's  employment without Cause or the Executive  terminates her
          employment  for Good Reason before the  expiration of the term of this
          Agreement,  including any extension  thereof,  the Executive  shall be
          entitled to the following  payments and benefits:  (1) Those described
          in  Section  7(a)  as if  the  Executive  had  died  on  her  Date  of
          Termination; and

          (2) Payment of all Base Salary,  the signing bonus and all  guaranteed
          Annual  Bonuses  that would  otherwise  have  become  payable  but for
          termination, through the "Expiration Date"; and

          (3) All outstanding  options,  stock grants, share of restricted stock
          or any other equity,  incentive compensation shall be and become fully
          vested and  nonforfeitable;  and

          (4) The  Executive  and the  Executive's  family  shall be entitled to
          receive  welfare plan benefits  (other than continued  group long-term
          disability coverage) generally available to executives with comparable
          responsibilities  or positions for a period of the lessor of three (3)
          years from the Date of  Termination  or until the  Expiration  Date of
          this Agreement at the same cost to the Executive as is charged to such
          executives from time to time for comparable coverage.



<PAGE>






          8. Restrictive  Covenants.  The Executive agrees that, during the term
          of this Agreement, including an extension thereof, and for a period of
          one year thereafter, she shall not, directly or indirectly:

          (a) on  Executive's  own  behalf or on  behalf of any other  person or
          entity,  solicit,  contact, call upon, communicate with, or attempt to
          communicate  with any  person  or  entity  who was a  customer  of the
          Company at any time within the one-year  period  ending on the Date of
          Termination or any representative of any such customer of the Company,
          with the intent or purpose of selling or  providing  of any product or
          service  competitive  with any product or service  sold or provided or
          under  development  by the  Company  during  the  period  of one  year
          immediately preceding termination of Executive's  employment and which
          is  still  being  offered  by or is  still  under  development  by the
          Company; and

          (b) employ or attempt to employ or assist  anyone else in employing in
          any  Competing  Business any person who, at any time within the period
          commencing  one year prior to the Date of  Termination  and ending one
          year after the Date of Termination, was, is or shall be an employee of
          the  Company  (whether  or not  such  employment  is  full-time  or is
          pursuant to a written contract with the Company).

          (c)  Notwithstanding  anything in this Section 8 or Section 9 below to
          the  contrary,  in the event,  for whatever  reason,  Executive is not
          actively  employed under this  agreement for at least two years,  then
          Executive  shall be entitled to use and  disclose for her own benefit,
          or for the benefit of others any information  acquired by her prior to
          employment hereunder or acquired by her in conjunction with any of the
          customers or accounts listed on the attached  Appendix B. Furthermore,
          in such  event,  nothing  in  Section 8 or  Section 9 shall  prohibit,
          restrict, or otherwise affect Executive's right or ability to transact
          business  with any of the  customers  or accounts on said  Appendix B.
          Whether for Executive's own benefit or for the benefit of others.

          (d)  Notwithstanding  anything in this Section 8 or Section 9 below to
          the  contrary,  performance  by  Executive  of her  duties for ICCS as
          described in Section 1 (b) shall not  constitute a breach or violation
          of Section 8 or Section 9 hereof.


          9. Confidential Information. The Executive agrees that:


          (a)  during  the  term  of  this   Agreement   and,  with  respect  to
          Confidential Information, for a period of five (5) years following her
          Date of Termination,  or with respect to Trade Secrets, for so long as
          the  respective   information   qualifies  as  a  trade  secret  under
          applicable  law, she will receive and hold all Company  Information in
          trust and in strictest confidence

          (b) will use her best effort to protect the Company  Information  from
          disclosure  and will in no event take any action  causing  any Company
          Information to lose its character as Company Information; and

          (c)  except  as  required  by  Executive's  duties  in the  course  of
          employment by the Company, she will not, directly or indirectly,  use,
          publish,  disseminate or otherwise disclose any Company Information to
          any third party  without  the prior  written  consent of the  Company,
          which may be withheld in the Company's absolute discretion.

          All documents  tangible or intangible  materials,  including  computer
          data,  provided  to or  obtained  by  Executive  during  the course of
          employment by the Company which contains  Company  Information are the
          property of the Company  (collectively,  the  "Materials").  Executive
          will not remove from the  Company's  premises or copy or reproduce any
          Materials(except  as  Executive's  employment  by  the  Company  shall
          require), and at the termination of Executive's employment, regardless
          of the  reason  for such  termination,  Executive  will leave with the
          Company, or immediately return to the Company, all Materials or copies
          or reproductions thereof in Executive's possession, power or control.



<PAGE>




          10. Acknowledgment; Remedies.

          (a) Executive has  carefully  considered  the nature and extent of the
          restrictions  upon her and the rights and  remedies  conferred  to the
          Company  under  Sections  8  and  9  of  this  Agreement,  and  hereby
          acknowledges  and  agrees  that  the  same  are  reasonable  in  time,
          necessary to protect the  business,  interests  and  properties of the
          Company,  are designed to eliminate  competition which would be unfair
          to the Company,  do not stifle the inherent  skill and  experience  of
          Executive,  would not  operate as a bar to  Executive's  sole means of
          support, are fully required to protect the legitimate interests of the
          Company and do not confer a benefit upon the Company  disproportionate
          to the detriment of Executive.

          (b) In the event of any violation of the provisions of Sections 8 or 9
          of this  Agreement by  Executive,  the parties  hereby  recognize  and
          acknowledge  that remedy at law will be inadequate and the Company may
          suffer  irreparable   injury.   Accordingly,   Executive  consents  to
          injunctive and other appropriate equitable relief upon the institution
          of  proceedings  therefore  by the  Company  in order to  protect  the
          Company's rights under such Sections. Such relief shall be in addition
          to any other  relief to which the Company may be entitled at law or in
          equity. Covenants contained in Sections 8 or 9 hereof shall be treated
          as independent covenants.


          11. Certain Further Payments by the Company.

          (a) Tax Reimbursement Payment. In the event that any amount or benefit
          paid or  distributed to the Executive by the Company or any Affiliated
          Company,   whether   pursuant   to   this   Agreement   or   otherwise
          (collectively,  the "Covered Payments"),  is or becomes subject to the
          tax (the "Excise  Tax")  imposed under Section 4999 of the Code or any
          similar tax that may  hereafter be imposed,  the Company  shall pay to
          the Executive,  at the time specified in Section 11 (e) below, the Tax
          Reimbursement  Payment  (as  defined  below).  The  Tax  Reimbursement
          Payment  is  deferred  as an amount,  which when added to the  Covered
          Payments and reduced by any Excise Tax on the Covered Payments and any
          federal,  state  and  local  income  tax  and  Excise  Tax on the  Tax
          Reimbursement  Payment  provided  for by this  Agreement  (but without
          reduction for any federal,  state or local income or employment tax on
          such Covered Payments), shall be equal to the sum of (i) the amount of
          the Covered  Payments,  and (ii) an amount equal to the product of any
          deductions disallowed for federal,  state or local income tax purposes
          because  of the  inclusion  of the Tax  Reimbursement  Payment  in the
          Executive's  adjusted gross income and the highest applicable marginal
          rate of federal, state or local income taxation, respectively, for the
          calendar year in which the Tax Reimbursement Payment is to be made.

          (b) Determining Excise Tax. For purposes of determining whether any of
          the Covered  Payments will be subject to the Excise Tax and the amount
          of such Excise Tax,

          (1) such  Covered  Payments  will be treated as  "parachute  payments"
          within the  meaning of Section  280G of the Code,  and all  "parachute
          payments"  in excess of the "base  amount" (as defined  under  Section
          280G{b)(3) of the Code) shall be treated as subject to the Excise Tax,
          unless, and except to the extent that, in the opinion of the Company's
          independent  certified  public  accountants,  which,  in the  case  of
          Covered  Payments made after the Change of Control Date,  shall be the
          Company's  independent certified public accountants appointed prior to
          the  Change  of  Control  Date,  or  tax  counsel   selected  by  such
          accountants (the "  Accountants"),  such Covered Payments (in whole or
          in part) either do not  constitute  "parachute  payments" or represent
          reasonable  compensation  for services  actually  rendered (within the
          meaning  of  Section  280G{b)(4)  of the  Code) in excess of the "base
          amount",  or such  "parachute  payments"  are otherwise not subject to
          such Excise Tax, and

          (2) the value of any  non-cash  benefits  or any  deferred  payment or
          benefit shall be determined by the


<PAGE>



Accountants in accordance with the principles of Section 280G of the Code.

          (c) Applicable Tax Rates and  Deductions.  For purposes of determining
          the amount of the Tax  Reimbursement  Payment,  the Executive shall be
          deemed:

          (1) to pay federal  income  taxes at the highest  applicable  marginal
          rate of federal income taxation for the calendar year in which the Tax
          Reimbursement Payment is to be made,

          (2) to pay any applicable  state and local income taxes at the highest
          applicable  marginal  rate of taxation for the calendar  year in which
          the  Tax  Reimbursement  Payment  is to be  made,  net of the  maximum
          reduction  in federal  income  taxes which could be obtained  from the
          deduction  of  such.  state  or  local  taxes  if paid  in  such  year
          (determined without regard to limitations on deductions based upon the
          amount of the Executive's adjusted gross income), and

          (3) to have  otherwise  allowable  deductions  for federal,  state and
          local income tax purposes at least equal to those  disallowed  because
          of the inclusion of the Tax  Reimbursement  Payment in the Executive's
          adjusted gross income.

          (d)  Subsequent   Events.   In  the  event  that  the  Excise  Tax  is
          subsequently  determined by the Accountants to be less than the amount
          taken into account  hereunder  in  calculating  the Tax  Reimbursement
          Payment made,  the Executive  shall repay to the Company,  at the time
          that  the  amount  of such  reduction  in the  Excise  Tax is  finally
          determined,  the portion of such prior Tax Reimbursement  Payment that
          has been  paid to the  Executive  or to  federal,  state or local  tax
          authorities  on the  Executive's  behalf  and that would not have been
          paid if such Excise Tax had been applied in initially calculating such
          Tax  Reimbursement  Payment,  plus  interest  on the  amount  of  such
          repayment at the rate provided in Section  1274(b)(2)(B)  of the Code.
          Notwithstanding  the  foregoing,  in the event any  portion of the Tax
          Reimbursement  Payment to be  refunded to the Company has been paid to
          any federal,  state or local tax  authority , repayment  thereof shall
          not be required until actual refund or credit of such portion has been
          made to the Executive,  and interest  payable to the Company shall not
          exceed  interest  received or credited  to the  Executive  by such tax
          authority for the period it held such  portion.  The Executive and the
          Company shall  mutually  agree upon the course of action to be pursued
          (and the method of allocating the expenses thereof) if the Executive's
          good faith claim for refund or credit is denied. In the event that the
          Excise Tax is later determined by the Accountants to exceed the amount
          taken into account hereunder at the time the Tax Reimbursement Payment
          is made  (including,  but not limited to, by reason of any payment the
          existence or amount of which cannot be  determined  at the time of the
          Tax Reimbursement  Payment),  the Company shall make an additional Tax
          Reimbursement   Payment  in  respect   of  such   excess   (which  Tax
          Reimbursement  Payment shall  include any interest or penalty  payable
          with  respect  to such  excess)  at the time  that the  amount of such
          excess is finally determined.



<PAGE>



          (e) Date of  Payment.  The  portion of the Tax  Reimbursement  Payment
          attributable  to a Covered  Payment ~ be paid to the Executive  within
          ten business days following the payment of the Covered Payment. If the
          amount of such Tax  Reimbursement  Payment (or portion thereof) cannot
          be finally  detem1ined  on or before the date on which payment is due,
          the Company  shall pay to the  Executive  an amount  estimated in good
          faith  by the  Accountants  to be  the  minimum  amount  of  such  Tax
          Reimbursement  Payment  and  shall  pay  the  remainder  of  such  Tax
          Reimbursement  Payment (which Tax Reimbursement  Payment shall include
          interest at the rate provided in Section 1274(b)(2)(B) of the Code) as
          soon as the amount  thereof can be  determined,  but in no event later
          than 45 calendar days after payment of the related Covered Payment. In
          the event that the amount of the estimated Tax  Reimbursement  Payment
          exceeds  the amount  subsequently  determined  to have been due,  such
          excess  shall be repaid or  refunded  pursuant  to the  provisions  of
          Section 11 ( d) above.

          12. Non-exclusivity of Rights. Nothing in this Agreement shall prevent
          or limit the  Executive's  continuing or future  participation  in any
          benefit,  bonus,  incentive  or other plan or program  provided by the
          Company or any of its Affiliated Companies and for which the Executive
          may qualify,  nor shall anything  herein limit or otherwise  prejudice
          such rights as the Executive may have under any other  agreements with
          the Company or any Affiliated Companies, including, but not limited to
          stock option or restricted stock agreements.  Amounts which are vested
          benefits or which the Executive is otherwise entitled to receive under
          any plan or program of the Company or any  Affiliated  Companies at or
          subsequent to the Date of  Termination  shall be payable in accordance
          with such plan or program.

          13.  Notice of  Termination  for Good  Cause.  In the  event  that the
          Executive  shall in good faith give a Notice of  Termination  for Good
          Reason and it shall  thereafter be determined that Good Reason did not
          take place,  the said Notice of  Termination  for Good Reason shall be
          deemed void ad initio as if such Notice had never been given.

          14. Definitions.

          (a) "Accountants" shall have the meaning set forth in Section ll (b).

          (b) "Accrued  Obligations"  shall mean (i) the  Executive's  full Base
          Salary through the Date of Termination, (ii) the product of the Annual
          Bonus  paid to the  Executive  for the last  full  fiscal  year of the
          Company and a fraction,  the  numerator of which is the number of days
          in the  current  fiscal  year  of the  Company  through  the  Date  of
          Termination,   and  the   denominator  of  which  is  365,  (iii)  any
          compensation  previously  deferred by the Executive (together with any
          accrued  earnings  thereon)  and not yet paid by the  Company  and any
          accrued vacation pay for the current year not yet paid by the Company,
          (iv)  any  amounts  or  benefits  owing  to  the  Executive  or to the
          Executive's  beneficiaries  under the then applicable employee benefit
          plans or policies  of the  Company  and (v) any  amounts  owing to the
          Executive  for  reimbursement  of  expenses  properly  incurred by the
          Executive prior to the Date of Termination and which are  reimbursable
          in accordance with the  reimbursement  policy of the Company described
          in Section 5(a).

          (c)   "Affiliated   Company"  shall  mean  any  company   controlling,
          controlled by or under common control with the Company.

          (d) " Annual Bonus" shall have the meaning set forth in Section 4.

          (e) "Base Salary" shall have the meaning set forth in Section 3.

          (f) "Board" shall mean the Board of Directors of the Company.


<PAGE>



          (g) "Cause" shall mean either:

          (1) any.  act that  constitutes,  on the  part of the  Executive,  (A)
          fraud,  dishonesty,  or a felony  and (B)  that  directly  results  in
          material injury to the Company; as proven in a court ruling.

          (h) A "Change of Control" means:

          (1) the  acquisition  by any  individual,  entity or group (within the
          meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act
          of 1934, as amended (the "Exchange  Act">>) (a "Person") of beneficial
          ownership  (within  the  meaning of Rule 13d-3  promulgated  under the
          Exchange  Act) of voting  securities  of the  corporation  where  such
          acquisition  causes such person to own  thirty-five  percent  (35%) or
          more of the  combined  voting  power  of the then  outstanding  voting
          securities of the Company  entitled to vote  generally in the election
          of directors (the "Outstanding Company Voting Securities");  provided,
          however,  that for  purposes of this  Subsection  (A),  the  following
          acquisitions shall not be deemed to result in a Change of Control: (i)
          any acquisition directly from the Company, (ii) any acquisition by the
          Company,  (iii)  any  acquisition  by any  employee  benefit  plan (or
          related  trust)   sponsored  or  maintained  by  the  Company  or  any
          corporation  controlled by the Company, or (iv) any acquisition by any
          corporation  pursuant to a transaction that complies with clauses (i),
          (ii) and (iii) of Subsection (3) below; and provided further,  that if
          any Person's  beneficial  ownership of the Outstanding  Company Voting
          Securities  reaches or exceeds  thirty- five percent (35%) as a result
          of a  transaction  described  in clause  (i) or (ii)  above,  and such
          Person subsequently acquires beneficial ownership of additional voting
          securities  of the  Company,  such  subsequent  acquisition  shall  be
          treated as an acquisition  that causes such Person to own  thirty-five
          percent (35%) or more of the Outstanding Company Voting Securities; or

          (2) individuals  who as of the date hereof,  constitute the Board (the
          "Incumbent  Board")  cease  for any  reason to  constitute  at least a
          majority of the Board; provided, however, that any individual becoming
          a director subsequent to the date hereof whose election, or nomination
          for election by the Company's shareholders,  was approved by a vote of
          at least two- thirds of the directors  then  comprising  the Incumbent
          Board shall be considered as though such  individual  were a member of
          the  Incumbent  Board,  but  excluding,  for  this  purpose,  any such
          individual whose initial assumption of office occurs as a result of an
          actual or threatened  election contest with respect to the election or
          removal of  directors or other actual or  threatened  solicitation  of
          proxies or consents by or on behalf of a Person  other than the Board;
          or

          (3)  the   approval   by  the   shareholders   of  the  Company  of  a
          reorganization,  merger or consolidation or sale or other  disposition
          of all or  substantially  all of the assets of the Company  ("Business
          Combination  ") or, if  consummation  of such Business  Combination is
          subject, at the time of such approval by shareholders,  to the consent
          of any  government  or  governmental  agency,  the  obtaining  of such
          consent (either explicitly or implicitly by consummation);  excluding,
          however,  such a  Business  Combination  pursuant  to which (i) all or
          substantially  all  of the  individuals  and  entities  who  were  the
          beneficial  owners  of  the  Outstanding   Company  Voting  Securities
          immediately  prior  to such  Business  Combination  beneficially  own,
          directly  or  indirectly,  more  than 60% of,  respectively,  the then
          outstanding  shares of common stock and the  combined  voting power of
          the then outstanding  voting securities  entitled to vote generally in
          the  election  of  directors,  as the case may be, of the  corporation
          resulting   from  such  Business   Combination   (including,   without
          limitation,  a corporation  that as a result of such  transaction owns
          the Company or all or substantially all of the Company's assets either
          directly or through one or more  subsidiaries)  in  substantially  the
          same  proportions  as  their  ownership,  immediately  prior  to  such
          Business  Combination of the  Outstanding  Company Voting  Securities,
          (ii) no Person (excluding any employee benefit plan (or related trust)
          of the  Company  or such  corporation  resulting  from  such  Business
          Combination)  beneficially owns,  directly or indirectly,  thirty-five
          percent (35%) or more of, respectively, the then outstanding shares of
          common  stock  of  the   corporation   resulting  from  such  Business
          Combination  or the  combined  voting  power of the  then  outstanding
          voting  securities of such corporation  except to the extent that such
          ownership existed prior to the Business Combination and (iii) at least
          a majority of the members of the board of directors of the corporation
          resulting from such Business Combination were members of the Incumbent
          Board at the time of the execution of the initial agreement, or of the
          action of the Board, providing for such Business Combination; or

          (4)  approval  by  the  shareholders  of  the  Company  of a  complete
          liquidation or dissolution of the Company.


<PAGE>




          Notwithstanding the foregoing, no Change of Control shall be deemed to
          have occurred for purposes of this  Agreement by reason of any actions
          or events in which the Executive participates in a capacity other than
          in her  capacity  as  executive  (or as a director of the Company or a
          Subsidiary, where applicable).

          (i) "Change of Control  Date" shall mean the date on which a Change of
          Control shall be deemed to have occurred.

          (j) "Code" shall mean the Internal Revenue Code of 1986, as amended.

          (k) "Company  Information"  means  Confidential  Information and Trade
          Secrets.

          (l)  "Competing   Business"   means  any  business   engaging  in  the
          exploitation or development of antimicrobial products.

          (m)   "Confidential   Information"   means   confidential   data   and
          confidential  information  relating  to the  business  of the  Company
          (which does not rise to the status of a trade secret under  applicable
          law) which is or has been disclosed to Executive or of which Executive
          became aware as a consequence  of or through her  employment  with the
          Company and which has value to the Company and is not generally  known
          to  its  competitors   and  which  is  designatedby   the  Company  as
          confidential.  Confidential  Information shall not include any data or
          information  that (i) has been  voluntarily  disclosed  to the general
          public  by the  Company,  (ii) has been  independently  developed  and
          disclosed to the general public by others,  or (iii) otherwise  enters
          the public domain through lawful means.

          (n) "Date of Termination"  shall have the meaning set forth in Section
          6(d).

          (o)  "Disability"  shall  mean  disability  which  would  entitle  the
          Executive  to receive full  long-term  disability  benefits  under the
          Company's long-term  disability plan on term substantially  similar to
          those of the  long-term  disability  plan as in  effect on the date of
          this Agreement.

          (p) "Excise Tax" shall have the meaning as set forth in Section 11(a).

          (q) "Good  Reason"  shall mean the  occurrence of one of the following
          events (provided the Company does not cure such event on a retroactive
          basis to the extent  possible within thirty days following its receipt
          of the Executive's Notice of Termination):



<PAGE>



          (1) The  Executive's  title is changed  causing a  materially  adverse
          manner.

          (2) The  Executive's  base salary is reduced for any reason other than
          in connection with the termination of her employment.

          (3) For any reason other than in connection  with the  termination  of
          the Executive's employment,  the Company materially reduces any fringe
          benefit  provided to the Executive  under Section 5 below the level of
          such  fringe  benefit  provided   generally  other  actively  employed
          similarly  situated  executives  of the Company.  Notwithstanding  the
          foregoing, if the Company agrees to fully compensate the Executive for
          any such  material  reduction  for a period  ending on the earlier to.
          occur of (i) the date such  fringe  benefit is no longer  provided  to
          other actively employed similarly  situated  executives of the Company
          or (ii) four (4) years,  then such  event  shall not  constitute  Good
          Reason.

          (4) A change of over  fifty (50)  miles in the  Executive's  principal
          place of employment in Atlanta,  Georgia, unless elected in acceptance
          by the Company and Executive.

          (5) The Company otherwise materially breaches, or is unable to perform
          its obligations  under this Agreement,  unless mutually agreed upon in
          writing by the Executive and Company..

          (6) The occurrence of a Change of Control.

          Notwithstanding  the foregoing,  the occurrence of one of the event in
          Sections ( 1) through (6) hereof shall not be  considered  Good Reason
          for the  Executive's  termination,  unless  the  Executive  delivers a
          Notice of  Termination-pursuant  to Sections 6(c) and 6(d)(3)  hereof,
          within one hundred  eighty (180) days after the  Executive  has actual
          notice of the  occurrence  of any of the events listed in Sections (1)
          through (6) hereof.

          (7) A breach of the Funding Commitment described in Section 21 below.

          (r)  "Interest  Rate" shall mean the interest rate payable on one year
          Treasury  Bills in effect on the day that is 30  business  days  (days
          other than Saturday, Sunday or legal holidays in the City of New York)
          prior to the Date of Termination.

          (s)  "Notice of  Termination"  shall have the  meaning as set forth in
          Section 6(c).

          (t)  "Subsidiary"  shall mean any  majority  owned  subsidiary  of the
          Company.

          (u) "Tax  Reimbursement  Payment"  shall have the meaning set forth in
          Section 11(a).

          (v) "Trade Secrets" means  information of the Company,  without regard
          to form,  including,  but not limited to,  technical or  non-technical
          data, formulas,  patterns,  compilations,  programs, devices, methods,
          techniques,  drawings,  processes,  financial data,  financial  plans,
          product or service plans or lists of actual or potential  customers or
          suppliers  which is not  commonly  known by or available to the public
          and which information (I) derives economic value, actual or potential,
          from not being generally known to, and not being readily ascertainable
          by proper means by, other persons who can obtain  economic  value from
          its  disclosure  or use;  and (2) is the  subject of efforts  that are
          reasonable under the circumstances to maintain its secrecy.



<PAGE>



          15.   Assignments  and  Survivorship  of  Benefits.   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.   If  the  Company  shall  at  any  time  be  merged  or
          consolidated into, or with, any other company, or if substantially all
          of the assets of the Company are transferred to another company,  then
          the  provisions of this  Agreement  shall be binding upon and inure to
          the benefit of the company resulting from such merger or consolidation
          or to which such  assets  have been  transferred,  and this  provision
          shall apply in the event of any subsequent merger,  consolidation,  or
          transfer.

          16. Notices.  Any notice given to either party to this Agreement shall
          be in writing,  and shall be deemed to have been given when  delivered
          personally or sent by certified mail, postage prepaid,  return receipt
          requested,  duly  addressed  to the party  concerned,  at the  address
          indicated  below  or  to  such  changed  address  as  such  party  may
          subsequently give notice of:

If to the Company:
                                    HEALTHCARE NETWORK SOLUTIONS, INC.
                                    4405 International Blvd..
                                    Suite B109
                                    Norcross, Georgia 30092
                                    Attn: Board of Directors

with a copy to:
                                    Gary B. Wolff p.c.
                                    747 Third Ave. 25th Floor
                                    New , N.Y. 10017
If to the Executive:
                                    Sharon Allred
                                    8383 Dunwoody Place
                                    Atlanta , Georgia 30350

with copy to:                       Raiford and Dixon, LLP
                                    201 Allen Road
                                    Suite 310
                                    Atlanta, Georgia 30328

          17.  Indemnification.  The  Executive  shall  be  indemnified  by  the
          Company,  to the extent  provided  in the case of  officers  under the
          Company's  Articles of Incorporation or Bylaws,  to the maximum extent
          permitted under applicable law.

          18. Taxes. Anything in this Agreement to the contrary notwithstanding,
          all  payments  required  to be made  hereunder  by the  Company to the
          Executive shall be subject to withholding of such amounts  relating to
          taxes as the Company may reasonably  determine that it should withhold
          pursuant to any applicable law or regulations.  In lieu of withholding
          such amounts,  in whole or in part,  however,  the Company may, in its
          sole discretion, accept other provision for payment of taxes, provided
          that is  satisfied  that all  requirements  of the law  affecting  its
          responsibilities to withhold such taxes have been satisfied.

          19.  Enforcement  of Rights.  All legal and other  fees and  expenses,
          including,  without limitation, any arbitration expenses,  incurred by
          the  Executive  in  connection  with  seeking to obtain or enforce any
          right or  benefit  provided  for in this  Agreement,  or in  otherwise
          pursuing  any right or  claim,  shall be paid by the  Company,  to the
          extent permitted by law,  provided that the Executive is successful in
          whole  or in part as to  such  claims  as the  result  of  litigation,
          arbitration,  or settlement.  In the event that the Company refuses or
          otherwise  fails  to make a  payment  when  due  and it is  ultimately
          decided that the Executive is entitled to such  payment,  such payment
          shall  increased to reflect an interest  equivalent  for the period of
          delay,  compounded annually,  equal to four (4) percentage points over
          the Interest Rate in effect as of the date the payment was first due.


<PAGE>


          20.   Governing   Law/Captions/Severance.   This  Agreement  shall  be
          construed in accordance  with,  and pursuant to, the laws of the State
          of Georgia.  The captions of this  Agreement  shall not be part of the
          provisions  hereof,  and shall have no force or effect. The invalidity
          or  unenforceability  of any  provision  of this  Agreement  shall not
          affect the validity or  enforceability  of any other provision of this
          Agreement.  Except as otherwise specifically provided in this section,
          the  failure of either  party to insist in any  instance on the strict
          performance  of any  provision  of this  Agreement  or to exercise any
          right  hereunder  shall not  constitute a waiver of such  provision or
          right  in any  other  instance.  The  parties  hereto  consent  to the
          jurisdiction  of the state and federal  courts of the State of Georgia
          located in Fulton County,  Georgia, with respect to any action arising
          or relating to this  Agreement and said courts in the State of Georgia
          shall have sole and  exclusive  jurisdiction  with respect to any such
          action or related action.



<PAGE>



          21. Funding  Commitment.  Within 10 days of the execution and delivery
          of this agreement,  Company's  parent  corporation,  BioShield,  Inc.,
          shall deposit into Company's account as funding a sum of not less than
          $15,000 bi-weekly ("Funding  Commitment").  Said funding commitment is
          to  be  used  to  cover  Company's   operating  expenses  through  the
          contemplated  filing  of  the  registration  document  and  until  the
          subsequent Private Placement is completed.

          22. Entire  Agreement/Amendment.  This instrument  contains the entire
          agreement of the parties  relating to the subject matter  hereof,  and
          the parties have made no  agreement,  representations,  or  warranties
          relating  to the  subject  matter of this  Agreement  that are not set
          forth  herein.  This  Agreement  may be amended at any time by written
          agreement  of  both  parties,  but it  shall  not be  amended  by oral
          agreement.

          IN WITNESSETH WHEREOF, the parties have executed this Agreement on the
          date first above written.

          HEALTHCARE NETWORK SOLUTIONS, INC.

          ---------------------------------
          Name



          EXECUTIVE:


          ---------------------------------
          SHARON ALLRED



<PAGE>


Appendix A:

     Fund Raising Bonus:

     (a) In consideration of Executive's  services  hereunder,  The Company will
     pay to Executive,  upon closure of any capital investment in The Company in
     the amount of Fifty Thousand Dollars  ($50,000) or more ( an "Investment"),
     a lump-sum  payment in cash equal to that  percentage of the  Investment as
     set forth in Section 1 (c) below (the "Bonus").  This payment shall be paid
     to Executive within thirty (30) days of actual receipt of the Investment by
     Company.  Where the  Investment  is  received  by  Company  in  incremental
     disbursements  or receipts the bonus payable to Executive  shall be paid in
     corresponding increments.

     (b) For  purposes  of this  Agreement,  "Investment"  means the  raising of
     capital through equity  securities in the Company by an Investor totaling a
     minimum of Fifty  Thousand  Dollars  ($50,000)  that: (i) closes during the
     Term of the agreement;  or (ii) closes after the Term pursuant to a written
     letter of intent executed or commitment executed during the Term.

     (c) Upon closure of an Investment in The Company and actual  receipt of the
     Investment  by The Company,  Executive  shall be entitled to the  following
     bonus:

     Amount of Investment       Percentage of the Investment Paid to Executive
     --------------------       ----------------------------------------------

     $50,000 - $499,999                         5 Percent (5%)
     $500,000 - $999,999                        4 Percent (4%)
     $1 Million - $4,999,999                    3 Percent (3%)
     $5 Million and Above                       2 Percent (2%)


<PAGE>


Appendix B:

Current Customers of Sharon Allred:

Blausen Medical Communications, Inc.
7660 Woodway Drive, Suite 599
Houston, Texas 77063
Bruce Blausen, CEO


TherapyEdge, Inc.
2505 Meridian Parkway, Suite 200
Durham , North Carolina 27713
Joe Sollee, VP of Business Development

McKesson/ HBOC
5595 WindWard Parkway
Alpharetta, Georgia 30005
J. R. Hughes, EVP

enfoTrust Networks
2 Ravinia Drive
Suite 690
Atlanta, Georgia 30346
B.J. Santiago

IDP, Inc.
490 Boston Post Road
Sudbury, Mass. 01776
Michael Berman President and Jim Walckner, COO