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                                                                 EXHIBIT 10.15

                              THE LEAP GROUP, INC.

                   EMPLOYMENT AGREEMENT DATED MARCH 12, 1999
                                 BY AND BETWEEN
                        THE COMPANY AND FREDERICK SMITH

This EMPLOYMENT AGREEMENT (the "Agreement") is made as of the 12th of March,
1999, by and between THE LEAP GROUP, INC. ("Leap"), a Delaware Corporation, and
Frederick Smith ("Executive").

                                  Witnesseth:

WHEREAS, the Company desires to have Executive continue serving as Chairman and
Chief Executive Officer of the Company and Executive desires to continue serving
as the Company's Chairman and Chief Executive Officer in accordance with the
terms and conditions herein.


NOW THEREFORE, is consideration of the foregoing and the mutual promises and
agreements hereinafter contained, the parties agree as follows:

1.            Employment. The Company hereby employs Executive and Executive
              hereby accepts employment by the Company on a full-time basis upon
              the terms and conditions hereinafter set forth.

2.            Term. Subject to the provisions for termination hereinafter
              provided, the term of this Agreement shall be for a period of two
              (2) years commencing on March 12, 1999 and terminating on March
              11, 2001 (the "Term").

              a)  Early Termination by Company. Notwithstanding the foregoing,
                  the Company, in its sole discretion, may terminate the
                  Agreement prior to March 11, 2001. If the Company so elects to
                  terminate this Agreement, then Company shall give Executive
                  ninety (90) days prior written notice. The termination date
                  shall be on the close of business on the 90th day after notice
                  is given as described in paragraph 13 hereof.

              b)  Early Termination by Executive. Notwithstanding the foregoing,
                  the Executive may at any time on and after July 1, 1999
                  terminate the Agreement prior to March 11, 2001. If the
                  Executive so elects to terminate this Agreement, then
                  Executive shall give Company two hundred seventy (270) days
                  prior written notice. The termination date shall be on the
                  close of business on the 270th day after notice is given as
                  described in paragraph 13 hereof.

3.            Duties. Effective upon execution of this Agreement, Executive
              agrees that during the Term of his employment by the Company, he
              shall be employed as Chairman and Chief Executive Officer of the
              Company and in such capacity shall be responsible for all acts
              consistent with his position as Chairman and Chief Executive
              Officer of the Company as may be delegated to him for time to time
              by the Board of Directors of the Company or in accordance with the
              By-laws of the Company. Effective as of March 12, 1999, and so
              long as the Executive is Chairman and Chief Executive Officer of
              the Company, the Executive shall be a member of the Board of
              Directors of the Company.

4.            Extent of Services. Executive shall devote his entire working time
              during normal working hours, attention, and energies to the best
              of his ability to the business of the Company and shall not,
              during the Term of this Agreement, be engaged in any other
              business activity, whether or not such business activity is
              pursued for gain, profit or other pecuniary advantages, but this
              restriction shall not be
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              construed preventing Executive from investing his personal assets
              in businesses which do not compete with the Company or the
              Company's clients and will not require any services on his part in
              the operation of the affairs of the companies in which such
              investments are made, and in which his participation is solely
              that of an investor.

5.            Compensation.

              a)  For the period of the Term, the Company shall pay an annual
                  salary to Executive of two hundred thousand ($200,000.00),
                  payable in accordance with the Company's normal practices for
                  similarly situated executives, or at such other intervals as
                  may be mutually agreed upon by the Company and Executive. The
                  annual salary to Executive may be increased from time to time
                  at the discretion of the Board of Directors.

              b)  The Company shall also reimburse the Executive for travel,
                  administrative and other expenses incurred by Executive in the
                  course of performing his duties pursuant to this agreement.
                  Such amount shall be payable to Executive in accordance with
                  the Company's normal practices for similarly situated
                  employees, or at such other intervals as may be mutually
                  agreed upon by the Company and Executive.

6.            Executive Benefits. Executive shall be entitled to participate, if
              eligible in accordance with the terms of the program in which he
              desires to participate, in all executive benefit programs of the
              Company (including pension and profit sharing plans, group life
              and medical insurance programs and medical expense reimbursement
              plans), which the Company shall for time to time have for the
              benefit of employees of like status.

7.            Vacation Time. Executive shall be entitled to four (4) weeks
              annual paid vacation in accordance with the Company's normal
              practices.

8.            Termination of Employment. This Agreement may be terminated by the
              Company at any time after the occurrence of any of the following
              events:

              (i)     Executive is unable to perform his duties for a period of
                      one hundred twenty (120) days or is otherwise permanently,
                      mentally or physically disabled.
              (ii)    The death of Executive.
              (iii)   The decision by the Company to terminate this Agreement
                      for cause. "Cause" shall consist of the following:
                      Executive's conviction on a felony charge or Executive's
                      commission of any crime involving moral turpitude;
                      Executive's dishonesty or fraud resulting in damage to the
                      business of the Company; Executive's embezzlement or theft
                      of assets of the Company; in the sole discretion of the
                      Company, Executive's course of personal conduct or illegal
                      or unethical nature which tends to place the Company in
                      disrepute, or otherwise negatively affects the ability of
                      Company to conduct its business; Executive's substantial
                      and continuous insubordination or violation of his duties
                      or responsibilities; Executive's competition with the
                      Company or aid to a competitor of the Company to the
                      detriment of the Company; or a breach of this Agreement by
                      Executive, including failure to perform duties and
                      services to the Company as required pursuant to paragraphs
                      3 and 4 hereof. In the event Executive is arrested for any
                      of the types of matters above, the Company may place
                      Executive on suspension without pay until such matter is
                      dismissed or Executive is convicted and this Agreement is
                      terminated.

9.            Confidential Information and Non-competition.

              a)  In the course of Executive's employment by the Company it will
                  be necessary for Executive to acquire information which could
                  include information concerning the Company's clients and
                  prospective clients, the identity of key advertising personnel
                  in the employ of clients, the Company's or the Company's
                  clients' computer programs or software, the actual or proposed
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                  advertising ideas, plans, programs or campaigns of the Company
                  or its clients, information supplied to the Company by its
                  clients, including marketing plans, demographic information,
                  sales results or projections and like information, plans of
                  the Company to expand areas of its business, or other
                  confidential or proprietary information belonging to the
                  Company or relating to the Company's affairs (collectively,
                  the "Confidential Information"). Executive understands that it
                  is essential to the protection of the Company's good will and
                  to the maintenance of the Company's competitive position that
                  the Confidential Information be kept secret. Executive agrees
                  to hold and safeguard the Confidential Information in trust
                  for the Company and agrees that Executive will not, without
                  the prior written consent of the Company, misappropriate or
                  disclose or make available to anyone for use outside the
                  Company's organization at any time, either during Executive's
                  employment with the Company or following termination of
                  Executive's employment, for any reason whatsoever, any of the
                  Confidential Information, except as required in the
                  performance of Executive's duties with the Company. Upon
                  termination of Executive's employment, Executive will deliver
                  to the Company all records, correspondence or other documents
                  deemed necessary to effectuate the purposes of this paragraph.

              b)  Executive acknowledges and agrees that to the extent Executive
                  creates any protectible property during the Term of this
                  Agreement, regardless of whether said property is created
                  during the course of his employment, including, without
                  limitation, any plans, methods, slogans, product names, ideas,
                  or copyrightable or patentable subject matter, Company shall
                  own all right, title and interest therein, including the
                  copyright, as work for hire as defined in the applicable
                  federal statutes and Executive will have no right, title or
                  interest therein.

              c)  Except as otherwise provided in this paragraph, Executive
                  agrees that for one (1) year immediately following the
                  termination of Executive's employment with the Company, for
                  any reason whatsoever, Executive will not, directly or
                  indirectly, including as owner (of a 10% or more equity
                  interest), executive, consultant or other contractor of any
                  person, corporation or other entity, make any proposals to or
                  solicit the business of any clients of the Company. Reference
                  in this paragraph to "clients of the Company" shall mean any
                  persons or entities that are clients of the Company as of the
                  date of Executive's termination or that have been clients of
                  the Company at any time with one (1) year prior thereto or any
                  prospective client solicited by the Company within three
                  months prior to the Executive's termination. If a client of
                  the Company was not a client a the time of Executive's
                  termination, but was a client of the Company within one (1)
                  year prior thereto, then the restrictions upon Executive for
                  any such client, as stated in this paragraph, shall be one (1)
                  year from the date the customer was no longer a client of the
                  Company.

              d)  Executive agrees that, during Executive's employment with the
                  Company and for one (1) year immediately following termination
                  of Executive's employment, for any reason whatsoever,
                  Executive will not, directly or indirectly, solicit, induce or
                  recommend any employee of the Company to leave the employ of
                  the Company or hire any employee of the Company.

10.           Remedies. Executive agrees that the period of time provided for in
              paragraph 9 above is the minimum period of time necessary and that
              the other provisions and restrictions set forth in paragraph 9
              above are necessary to protect the Company and the Company's
              clients and their respective successors and assigns in the use and
              employment of the goodwill of the business conducted by the
              Company and the Company's clients. Executive agrees that the
              services to be performed by him for the Company are special and
              unique, that damages cannot compensate in the event of a violation
              of the above covenants and agreements and that injunction relief
              shall be essential for the protection of the Company and its
              successors and assigns. Accordingly, Executive agrees and consents
              that, in the event he shall violate or breach any of said
              restrictive covenants, the Company shall be entitled to obtain
              (and he hereby consents hereto) injunctive relief against him,
              without bond, but upon due notice, in addition to such further or
              other relief as may be appropriate at equity or law. Obtainment of
              such an injunction by the Company shall not be considered an
              election of remedies or a waiver of any right by the Company to
              assert any other remedies the Company has at law or in equity. No
              waiver of any breach or violation hereof shall be implied from the
              forbearance or failure by the Company to take action hereon.
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              Executive agrees that if any provisions hereof shall be
              adjudicated to be invalid or unenforceable,  such adjudication is
              to apply only with respect to the operation of such provision in
              the particular jurisdiction in which such adjudication is made:
              provided, further, to the extent of provision hereof is deemed
              unenforceable by virtue of its scope in terms of area or length of
              time, but may be made enforceable by limitations thereon,
              Executive agrees that the same shall be enforceable to the fullest
              extent permissible under the laws and public policies applied in
              such jurisdiction in which enforcement is sought.

11.           Independent Covenants. The covenants and agreements of Executive
              contained in paragraphs 9 and 10 above shall be construed as an
              agreement which is independent of any other provision of this
              Agreement or any other understanding or agreement between the
              parties and supported by good, sufficient and valid consideration
              and the existence of any claim or cause of action of Executive
              against the Company, of whatsoever nature, shall not constitute a
              defense to the enforcement by the Company of the covenants
              contained herein.

12.           Indemnification. Each of the parties agrees to indemnify and hold
              the other harmless of and from any and all loss, cost, damage and
              expense (including attorney's fees and court costs) which he or it
              shall suffer, sustain or incur as a result of, in connection with
              or arising from the indemnifying party's breach of any of the
              provisions of this Agreement, or the efforts of either party to
              enforce the terms hereof, including, but not limited to, the
              restrictive covenants contained herein.

13.           Notices. If any notice be required hereunder, it shall be in
              writing and shall be delivered personally or sent by registered or
              certified mail, return requested, overnight delivery (e.g.,
              Federal Express) or by facsimile, to:

              If to the Executive, at:

              Frederick Smith

              If to the Company at:

              The Leap Group, Inc.
              Attention: Robert C. Bramlette
              22 W Hubbard Street
              Chicago, IL 60610
              Fax: (312) 475-1267

              Notices shall be deemed given on the date actually received or
              three (3) days after being sent, whichever is earlier.

14.           Assignment and Delegation. This Agreement shall inure to the
              benefit of and be binding upon the Company, its successors and
              assigns. The duties of Executive under this Agreement are personal
              to him and shall not be subject to voluntary or involuntary
              alienation, assignment, delegation or transfer. However, the
              rights and benefits of Executive under this Agreement shall inure
              to the benefit of Executive's heirs, legatees, executors and
              administrators except as otherwise provided.

15.           Severability. If any provision of this Agreement is adjudicated to
              be partially or completely invalid or unenforceable, such
              adjudication is to apply only with respect to the operation of
              such provision in the particular jurisdiction in which such
              adjudication is made. All provisions of this Agreement are
              severable, and this Agreement shall be interpreted and enforced as
              if all completely invalid or unenforceable provisions were not
              contained herein and partially valid and enforceable provisions
              shall be enforceable to the extent valid and enforceable.
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16.           Entire Agreement. This Agreement contains the entire agreement
              between the parties. All prior discussions, compensation
              understandings, negotiations and agreements are merged herein.
              This Agreement may not be orally changed or canceled, but may only
              be changed or canceled by an agreement to such effect in writing
              signed by the party against whom enforcement of same is sought.

17.           Governing Law. The validity, construction and enforceability of
              this Agreement shall be governed by the internal laws, and not the
              laws of conflicts, of the State of Illinois.

IN WITNESS WHEREOF, the parties hereto have caused this Employment Agreement to
be duly executed on the date and year first above written.


EXECUTIVE                              THE LEAP GROUP, INC.

/s/ Frederick Smith                    By: /s/ Robert C. Bramlette
-------------------------              ---------------------------
Frederick Smith                        Robert C. Bramlette
                                       Chief Legal Officer