Exhibit 10.11
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                       SAILORMEN, INC. SALARY CONTINUATION
                            EXECUTIVE RETENTION PLAN

                                MASTER AGREEMENT

This Executive Benefit Master Agreement is established this 15th day of January,
2001, by Sailormen Inc., of 9400 South Dadeland Blvd. Suite 720,Miami Florida,
33156, a corporation organized and existing under the laws of the State of
Florida: hereinafter referred to as "Corporation", and certain select key
employees; hereinafter referred to as "Key Executive", who shall elect to become
a party to this Master Agreement by execution of a Joinder Agreement in a form
provided by Corporation.

Key Executives have now and for years past faithfully served the Corporation and
the Board Of Directors by Resolution has declared that their services have been
of exceptional merit; in excess of compensation paid and an invaluable
contribution to the profits and position of Corporation in its field of business
activity.

The Corporation further concludes that the continued services of such select Key
Executives is so essential to the Corporation's future growth and continued
profits that it would suffer severe financial loss should any Key Executive
leave the Corporation and prematurely terminate his/her services.

Accordingly, it is to the mutual benefit of both the Corporation and the Key
Executives that the employment relationship continue; and based upon the Key
Executive's services performed in the past and those to be performed in the
future, Corporation agrees to provide the following Executive Benefits:

     I. ARTICLE ONE - DEFINITIONS

          A. Normal Retirement Date:

                  The Normal Retirement Date shall mean retirement from service
                  with the Corporation which becomes effective on the first day
                  of the calendar month following the month in which the
                  Executive reaches his/her 65th birthday, with a minimum of 10
                  years participation in the Plan, unless waived by Executive
                  Committee.

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          B. Early Retirement Date:

                  Early Retirement Date shall mean a retirement from service
                  which is effective prior to the Normal Retirement Date, stated
                  above, provided the Executive Committee approves such early
                  retirement and Key Employee has completed a minimum of 10
                  years of service.

          C. Severance Benefits:

                  No Severance Benefits will be paid to the Executive in the
                  event he/she is discharged by the Corporation without due
                  cause. Any dispute as to determination of "due cause" shall be
                  subject to the Executive Committee. (See Vesting).

          D. Termination Of Service:

                  No Benefits will be paid prior to Normal Retirement unless
                  approved by the Executive Committee, and/or a minimum of 10
                  full years as a participant in the Executive Retention Plan.
                  Termination Of Service shall mean voluntary resignation of
                  service by the Executive (exclusive of early retirement, or
                  death) or the Corporation's discharge of the Executive for due
                  cause.

          E. Vesting:

                  Employees who have been a participant in the Executive
                  Retention Plan for a period of 10 full years (at the end of
                  the 10th year) will be vested at 50% if the cash value of the
                  retirement benefit and then 10% vested at the end of each year
                  thereafter. An employee will be 100% vested at the end of the
                  15th year or at retirement, whichever is earliest.

          F. Qualifications:

                  A participant will be qualified based on approval by the
                  Executive Committee after 6 months in his/her position.

     II ARTICLE TWO - EMPLOYMENT

          A. Employment:

                  Corporation agrees to employ Executive in such capacity as the
                  Corporation may from time to time determine with such duties,
                  responsibilities and compensation as determined by the Board
                  Of Directors.

                  Executive agrees to remain in the Corporation's employment; to
                  devote his full time and attention exclusively to the business
                  of the Corporation and to use his best efforts to provide
                  faithful and satisfactory service to Corporation.

          B. No Employment Agreement Created:

                  No provision of this Agreement shall be deemed to restrict or
                  limit any existing employment Agreement by and between the
                  Corporation and the Executive nor shall any conditions herein
                  create specific employment rights to the Executive nor limit
                  the right of the Employer to discharge the Executive with or
                  without cause. In a similar fashion, no provision shall limit
                  the Executive's rights to voluntarily sever his employment at
                  any time.

     III. ARTICLE THREE - BENEFITS

                  The following benefits provided by the Corporation to the
                  Executive are in the nature of a Fringe Benefit and shall in
                  no event be construed to effect nor limit the Executive's
                  current or prospective salary increases, cash bonuses or
                  profit-sharing distributions or credits.


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          A. Retirement Benefits:

                  If Key Executive shall remain in the employment of the
                  Corporation until the "Normal Retirement Date" defined at
                  Article I, A, then, in such event, he shall be entitled to
                  receive those monthly retirement benefits from the
                  Corporation, as described in the booklets.

                  Corporation's annual contribution sums shall be those amounts
                  established by projected premiums to be executed hereafter, or
                  as amended in a form provided by the corporation.

                  Such retirement benefits shall commence on the first day of
                  the month following such "Normal Retirement Date" and shall
                  continue for a period of 120 months (10 years). In the event
                  the Executive should die following "Normal Retirement" but
                  before the expiration of 120 months, the unpaid balance of
                  such monthly payments shall be paid monthly for the remainder
                  of such period to the beneficiary selected by Executive in the
                  Joinder Agreement to be executed hereafter.

                  In the absence of or failure of the Executive to designate a
                  beneficiary, the unpaid balance shall be paid to the personal
                  representative of Executive's estate.

          B. Early Retirement Or Severance Benefit:

                  Key Executive shall have no elective right to receive "Early
                  Retirement" or "Severance Benefits", as those terms were
                  earlier defined.

          C. Termination Of Service Or Voluntary Resignation:

                  Should Key Executive voluntarily resign from his employment or
                  should he be discharged for cause, all Key Executive's
                  benefits under this Agreement shall be forfeited and this
                  Agreement shall become null and void with respect to that
                  particular Key Executive. If a dispute arises as to discharge
                  "for cause", such dispute shall be resolved by the Executive
                  Committee.

          E. Death Benefit Prior To Retirement:

                  Should the Executive die prior to "Normal Retirement",
                  (exclusive of Early Retirement, Severance, Voluntary
                  Resignation as defined elsewhere herein), Corporation agrees
                  to pay a death benefit to the Executive's beneficiary
                  designated in the Joinder Agreement.

                  If the designated beneficiary should die prior to the
                  expiration of the 120 months, the remaining, unpaid
                  installments shall continue to be paid to the personal
                  representative of the designated beneficiary's estate.

                  In the absence of or a failure to designate a beneficiary, or
                  in the event the designated beneficiary shall have predeceased
                  the Executive, the unpaid balance, in payment designated
                  above, shall be paid to the personal representative of the
                  Executive's estate.

                  In the event the Executive's death shall be the result of
                  suicide within a 2 year period following the issuance of a
                  life insurance policy insuring Key Executive's life, or,
                  should Key Executive be found to have committed fraud in
                  completion of the insurance application, then no death
                  benefits, or retirement shall be payable to the Executive or
                  his/her beneficiary.

     IV. ARTICLE FOUR - RESTRICTIONS UPON FUNDING

Corporation shall have no obligation to set aside, earmark or entrust any fund
or money with which to pay its obligations under this Agreement. The Key
Executive, his beneficiaries or any successor in interest to him shall be and
remain simply a general creditor of the Corporation in the same manner as any
other creditor having a general claim for matured and unpaid compensation.

The Corporation reserves the absolute right at its sole discretion to either
fund the obligations undertaken by this Agreement or to refrain from funding the
same and to determine the extend, nature and method of such funding. Should
Corporation elect to fund this Agreement, in whole or in part, through the
purchase of life insurance, mutual funds, disability policies or annuities, the
Corporation reserves the absolute right, in its sole discretion, to terminate
such funding at any time, in whole or in part. At no time shall Key Executive be
deemed to have any lien nor right, title or interest in or to any specific
funding investment or to any assets of the Corporation.

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If Corporation elects to invest in a life insurance, disability or annuity
policy upon the life of Key Executive, then Key Executive shall assist the
Corporation by freely submitting to a physical exam and supplying such
additional information necessary to obtain such insurance or annuities.

     V. ARTICLE FIVE - MISCELLANEOUS

          A. Alienability And Assignment Prohibition:

               Neither Key Executive, his widow nor any other beneficiary under
               this Agreement shall have any power or right to transfer, assign,
               anticipate, hypothecate, mortgage, commute, modify or otherwise
               encumber in advance any of the benefits payable hereunder nor
               shall any of said benefits be subject to seizure for the payment
               of any debts, judgments, alimony or separate maintenance owed by
               the Key Executive or his beneficiary, nor be transferable by
               operation of law in the event of bankruptcy, insolvency or
               otherwise. In the event Key Executive or any beneficiary attempt
               assignment, commutation, hypothecation, transfer or disposal of
               the benefits hereunder, the Corporation's liabilities shall
               forthwith cease and terminate.

         B. Revocation:

               It is agreed by and between the parties hereto that, during the
               lifetime of the Key Executive, this Agreement may be amended or
               revoked at any time or times, in whole or in part, by the
               Corporation.

         C. Gender:

               Whenever in this Agreement words are used in the masculine or
               neuter gender, they shall be read and construed as in the
               masculine, feminine or neuter gender, whenever they should so
               apply.

         D. Effect on Other Corporation Benefit Plans:

               Nothing contained in this Agreement shall affect the right of the
               Key Executive to Participate in or be covered by any qualified or
               non-qualified pension, profit-sharing, group, bonus or other
               supplemental compensation or fringe benefit plan constituting a
               part of Corporation's existing or future compensation structure.

         E. Headings:

               Headings and Subheadings in this Agreement are inserted for
               reference and convenience only and shall not be deemed a part of
               this Agreement.

         F. Applicable Law:

               The validity and interpretation of this Agreement shall be
               governed by the laws of the State of Florida.

     V. ERISA PROVISIONS

         A. Named Fiduciary And Plan Administrator:

               The "Named Fiduciary And Plan Administrator" of this plan shall
               be Bob Berg and Steve Wemple until any resignation or removal by
               the Board of Directors. As Named Fiduciary and Administrator, Bob
               Berg and Steve Wemple shall be responsible for the management,
               control and administration of the Salary Continuation Agreement
               as established herein. They may delegate to others certain
               aspects of the management and operation responsibilities of the
               plan including the employment of advisors

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               and the delegation of ministerial duties to qualified
               individuals. The Executive Committee shall be made up of the Plan
               Administrators, as designated above.

         B. Claims Procedure And Arbitration:

               In the event that benefits under this Plan Agreement are not paid
               to the Key Executive (or to his beneficiary in the case of the
               Key Executive's death) and such claimants feel they are entitled
               to receive such benefits, then a written claim must be made to
               the Named Fiduciary and Administrator named above within sixty
               (60) days from the date payments are refused. The Plan Fiduciary
               and Administrator and the Corporation shall review the written
               claim and if the claim is denied, in whole or in part, they shall
               provide in writing within ninety (90) days of receipt of such
               claim their specific reasons for such denial, reference to the
               provisions of this Agreement upon which the denial is based and
               any additional material or information necessary to perfect the
               claim. Such written notice shall further indicate the additional
               steps to be taken by claimants if a further review of the claim
               denial is desired. A claim shall be deemed denied if the Plan
               fiduciary and Administrator fails to take any action within the
               aforesaid ninety day period.

               If claimants desire a second review, they shall notify the Plan
               Fiduciary and Administrator in writing within sixty (60) days of
               the first claim denial. Claimants may review the Plan Agreement
               or any documents relating thereto and submit any written issues
               and comments they may feel appropriate. In its sole discretion,
               the Plan Fiduciary and Administrator shall then review the second
               claim and provide a written decision within sixty (60) days of
               receipt of such claim. This decision shall likewise state the
               specific reasons for the decision and shall include reference to
               specific provisions of the Plan Agreement upon which the decision
               is based.

               If claimants continue to dispute the benefit denial based upon
               completed performance of the Agreement or the meaning and effect
               of terms and conditions thereof, then claimants may submit the
               dispute to a Board of Arbitration for final arbitration. Said
               Board shall consist of the Executive Committee. The parties
               hereto agree that they and their heirs, personal representatives,
               successors and assigns shall be bound by the decision of the
               Executive Committee with respect to any controversy properly
               submitted to it for determination.

               Where a dispute arises as to the Corporation's discharge of Key
               Executive "for cause", such dispute shall likewise be submitted
               to the Executive Committee as above described and the parties
               hereto agree to be bound by the decision thereunder.

IN WITNESS WHEREOF, the Corporation has executed this Executive Benefits Master
Agreement on the 15th day of January 2001.

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         (Witness)                                      (Corporation)

                                            By:
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         (Witness)                                     (Name & Title)

                                 SAILORMEN, INC.

                            EXECUTIVE RETENTION PLAN

                      JOINDER AGREEMENT TO MASTER AGREEMENT