EXHIBIT 10.6

AGREEMENT dated September 1, 2001, by and between HOWARD WALTMAN
("Waltman") and EMERGENT GROUP, INC. ("Emergent")

     WHEREAS,  Waltman has served as an unpaid  director and advisor to Emergent
for approximately one year; and

     WHEREAS,   Emergent  desires  to  utilize  Waltman's   extensive   business
experience, and to acknowledge Waltman's past contributions:  the parties hereby
agree as follows:

     1.  Emergent  agrees to employ  Waltman,  and  Waltman  agrees to act, as a
consultant  for  Emergent in the areas of business  development,  fund  raising,
strategic planning,  growth and potential acquisitions.  Emergent also agrees to
use its best effort to cause  Waltman to be elected to the board of directors of
Emergent (and Waltman agrees to serve if elected) for a period of two years from
the date of this agreement.

     2. Waltman agrees to make himself available upon reasonable notice for such
consultation  to Emergent as may be reasonably  requested by Emergent.  Emergent
shall not be obligated to request Waltman to provide  services  pursuant to this
Agreement, and Emergent shall not be required to provide Waltman with an office.

     3. This Agreement  shall commence on the date hereof and shall terminate on
August 31,  2003.  This  Agreement  shall not be  extended  without  the express
written agreement of the parties hereto.

     4. In consideration  for the services to be performed by Waltman,  Emergent
agrees to grant Waltman options to purchase  1,500,000 shares of Emergent common
stock at an  exercise  price of $0.20 per  share.  Options to  purchase  750,000
shares shall vest and become  exercisable  on September 1, 2001,  and options to
purchase 750,000 shares shall vest and become  exercisable on September 1, 2002.
All  unexercised  options shall expire on December 31, 2004. In connection  with
the options defined above in this Section 4, the number of shares  available for
purchase  and the  exercise  price  per  share  shall be  adjusted  to take into
consideration any and all share splits or reverse share splits.

     5. This  Agreement may be terminated by Emergent for cause,  and by Waltman
for any  reason  at any time  prior to August  31,  2003,  upon 10 days  written
notice.  In the event of any  termination  pursuant to this  paragraph,  Waltman
shall forfeit all options which have not vested. For purposes of this paragraph,
cause shall include:

                  (a) conviction of any felony, or a misdemeanor involving moral
turpitude; or

                  (b) any material breach of this agreement, if not cured within
30 days after written notice thereof.

     6. All notices,  requests,  demands,  and other  communications  under this
Agreement  shall be given in writing and shall be served either  personally,  by
facsimile or delivered by first class mail,  registered  or  certified,  postage
prepaid, and properly addressed as follows:

         If to Emergent:

          Emergent Group Inc.
          375 Park Avenue,
          Suite 3607
          New York, New York 10152
          Attn: Daniel Yun
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         with a copy to:

         Heller, Horowitz & Feit, P.C.
         292 Madison Avenue
         New York, New York 10017
         Attn: Martin Stein, Esq.

         If to Waltman:

         Howard Waltman
         39 Baiting Hollow
         East Hampton, New York 11937

     Notices  shall be  deemed  received  at the  earliest  of  actual  receipt,
confirmed facsimile or three (3) days following mailing

     7. This Agreement constitutes the entire agreement among the parties hereto
pertaining  to the subject  matter  contained  herein and  supercedes  all prior
agreements,  representations, and understandings of the parties, whether oral or
written,  regarding the subject matter of this agreement.  In addition,  Waltman
acknowledges  that  Emergent,  Daniel  Yun or Mark  Waldron  have  not  made any
representations  or  promises  to  him  and  that  he  has  not  relied  on  any
representations  or  promises  other  than  those set  forth in this  agreement.
Specifically,  Waltman disclaims the existence of, and any reliance by him upon,
any  representations  regarding any  compensation  by or equity  interest in any
entity in which Daniel Yun or Mark Waldron are principals,  or in which they may
become  principals in the future,  except as may be set forth  expressly in this
agreement, or any other written agreement signed by them.

     8. This Agreement may not be amended, supplemented, canceled, or discharged
except by written instrument executed by the parties hereto.

     9. This  Agreement  shall be binding  upon and inure to the  benefit of the
parties  hereto  and  their  respective   heirs,   representatives,   executors,
administrators, successors, and assigns, provided, however, that Waltman may not
assign any or all of his rightd or duties  hereunder  except following the prior
written consent of the Company.

     10. This Agreement may be executed in two (2) or more counterparts, each of
which shall be deemed an  original,  but all such  counterparts  together  shall
constitute one and the same Agreement.

     11. This Agreement  shall be construed and enforced in accordance  with the
laws of the  State of New York.  All  disputes  under  this  agreement  shall be
resolved  by  arbitration,  to be  held  under  the  auspices  of  the  American
Arbitration Association in New York.
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     12. This Agreement is subject to, and shall not become  effective prior to,
the approval of the board of directors of Emergent.

                                                     EMERGENT GROUP, INC.

                                              By: /s/ Mark Waldron
                                                      Mark Waldron, President


                                                  /s/ Howard Waltman
                                                      Howard Waltman