Exhibit 10.3
                                                                   ------------

                                LICENSE AGREEMENT

Whereas  GENETHERA  INC. has created a technical  innovation  based upon genetic
markers  which may be  specifically  applied  as a  diagnostic  test for a large
number of applications  involving detection of disease,  harmful organisms,  and
food contamination, and;

Whereas MICRO BEEF  TECHNOLOGIES  provides  rapid  technology  commercialization
services;  and supply chain  integration  programs to the food producing  animal
industry and has an established sales and distribution system.

Whereas MICRO BEEF TECHNOLOGIES wishes to acquire the license rights to sell and
distribute these Tests.

The Parties do hereby enter into the following Agreement:

                                PART I - PARTIES

PARTIES

For purposes of this Agreement,  the term "Parties" shall  collectively refer to
MICRO BEEF TECHNOLOGIES,  LTD, a Texas Limited  Partnership  (hereinafter "MICRO
BEEF") located at 311 N. Arthur,  Amarillo,  Texas 79105,  and GENETHERA INC., a
Colorado  corporation  (hereinafter  "GENETHERA")  located at 12635 E.  Montview
Boulevard, Aurora, Colorado 80010.

                         PART II - TERMS AND CONDITIONS

DEFINITIONS

     1.1  The Parties have negotiated the terms of this Agreement hereto and the
          language  used in this  Agreement  shall be deemed to be the  language
          chosen by the Parties  hereto to express  their  mutual  intent.  This
          Agreement shall be construed without regard to any presumption or rule
          requiring  construction  against the Party causing such  instrument or
          any portion thereof to be drafted,  or in favor of the Party receiving
          a  particular  benefit  under  this  Agreement.  No  rules  of  strict
          construction will be applied against any person.

     1.2  The term "Confidential  Information" shall mean any confidential idea,
          communication, prototype or work product, expressed or demonstrated in
          any manner,  without  requirement that it be reduced to a fixed medium
          or  tangible  form,  in which  someone  may hold  ownership.  The term
          "Confidential Information" shall not apply to the following:

<PAGE>

               o    Information that was in the public domain at the time it was
                    disclosed  or falls  within  the  public  domain  through no
                    breach of this Agreement;

               o    Information  that was  known to the  receiving  Party at the
                    time of disclosure without obligation of confidentiality;

               o    Information  that was made known to the receiving Party from
                    a source other than the disclosing  Party without any breach
                    of confidence or violation of law.

     1.3  The term "Tests" shall refer to a proprietary  technical innovation of
          GENETHERA for the genetic markers,  which may be specifically  applied
          as a  diagnostic  test for a large  number of  applications  involving
          detection of disease, harmful organisms, and food contamination.

     1.4  Captions of the paragraphs and subparagraphs of this Agreement are for
          convenience and reference only, and the words contained  therein shall
          in no  way  be  held  to  explain,  modify,  amplify  or  aid  in  the
          interpretation or construction of the provisions of this Agreement.

                       PART III - OBLIGATIONS OF GENETHERA

GRANT OF LICENSE

     1.5  GENETHERA   hereby  grants  to  MICRO  BEEF  the  exclusive  right  to
          distribute  and  sublicense  the  Tests,   subject  to  the  following
          conditions and limitations:

               o    GENETHERA for its sole use and enjoyment and for the benefit
                    of others shall retain and reserve the  non-exclusive  right
                    to   sublicense   the  Tests  for  its  own   Modular   Unit
                    Workstations from MICRO BEEF on terms no less favorable than
                    those granted to third parties by MICRO BEEF.

               o    MICRO   BEEF   shall   treat  the   Tests  as   Confidential
                    Information; and

               o    MICRO BEEF shall require within any license agreement with a
                    sub-licensee that the Tests shall be treated as Confidential
                    Information.

               o    GENETHERA  may not  grant  any  interest  of any kind in the
                    Tests to any third party.

PRICING OF TESTS AND TECHNOLOGY

     1.6  GENETHERA shall set the price of the Tests in consultation  with MICRO
          BEEF and  provided  that such price shall  ensure that MICRO BEEF will
          receive  a  xxxxx  gross  profit  margin  on  its   distribution   and
          sub-licensing of the Tests.
<PAGE>

DEVELOPMENT OF TESTS

     1.7  GENETHERA  shall  exert best  efforts to complete  development  of the
          Tests applicable to detection of diseases, harmful organisms, and food
          contamination.  GENETHERA  represents and warrants that it is the sole
          owner  of all  rights  regarding  the  Tests  and  that  there  are no
          interests in the tests by license or otherwise in any other party.

PUBLICITY AND BRANDING

     1.8  GENETHERA   hereby  consents  to  the  publication  and  promotion  of
          GENETHERA's identity by MICRO BEEF as the innovator of the Tests.

ENFORCEMENT OF INTELLECTUAL PROPERTY RIGHTS

     1.9  GENETHERA shall take such action,  as it shall deem appropriate in its
          sole  discretion to apply for and maintain  patent,  copyright,  trade
          secret and/or trademark ownership rights in the Tests.

     1.10 In the event of an infringement of its intellectual property rights in
          the Tests, and in the event such infringement  negatively  impacts the
          value of this license to MICRO BEEF,  then  GENETHERA  shall take such
          action as is  necessary to enforce its rights and shall bear all costs
          related  thereto.  If GENETHERA  declines or fails to take any action,
          MICRO BEEF shall have authority to take action in GENETHERA's name and
          GENETHERA consents to being named as a party to enable such action. If
          MICRO BEEF takes action to protect  GENETHERA's  legal  rights,  MICRO
          BEEF  shall bear all costs  related  thereto  and shall  retain in its
          entirety any damages or award that it receives from such action.

     1.11 In the  event  that any  licensee  of  GENETHERA  shall  engage in any
          activity that has been exclusively  licensed to MICRO BEEF,  GENETHERA
          shall  enforce the terms of the license for MICRO BEEF's  benefit.  If
          GENETHERA declines or fails to take any action,  MICRO BEEF shall have
          authority to take action in GENETHERA's name and GENETHERA consents to
          being  named as a party to enable  such  action.  If MICRO  BEEF takes
          action  to  enforce  its  exclusive   rights  against  a  licensee  of
          GENETHERA,  MICRO BEEF shall bear all costs related  thereto and shall
          retain in its entirety any damages or award that it receives from such
          action.

                 PART IV - DUTIES AND OBLIGATIONS OF MICRO BEEF


MICRO BEEF shall pay GENETHERA for its  sub-licensed  Modular Unit  Workstations
the cost of materials  (primers,  fluorogenic  probes,  nucleic acid  extraction
reagents,   consumable  plastic  ware,  enzymes,   equipment  lease,   operating
technicians,  and other required  instruments or devices,  etc.) for each test -
assay  performed plus xxxxx of the sale price of each test sold.  Example:  Test


<PAGE>

materials  for  current  tests/assays  are xxxxx and sale price to the  ultimate
customer is xxxxx.  GENETHERA will be paid xxxxx plus xxxxx and MICRO BEEF shall
retain xxxxx sales price).  For Modular Unit Workstations  sub-licensed to those
other  than  GENETHERA,  MICRO  BEEF  shall  pay the  sub-licensee  the  cost of
materials and shall pay GENETHERA  xxxxx of the sales price and MICRO BEEF shall
retain xxxxx of the sales price.

FEES, ROYALTIES AND PAYMENTS

     1.12 MICRO  BEEF  shall  actively  make  its best  efforts  to  pursue  and
          implement  marketing,  sales and distribution of the MARKETING PLAN as
          agreed upon by both, MICRO BEEF and GENETHERA.

     1.13 MICRO BEEF shall  provide a sales force  sufficient  to implement  the
          marketing plan.

     1.14 MICRO  BEEF  shall   develop  and  provide   the   materials,   staff,
          advertising, and necessary support to implement the marketing plan. In
          no event shall MICRO BEEF be required to provide any minimum  level of
          sales force materials, staff or advertising, unless it is the approved
          Marketing Plan approved in writing by both of the Parties.

     1.15 MICRO  BEEF  shall not sell or  sub-license  any test,  technology  or
          process  without written  permission  from GENETHERA.  Such permission
          will not reasonably be withheld such that it would  negatively  impact
          the MICRO BEEF sales and marketing efforts.

     1.16 MICRO  BEEF shall make no  technical  representations  about any test,
          technology or process, without prior written approval from GENETHERA.

     1.17 On the last day of each calendar month, MICRO BEEF shall pay GENETHERA
          for sales of the previous month.

PUBLICITY AND BRANDING

     1.18 MICRO BEEF consents to the  publication  and promotion of MICRO BEEF's
          identity by  GENETHERA  as the  distributor  and  sub-licensee  of the
          Tests.

REPORTS, RECORDS, BILLING AND COLLECTION

     1.19 MICRO BEEF  shall  provide  to  GENETHERA  a report on sales with each
          payment.  A report shall be sent alone if no payments are due for that
          prior month. The sales report shall list all sub-licensed Modular Unit
          Workstations, the identity of the sub-licensee and the location of the
          Modular Unit Workstation.

     1.20 MICRO BEEF shall maintain  books of account and records  necessary for
          the  calculation  of  the  amount  owed  GENETHERA.  GENETHERA  or its
          appointed representative may examine such books and records solely for
          the purpose of verifying the accuracy of a sales report.  In the event
          of a  deficiency  in excess of xxxxx  MICRO BEEF shall pay the cost of
          this examination.
<PAGE>

     1.21 MICRO BEEF shall be responsible for billing and collection of sales.

ENFORCEMENT OF INTELLECTUAL PROPERTY RIGHTS

In the event that any  sub-licensee  of MICRO BEEF shall  engage in any activity
that has been  exclusively  retained by GENETHERA,  MICRO BEEF shall enforce the
terms of the license for GENETHERA's benefit. If MICRO BEEF declines or fails to
take any action,  GENETHERA  shall have authority to take action in MICRO BEEF's
name and MICRO BEEF consents to being named as a party to enable such action. If
GENETHERA takes action to enforce its exclusive rights against a sub-licensee of
MICRO BEEF,  GENETHERA  shall bear all costs related thereto and shall retain in
its entirety any damages or award that it receives from such action.

                PART V - MUTUAL DUTIES AND OBLIGATIONS OF PARTIES

COMPLIANCE WITH LAWS

     1.22 Each Party shall fully  comply with all local,  state and country laws
          and  regulations,  which may be applicable to the  performance of this
          Agreement.

CONFIDENTIAL INFORMATION

     1.23 Either  Party  or  their  representatives  may  disclose  Confidential
          Information to the other Party. Prior to disclosure,  the Confidential
          Information shall be clearly designated in writing as confidential.

     1.24 Each Party shall  retain  ownership in their  respective  Confidential
          Information   disclosed   under  this   Agreement,   except  for  that
          Confidential  Information  specifically  transferred by performance of
          this Agreement.

     1.25 Each Party may use or disclose  the other's  Confidential  Information
          only to the extent  specifically  authorized  by this  Agreement or as
          necessary  to perform  this  Agreement  and only after  obtaining  the
          written  prior  approval  of the  other  Party.  The  right of use and
          disclosure shall be subject to the limitations herein.

     1.26 Each Party shall treat the other's Confidential Information as a trade
          secret of the other Party.  Each Party shall actively seek to maintain
          the secrecy and prevent  disclosure of the other Party's  Confidential
          Information.

     1.27 In the event that disclosure of Confidential  Information is necessary
          to the  performance  of this  Agreement,  the  disclosing  Party shall
          obtain a  written  agreement  from any  third-Party  recipient  of the
          Confidential Information, which complies with the terms and conditions
          stated  herein  regarding  use  and  disclosure  of  the  Confidential
          Information.
<PAGE>

     1.28 The obligations listed in this section of the Agreement shall continue
          for  the  term of this  Agreement  and a  period  of  five  (5)  years
          thereafter.

     1.29 In the event that a dispute arises  regarding the  confidentiality  of
          information,   the   information   disclosed   shall  be   treated  as
          Confidential  Information  until such time as a determination  is made
          under the dispute provisions of this Agreement.

SALES AND MARKETING OF TESTS

     1.30 Neither Party shall  unreasonably  restrict a MARKETING  PLAN so as to
          unreasonably reduce the sales of the Tests.

TRANSFER OF OBLIGATIONS

     1.31 Subject to the limitations regarding assignment,  this Agreement shall
          be binding on, and shall inure to the  benefit of the  Parties,  their
          respective legal heirs, representatives, successors and assigns.

INTERPRETATION

     1.32 This  Agreement  supersedes  and  replaces in its  entirety  any prior
          agreements between the Parties.

SURVIVAL OF REPRESENTATIONS AND WARRANTIES

     1.33 All  representations,  warranties,  covenants  and  agreements  of the
          Parties contained in this Agreement or in any instrument, certificate,
          document  or  other  writing  provided  for in this  Agreement  or the
          Schedules  hereto,  shall  remain  in full  force  and shall be deemed
          renewed by each of them after signing of this Agreement.

INDEMNIFICATION

     1.34 Each Party hereto hereby agrees to indemnify, defend and hold harmless
          the other Party/Parties and its/their respective officers,  directors,
          shareholders,   agents,   representatives,    employees,   affiliates,
          executors,   administrators,   successors  and  assigns   (hereinafter
          collectively  referred to as the  "Indemnitees")  from and against any
          and  all  claims,  demands,  losses,  costs,  expenses,   obligations,
          liabilities,   actions,  suits,  damages,   diminution  in  value  and
          deficiencies,  including, without limitation,  interest and penalties,
          attorneys'  fees,  costs  of  investigation  and all  amounts  paid in
          settlement  of any  claim,  action or suit  (hereinafter  collectively
          referred  to as the  "Claims")  which  may  be  asserted  against  the
          Indemnitees, or any of them, or which any of the Indemnitees may incur
          or suffer  which arise out of,  result from or relate to the breach of
          any representation or warranty or the  non-fulfillment of any covenant
          or  agreement  of any other Party  contained  in this  Agreement,  the
          Schedules  hereto or in any documents or writing to be delivered after
          signing of this Agreement.

<PAGE>

REMEDIES NOT EXCLUSIVE

     1.35 No  remedy  conferred  by any  of  the  specific  provisions  of  this
          Agreement is intended to be exclusive of any other remedy and each and
          every  remedy  shall be  cumulative  and shall be in addition to every
          other remedy given hereunder or now or hereafter existing at law or in
          equity or by statute or  otherwise.  No remedy shall be deemed to be a
          limitation  on the amount or measure  of  damages  resulting  from any
          breach of this  Agreement.  The  election of any one or more  remedies
          shall not  constitute a waiver of the right to pursue other  available
          remedies.

WAIVER BY ACCEPTING VARIED PERFORMANCE

     1.36 No waiver of any provision or consent to any action shall constitute a
          waiver of any other provision or consent to any other action,  whether
          or not  similar.  No waiver or consent  shall  constitute a continuing
          waiver or  consent or commit a Party to provide a waiver in the future
          except to the extent  specifically  set forth in  writing.  Any waiver
          given by a Party shall be null and void if the Party  requesting  such
          waiver has not provided a full and complete disclosure of all material
          facts relevant to the waiver requested.

FORCE MAJEURE

     1.37 Neither Party shall be responsible for any delay in its performance of
          any of its  obligations  under  this  Agreement  due to  circumstances
          beyond its reasonable control.

GOVERNING LAW

     1.38 All  matters  concerning  the  execution  and  authorization  of  this
          Agreement and related documents and all other matters relating to this
          Agreement and related documents  (including,  without limitation,  the
          enforcement,  interpretation  and  construction  of this Agreement and
          related  documents)  shall be  governed  by the  laws of the  State of
          Colorado, irrespective of such state's choice-of-law principles and of
          the United States.

ARBITRATION

     1.39

          (a) This  paragraph  concerns the resolution of any  controversies  or
          claims between GENETHERA and MICRO BEEF,  whether arising in contract,
          tort or by  statute,  including  but not limited to  controversies  or
          claims  that arise out of or relate to (i) this  Agreement  (including
          any  renewals,  extensions  or  modifications);  or (ii) any  document
          related to this Agreement (collectively a "Claim").
<PAGE>

          (b) At the  request of  GENETHERA  or MICRO  BEEF,  any Claim shall be
          resolved  by  binding  arbitration  in  accordance  with  the  Federal
          Arbitration  Act (Title 9, U.S. Code) (the "Act").  The Act will apply
          even though this Agreement  provides that it is governed by the law of
          a specified state.

          (c) Arbitration  proceedings will be determined in accordance with the
          Act,  the  applicable  rules and  procedures  for the  arbitration  of
          financial services disputes of JAMS or any successor thereof ("JAMS"),
          and the terms of this  paragraph.  In the event of any  inconsistency,
          the terms of this paragraph shall control.

          (d) The arbitration shall be administered by JAMS and conducted in the
          State of Colorado.  All Claims shall be determined by one  arbitrator,
          however, if Claims exceed Five Million U.S. Dollars ($5,000,000), upon
          the  request  of any  party,  the  Claims  shall be  decided  by three
          arbitrators. All arbitration hearings shall commence within 90 days of
          commencement and the award of the arbitrator(s) shall be issued within
          30 days of the close of the hearing. However, the Arbitrator(s),  upon
          a showing of good cause,  may extend the  commencement  of the hearing
          for up to an additional  60 days.  The  arbitrator(s)  shall provide a
          concise  written  statement of reasons for the award.  The arbitration
          award  may  be  submitted  to  any  court  having  jurisdiction  to be
          confirmed and enforced.

          (e) The  arbitrator(s)  will have the authority to decide  whether any
          Claim is barred by the statute of  limitations  and, if so, to dismiss
          the arbitration on that basis.  For purposes of the application of the
          statute of  limitations,  the  service on JAMS under  applicable  JAMS
          rules of a notice  of a Claim is the  equivalent  of the  filing  of a
          lawsuit. Any dispute concerning this arbitration  provision or whether
          a Claim is arbitrable  shall be determined by the  arbitrator(s).  The
          arbitrator(s) shall have the power to award legal fees pursuant to the
          terms of this Agreement.

          (f) This paragraph does not limit the right of GENETHERA or MICRO BEEF
          to act in a court of law to obtain an interim remedy,  such as but not
          limited to, injunctive relief,  writ of possession or appointment of a
          receiver, or additional or supplementary remedies.

          (g) The  filing of a court  action is not  intended  to  constitute  a
          waiver of the right of  GENETHERA or MICRO BEEF,  including  the suing
          party, thereafter to require submittal of the Claim to arbitration.


<PAGE>


THE PARTIES  HEREBY ACCEPT THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND
CONDITIONS THIS 24TH DAY OF SEPTEMBER, 2001.



                                    MICRO BEEF Technologies, Ltd.

                                    By Micro Beef Management, LLC

                                    It's General Partner by it's


                                     /s/                       ,President
                                    --------------------------------------
                                    Signature of Representative and Title




                                    GENETHERA, Incorporated


                                    /s/ Tony Milici, President & CEO
                                    Signature of Representative and Title