Exhibit 10.5

                              EMPLOYMENT AGREEMENT

Agreement dated August 29, 2001, between ADZONE RESEARCH, INC. (hereinafter the
"company") and Charles A. Cardona (hereinafter the "employee")

     The company employees the employee, and the employee agrees to be employed,
     Following terms and conditions:

     EMPLOYMENT - Employment continues as outlined effective today, August
     29,2001 and will end on August 31, 2004 (Employment Period)

     SALARY - The Company shall pay Employee a salary plus stock of (see exhibit
     A) per year, payable as a weekly payroll check.

     POSITION - The Company hires the Employee as CEO

     OTHER AGREEMENTS - Medical and Dental insurance is fully paid for the
     employee by the Company during the employment period. Company shall
     reimburse or pay for reasonable company vehicle expenses including lease or
     purchase payments, gas, tolls and repairs.

     LEGAL REPRESENTATION - AdZone Interactive agrees to defend employee against
     any and all legal claims and litigation. In addition AdZone Interactive
     further agrees to pay all expenses arising from any and all litigation,
     including but not limited to attorney's fee's legal fee's, misc. expenses,
     . Legal representation for Charles A. Cardona will continue beyond the term
     of this contract and will continue for the remainder of Charles A.
     Cardona's life.

     SETTLEMENT BY ARBITRATION - Any claim or controversy that arises out of or
     relates to this agreement, will be settled by arbitration. If any provision
     of this agreement is held invalid, the other provisions of this agreement
     will remain in effect. ORAL MODIFICATIONS ARE NOT BINDING. THIS AGREEMENT
     SUPERSEDES ALL PREVIOUS EMPLOYMENT AND OTHER AGREEMENTS BETWEEN CHARLES A.
     CARDONA AND ADZONE RESEARCH.

     EFFECT OF PRIOR AGREEMENTS - This agreement supersedes any prior agreement
     between AdZone Interactive and Charles A. Cardona. The company assumes all
     outstanding unpaid back salary liability under previous contracts with
     AdZone Interactive, Inc.

                                  ADZONE RESEARCH, INC
                                  Company Name


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                                  Authorized Signature


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                                  Employee Signature
<PAGE>
                              Employment Agreement
                                    EXHIBIT A

Position:         CEO

Effective Date:   August 29, 2001

Base Salary:      Remainder 2001   $141,000 annual
                  2002             $151,000 annual
                  2003             $161,000 annual
                  2004             $208,000 annual

Bonuses:          Quarterly Qualitative Bonus of $ 15,000
                  2nd Year, Year end Qualitative Bonus of $ 25,000
                  Profitability Bonus, if the company reaches annual
                  profitability employee will receive a $100,000 bonus
                  plus 250,000 shares in stock..

                  Employee shall receive an annual bonus as follows;
                  .5% of the previous years revenues plus 3.5% of the
                  previous years profits plus
                  3.75% of the first $3 Million in growth in market
                  capitalization of the companies public stock for the
                  previous year. Plus 1.75% of the amount over $3
                  Million in growth in market capitalization of the
                  companies public stock for the previous year.

Stock:            The employee shall be granted stock options for 1,000,000
                  shares of stock at .10 per share exercisable for 5 years from
                  the date of this contract.

                  In the event of early termination from this contract
                  for any reason, Charles A. Cardona shall receive a
                  lump sum of 3 years annual salary at the rate in the
                  year in which termination occurred.


Additional Incentives: Charles A. Cardona will receive 10% of all sales he is
involved with.

                                        ADZONE RESEARCH, INC.

                                        Company Name


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                                        Authorized Signature


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                                        Employee Signature