EMPLOYMENT AGREEMENT

         THIS AGREEMENT is made at Miami,  Florida, on February 18, 1998, by and
between COLMENA CORPORATION,  an Ohio Corporation with its main offices at 25100
Detroit Road, West Lake, Ohio, 44145 (hereinafter,  COLMENA) and MADHU SETHI, an
individual  residing  at 22423  Overture  Circle,  Boca  Raton,  Florida,  33428
(hereinafter SETHI).

                                   WITNESSETH:

     WHEREAS    COLMENA    wishes   to   develop   and   expand   its   existing
telecommunications   division,  R.C.P.   Communications  Group,  Inc.,  Business
Technology Systems, Inc.; and

     WHEREAS SETHI AND COLMENA  desire to effect an employment  agreement  under
the terms and conditions in this Agreement such that SETHI will become President
and take charge of this technology division; and

     WHEREAS  SETHI,  will be leaving his current  employment  and  changing his
position in reliance of prospective employment with COLMENA;

     NOW, THEREFORE,  in consideration of the foregoing and the mutual covenants
and  promises  made  herein,  and for the good and  valuable  consideration  the
receipt  and  sufficiency  of which are hereby  acknowledged,  COLMENA and SETHI
agree as follows.

1.   Employment:  COLMENA employs SETHI as President of its technology division,
who accepts such employment. COLMENA and SETHI hereby revoke, terminate and void
all prior written and oral  employment  agreements  or  employment  arrangements
previously made.

     1.11      Scope: SETHI shall be responsible for the overall management of a
               technology  re-seller  company.   Operations  shall  include  the
               management of Business Technology Systems,  Inc., the creation of
               an international telecommunications network and the international
               marketing of long distance and calling card services.

2.   Compensation:

     2.1       Base Salary: For all services rendered,  and to be rendered under
               this employment  agreement by SETHI,  COLMENA,  shall pay SETHI a
               basic  salary of  $100,000  per  year,  exclusive  of any  fringe
               benefits,   payable  in  weekly   installments   which  shall  be
               approximately  equal in amount,  in a manner  consistent with the
               accounting practices adopted by COLMENA.

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     2.2       Annual  Bonus:  SETHI shall  receive an  additional  annual bonus
               based upon COLMENA  profits and progress in expansion of products
               and services.

     2.2.1     Incentive  Clause:  Based upon the  company's  desire to become a
               CLEC  (re-  seller)  of local  exchange  telecom  services),  the
               company   agrees  to  compensate   Mr.  Sethi  as  follows  based
               performance:

               Approval of: All state,  federal and local licenses,  permits and
               any other regulatory  actions or agreements  required and carrier
               agreements  within approved states.  The company hereby agrees to
               issue stock options at par value in the following amounts:

                              Texas - 25,000 shares
                            New York - 25,000 shares
                           California - 25,000 shares

               Customer  Based  Expansion:  When  the  company  reaches  a  paid
               customer  base of  2,000  customers  per  state as  follows,  the
               following additional options will be deemed earned at par value:

                              Texas - 25,000 shares
                            New York - 25,000 shares
                           California - 25,000 shares
                             Florida - 25,000 shares

     2.2.2     Health  Insurance:  Colmena shall  provide a full benefit  health
               insurance package to Sethi's family.  Further, should said health
               insurance result in a deductible,  COLMENA agrees to pay directly
               to the medical insurance provider,  any deductible not covered by
               said health insurance plan.

     2.2.3     SETHI shall be entitled to vacation  time to be taken,  at a time
               of his  discretion.  Said  vacation  shall be  available  2 weeks
               during the first  year,  3 weeks  during the second  year,  and 4
               weeks thereafter. All vacation shall be salary paid.

     2.2.4     Stock Options:  Stock options in COLMENA shall be issued to SETHI
               based upon terms and conditions equal or greater than the highest
               level executives employed.

     2.3       COLMENA  acknowledges  and  agrees to pay SETHI his Basic  Salary
               during the term of this  agreement,  so long as he is willing and
               able to perform his duties and  obligations and has not defaulted
               under this  Agreement.  Should either party choose to discontinue
               their relationship with the other, the discontinuing  party shall
               give, one month advance notice in writing, to the other.

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3.   Authority  and Powers of COLMENA:  COLMENA  shall have the power to direct,
control and supervise  SETHI'S duties and the manner of, and time for performing
said duties exclusive of vacation period that shall be determined by SETHI.

4.   Working Facilities and Expenses.

     4.1       COLMENA will furnish  SETHI with an office,  technical  and other
               facilities  and services  suitable for the  performance of duties
               and obligations under this agreement.

     4.2       In  accordance  with  general  corporate  policies,  SETHI may be
               reimbursed for reasonable  expenses related to the performance of
               his duties  including (but not limited to): all matters set forth
               above;  entertainment expenses; cost of maintaining facilities in
               his home;  educational  expenses  incurred to maintain or improve
               his professional skills;  expenses of membership in civic groups,
               clubs,   professional   licenses  and   societies  and  fraternal
               organizations;  and all other items of  reasonable  and necessary
               professional expenses incurred by SETHI in the performance of his
               duties as President.

5.   Notice:  Any and all notices between the parties  provided for or permitted
under this  Agreement  or by law shall be in  writing,  and shall be deemed duly
served  when  personally  delivered  to a party,  or,  in lieu of such  personal
service, when deposited in the United States Mail,  certified,  postage prepaid,
addressed to such party at the addresses  listed below,  or to such other places
as may from  time-to-time,  be  specified  in a notice  given as the address for
service of notice on such party:

     Notice to MADHU SETHI shall be at the address indicated above.

     Notice  to   COLMENA   CORPORATION  shall   be  at  the  address  indicated
 above.

6.   Arbitration:  In the event of any  controversy  or claim  arising out of or
relating to this  Agreement,  or the breach  thereof,  which  cannot be amicably
resolved, which may properly be submitted to arbitration,  shall, on the written
request of one party  served on the  other,  be  submitted  to  arbitration,  in
accordance  with  the  provisions  of  the  Florida  Statutes  then  in  effect,
pertaining  to  arbitration.  Such  arbitration  shall be considered a statutory
arbitration and the award of the board of arbitration, shall be binding upon the
parties.  Each of the parties  hereto shall appoint one person as an arbitrator,
and all three arbitrators shall hear and determine the dispute.  The decision of
a  majority  of the three  arbitrators  shall be final and  conclusive  upon the
parties  hereto.  The  expenses  of  such  arbitration  shall  be  borne  by the
Corporation.

7.   Parties Bound: Time is of the essence,  and this Agreement shall be binding
on and shall  insure to the benefit of the parties  hereto and their  respective
heirs, executors, administrators, legal representatives, successors and assigns,
where permitted by Agreement.

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8.   Legal  Construction:  In case any one or more of the provisions contains in
this shall, for any reason,  be held to be legal,  invalid,  or unenforceable in
any respect, such invalidity, illegality or unenforceablity shall not affect any
other  provision  thereof,  and this  Agreement  shall be  construed  as if such
invalid, or unenforceable  provision had never been contained herein.  Paragraph
captions are for  reference  only.  When the content so  requires,  the singular
shall  include the plural,  the masculine  shall include the feminine,  and vice
versa. Paragraph headings, where used, are for reference only, and do not define
or limit the meaning or scope of any  paragraph  or  provision.  This  Agreement
shall be  construed  according  to the laws of the State of  Florida,  and venue
shall be proper only in Dade County, Florida.

9.   Fees and Costs:  In the event of any litigation  arising under the terms of
this Agreement,  the prevailing  party shall be entitled to recover a reasonable
attorney's fee and costs at both the trial and appellate levels.

10.  Sole  and  Only  Agreement:  This  instrument  contains  the  sole and only
agreement of the parties  relating to the  Employment,  and correctly sets forth
the rights,  duties, and obligations of each other in connection therewith as of
its date, and is to be construed in conjunction with the Articles and By-Laws of
the Corporation.  Any prior or present  agreements,  promises,  negotiations not
expressly set forth in this Agreement are of no force or effect. No modification
or change in this contract  shall be valid or binding upon the parties unless in
writing. Executed by the parties to be bound thereby.

11.  Term: The term of this Agreement is (5) years from the date of execution by
both parties.

12.  Non-Compete:  Mr. Sethi agrees not to enter into any business  arrangements
which could be construed as competing  with the  company's  products or services
during the term of this  Agreement.  The current areas covered  include all U.S.
territories  and will  expand  to any  country  in which  the  company  conducts
business.

         IN WITNESS WHEREOF, the Parties hereto have set their hands on February
18, 1998.

                                              /s/ Richard C. Peplin, Jr.
                                                  Richard C. Peplin, Jr
                                                  For COLMENA CORPORATION


                                              /s/ Madhu Sethi
                                                  Madhu Sethi.

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