Settlement Agreement

     This Settlement Agreement (the "Agreement") is made and entered into by and
among  Colmena  Corp.,  a publicly  held  Delaware  corporation  with a class of
securities  registered under Section 12(g) of the Securities and Exchange Act of
1934, as amended  ("Colmena" and the "Exchange Act,"  respectively),  and, Larry
Van Etten, a Florida  resident ("Mr. Van Etten;" Mr. Van Etten and Colmena being
collectively  referred to as the "Parties" and each being sometimes  hereinafter
generically referred to as a "Party").

                                    Preamble:

     WHEREAS,  the Parties have engaged in a series of business  agreements  and
transactions  involving  Colmena,  and,  for their mutual  benefit,  the Parties
desire to settle all outstanding issues and commitments:

     NOW,  THEREFORE,  in consideration  of the premises,  as well as the mutual
covenants  hereinafter  set forth,  the Parties,  intending to be legally bound,
hereby agree as follows:

                                   Witnesseth:

First:            Terms of Settlement

     In consideration for the material and substantial assistance being rendered
by Mr. Van Etten to Colmena on  numerous  matters  and in  settlement  of all of
their  outstanding  claims  against  each  other  and their  members,  partners,
officers, directors, agents and affiliates (as that term is used for purposes of
federal  securities  laws),  Mr. Van Etten and Colmena hereby agree to an accord
and  satisfaction of all of their rights,  obligations and  liabilities,  on the
following terms:

A.       Subject to the requirements of paragraph B below, Colmena hereby agrees
         to  immediately  issue to Mr.  Van Etten  136,147  shares of  Colmena's
         common stock, $0.001 per share par value (the "Settlement  Shares"), in
         full  payment  of  all  obligations  owed  to Mr.  Van  Etten  and  his
         affiliates  by Colmena and its  affiliates,  from the beginning of time
         until the date of this Agreement,  as well as in consideration  for the
         extinguishment of all agreements between them.

B.       The  Settlement  Shares are being  issued in reliance on the  exemption
         from  registration  requirements  under the  Securities Act of 1933, as
         amended (the "Securities Act"),  provided by Section 4(2) thereof,  and
         the  exemption  from  registration  under the  Florida  Securities  and
         Investor  Protection  Act,  as amended  (the  "Florida  Blue Sky Act"),
         provided by Section 517.061(11)  thereof and in conjunction  therewith,
         Mr. Van Etten hereby represents, warrants and covenants as follows:

         (1)      All of the Stock will bear legends  restricting  its transfer,
                  sale,  conveyance or hypothecation unless such Stock is either
                  registered under the provisions of Section 5 of the Securities
                  Act and the  Florida  Blue Sky  Act,  or an  opinion  of legal
                  counsel, in form and substance  satisfactory  to legal counsel
                  to Colmena  is provided by  Mr. Van  Etten  to the effect that
                  such registration  is  not  required as a result of applicable
                  exemptions there from;

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         (2)      Colmena's  transfer  agent shall be instructed not to transfer
                  any of the Stock unless Colmena  advises it that such transfer
                  is in compliance with all applicable laws;

         (3)      Mr. Van Etten is acquiring the Stock for his own account,  for
                  investment  purposes only, and not with a view to further sale
                  or  distribution,  except as permitted in accordance  with the
                  Securities  Act,  the  Florida  Blue Sky Act,  the  rules  and
                  regulations  promulgated  thereunder and subject to compliance
                  with the requirements of the preceding two paragraphs; and

         (4)      Mr. Van Etten or his advisors have examined Colmena's Exchange
                  Act  filings  posted  on  the  United  States  Securities  and
                  Exchange Commission's EDGAR system and are fully familiar with
                  Colmena  and  its   operations   as  a  result  of  his  prior
                  association   therewith,   having  also  questioned  Colmena's
                  officers and directors as to all matters  involving Colmena as
                  Mr. Van Etten' deemed appropriate.

C.       In consideration for the foregoing, Mr. Van Etten hereby relinquish all
         rights,  whether accrued or inchoate,  under any agreements between him
         or his  affiliates  and  Colmena and its  affiliates,  other than those
         created by this Agreement.

Second   Mutual Releases

         In  consideration  for the  exchange of covenants  reflected  above but
excepting only the  obligations  created by this  Agreement,  the Parties hereby
each  release,  discharge  and  forgive  the  other,  and  each  of the  others'
subsidiaries,  affiliates,  members, officers,  directors,  partners, agents and
employees from any and all  liabilities,  whether current or inchoate,  from the
beginning of time until the date of this Agreement.

Third:   Miscellaneous

3.1      Amendment.

         No  modification,  waiver,  amendment,  discharge  or  change  of  this
Agreement  shall be valid  unless the same is  evinced by a written  instrument,
subscribed  by the Party  against which such  modification,  waiver,  amendment,
discharge or change is sought.

3.2      Notice.

         All notices,  demands or other  communications given hereunder shall be
in writing and shall be deemed to have been duly given on the first business day
after mailing by United  States  registered or certified  mail,  return  receipt
requested, postage prepaid, addressed as follows:



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                                   To Colmena:
        Crystal Corporate Center; 2500 North Military Trail, Suite 225-D;
                           Boca Raton, Florida 34431
                 Attention: Anthony Q. Joffe, President; and to

                           The Yankee Companies, Inc.
         Crystal Corporate Center; 2500 North Military Trail, Suite 225;
                           Boca Raton, Florida 34431
                   Attention: Leonard Miles Tucker, President

                                To Mr. Van Etten:
                1601 North 15th Terrace; Hollywood, Florida 33020
           Telephone (954) 929-9860, Fax (954) 929-0284; and, e-mail,
                                  lve@msn.com.

or such other  address or to such other  person as any Party shall  designate to
the other for such purpose in the manner hereinafter set forth.

3.3      Merger.

         This  instrument,  together  with the  instruments  referred to herein,
contains all of the understandings and agreements of the Parties with respect to
the subject matter discussed  herein.  All prior  agreements  whether written or
oral are merged herein and shall be of no force or effect.

3.4      Survival.

         The several  representations,  warranties  and covenants of the Parties
contained  herein  shall  survive the  execution  hereof and shall be  effective
regardless of any investigation  that may have been made or may be made by or on
behalf of any Party.

3.5      Severability.

         If any  provision or any portion of any  provision  of this  Agreement,
other than one of the conditions precedent or subsequent,  or the application of
such  provision or any portion  thereof to any person or  circumstance  shall be
held invalid or unenforceable,  the remaining portions of such provision and the
remaining  provisions of this Agreement or the  application of such provision or
portion of such  provision  as is held  invalid or  unenforceable  to persons or
circumstances  other  than those to which it is held  invalid or  unenforceable,
shall not be affected thereby.

3.6      Governing Law.

         This  Agreement  shall be construed in accordance  with the laws of the
State of Florida and any  proceedings  pertaining  directly or indirectly to the
rights or  obligations  of the Parties  hereunder  shall,  to the extent legally
permitted, be held in Palm Beach County, Florida.

3.7      Indemnification.


A.   Each  Party  hereby  irrevocably  agrees  to  indemnify  and hold the other
     Parties harmless from any and all liabilities and damages  (including legal
     or other expenses incidental thereto), contingent,

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         current,  or  inchoate  to  which  they or any one of them  may  become
         subject as a direct,  indirect or incidental  consequence of any action
         by the  indemnifying  Party or as a  consequence  of the failure of the
         indemnifying  Party to act,  whether  pursuant to  requirements of this
         Agreement  or  otherwise;  provided  that,  such claims are asserted by
         third parties unrelated to the Parties.

B.       In the event it becomes  necessary to enforce this indemnity through an
         attorney,  with or without  litigation,  the successful  Party shall be
         entitled to recover from the  indemnifying  Party,  all costs  incurred
         including  reasonable  attorneys'  fees  throughout  any  negotiations,
         trials or appeals, whether or not any suit is instituted.

3.8      Litigation.

A.       In any action  between  the Parties to enforce any of the terms of this
         Agreement  or  any  other  matter  arising  from  this  Agreement,  the
         prevailing  Party shall be entitled to recover its costs and  expenses,
         including   reasonable   attorneys'   fees  up  to  and  including  all
         negotiations,   trials  and  appeals,  whether  or  not  litigation  is
         initiated.

B.       In the  event of any  dispute  arising  under  this  Agreement,  or the
         negotiation  thereof or inducements  to enter into the  Agreement,  the
         dispute shall,  at the request of any Party,  be  exclusively  resolved
         through the following procedures:

         1.    (A)  First,  the issue shall be submitted  to mediation  before a
                    mediation service in Broward County, Florida, to be selected
                    by lot  from  six  alternatives  to be  provided,  three  by
                    Colmena and three by Mr. Van Etten.

               (B)  The mediation efforts shall be concluded within ten business
                    days after their in itiation unless the Parties  unanimously
                    agree to an extended mediation period;

         2.       In the event that  mediation  does not lead to a resolution of
                  the  dispute  then at the  request of any Party,  the  Parties
                  shall  submit the  dispute to  binding  arbitration  before an
                  arbitration  service located in Broward County,  Florida to be
                  selected by lot, from six  alternatives to be provided,  three
                  by Colmena and three by Mr. Van Etten.

         3.     (A) Expenses of mediation shall be borne equally by the Parties,
                    if successful.

                (B) Expenses of mediation,  if  unsuccessful  and of arbitration
                    shall be borne by the  Party  or  Parties  against  whom the
                    arbitration decision is rendered.

                (C) If the  terms  of the  arbitral  award  do not  establish  a
                    prevailing   Party,   then  the  expenses  of   unsuccessful
                    mediation  and  arbitration  shall be borne  equally  by the
                    Parties.

3.9      Benefit of Agreement.

         The terms and  provisions of this  Agreement  shall be binding upon and
inure  to the  benefit  of the  Parties,  their  successors,  assigns,  personal
representatives, estate, heirs and legatees.

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3.10     Captions.

         The captions in this Agreement are for  convenience  and reference only
and in no way define,  describe,  extend or limit the scope of this Agreement or
the intent of any provisions hereof.

3.11     Number and Gender.

         All pronouns and any variations thereof shall be deemed to refer to the
masculine, feminine, neuter, singular or plural, as the identity of the Party or
Parties, or their personal representatives, successors and assigns may require.

3.12     Further Assurances.

         The Parties agree to do,  execute,  acknowledge and deliver or cause to
be done,  executed,  acknowledged  or delivered and to perform all such acts and
deliver all such deeds, assignments, transfers, conveyances, powers of attorney,
assurances,  stock certificates and other documents,  as may, from time to time,
be required herein to effect the intent and purpose of this Agreement.

3.13     Status.

         Nothing in this  Agreement  shall be  construed  or shall  constitute a
partnership,  joint  venture,   employer-employee  relationship,   lessor-lessee
relationship,  or  principal-agent   relationship,   rather,  the  relationships
established hereby are those of settling debtor and creditor.

3.14     Counterparts.

A.      This Agreement may be executed in any number of counterparts.

B.      All executed counterparts shall constitute one Agreement notwithstanding
        that all signatories are not signatories to  the  original  or  the same
        counterpart.

C.      Execution by exchange of  facsimile transmission shall be deemed legally
        sufficient  to bind the   signatory;  however,  the Parties  shall,  for
        aesthetic  purposes,  prepare  a fully executed original version of this
        Agreement,  which  shall be the document  filed with the  Securities and
        Exchange Commission.

3.15     License.

A.       This Agreement is the property of the Yankee Companies, Inc, a Florida
         corporation ("Yankees").

B.       The use hereof by the Parties is authorized  hereby solely for purposes
         of this  transaction  and,  the use of this form of agreement or of any
         derivation   thereof  without  Yankees'  prior  written  permission  is
         prohibited.

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<PAGE>


C.       The  Parties  hereby  acknowledge  that  Yankees  is not a law  firm or
         regulated  entity  and has not  provided  any  Party  with  any  advice
         concerning  this  Agreement,  rather,  it has informed each Party, as a
         condition  to their use of this form that they must obtain  independent
         legal advice.

D.       This Agreement will not be construed more or less favorably against a
         Party on the basis of its authorship.


     In Witness  Whereof,  the Parties have caused this Agreement to be executed
effective as of the last date set forth below.

Signed, sealed and delivered

         In Our Presence:

                                                                  Colmena Corp.

---------------------------------

_________________________________           By:      /s/ Anthony Q. Joffe
                                                     Anthony Q. Joffe, President

(CORPORATE SEAL)
                                          Attest:  /s/ Vanessa H. Lindsey
Dated:   May 11, 2000                           Vanessa H. Lindsey, Secretary

                                                                 Mr. Van  Etten:

---------------------------------

---------------------------------                   /s/ Larry Van Etten
                                                             Larry Van  Etten

Dated:   May 11, 2000

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