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                                       1

                              EMPLOYMENT AGREEMENT


     This agreement,  effective April 1, 1998 (the "Agreement"),  is made by and
between LifeServ Technologies, Inc., a Florida corporation (the "Company") , and
Michael T. Felix, a resident of the State of Florida (the "Executive").

                                   WITNESSETH:

     WHEREAS,  the Company,  desires to employ  Executive in accordance with the
terms and conditions  contained in this Agreement and to ensure the availability
of the Executive's services to the Company;

     WHEREAS,  the Executive  desires to accept such  employment  and render his
services  in  accordance  with  the  terms  and  conditions  contained  in  this
Agreement;

     WHEREAS, the Executive and the Company desire to enter into this employment
agreement,  which will fully  recognize the  contributions  of the Executive and
assure harmonious management of the Company's affairs.

     NOW,  THEREFORE,  in consideration of the promises and the mutual covenants
set forth in this Agreement,  and intending to be legally bound, the Company and
the Executive agree as follows:

     1. Term of Employment

          (a)   Offer/Acceptance/Effective   Date.  The  Company  hereby  offers
     employment to the Executive and the  Executive  hereby  accepts  employment
     subject to the terms and conditions set forth under this Agreement.

          (b) Term.  The term (the "Term") of this  Agreement  shall commence on
     the date that this Agreement becomes effective,  and shall continue without
     interruption  until  terminated  by either party as  specified  herein (see
     Section 5),  however,  if not otherwise  terminated  in the interim.,  this
     Agreement shall  terminate on March 31, 2001,  unless extended by amendment
     and, in that case, said amendment must be in accord with Section 11(b).

     2. Duties.

          (a) General  Duties.  The  Executive  shall serve as  President of the
     Company  and shall  continue  to serve in that  position,  with  duties and
     responsibilities that are customary for such executives including,  without
     limitation,  ultimate  responsibility for managing the Company,  subject to
     the approval, management and ratification of the Board of Directors.

          (b) Best Efforts.  The Executive  covenants to use his best efforts to
     perform  his duties and  discharge  his  responsibilities  pursuant to this
     Agreement in a competent, careful and faithful manner.

          (c) Devotion of Time. The Executive will devote  substantially  all of
     his time, attention and energies during normal business hours (exclusive of
     periods of sickness and  disability and of such normal holiday and vacation
     periods  as  have  been  established  by the  Companies)  to the  Company's
     affairs.

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                                       2

     3. Compensation and Expenses.

          (a) Base  Salary.  For the  services of the  Executive  to be rendered
     under this  Agreement,  the Company  will pay the  Executive an annual base
     salary (the "Base Salary") as follows: [4% a year increases]

               (i)  For April 1, 1998 - March 31, 1999, the amount of $150,000;

               (ii) For April 1, 1999 - March 31, 2000, the amount of $156,000;

               (iii) For April 1, 2000 - March 31, 2001, the amount of $162,240.

          Provided,   however,   that  such  Base  Salary  shall  be  pro  rated
     accordingly over the time period that the Executive performs services under
     this  Agreement in any  calendar  year during  which this  Agreement  shall
     terminate before March 31st thereof.

          The  Company  shall  pay  the  Executive  his  Base  Salary  in  equal
     installments no less than semi-monthly.

          Should LifeServ  become a public  company,  separate and distinct from
     Medical Technology  Systems,  Inc. , the Executive shall have the right, at
     his election and subject to compliance  with all  applicable  security laws
     including  without  limitation  those laws governing  insider  trading,  to
     receive  compensation in the form of the Company's restricted common stock.
     Such stock shall be valued at sixty  percent (60%) of the closing bid price
     of the Company's  common stock as quoted on an  established  exchange as of
     the date of Executive's  election.  Such election may be for all or part of
     the Executive's compensation.  At the beginning of each quarter,  Executive
     shall give the Company  notice of his  election  to exercise  his option to
     receive restricted common stock in lieu of cash compensation.

          (b) Base  Salary  Adjustment.  The Base  Salary  may not be  decreased
     hereunder  during the term of this  Agreement,  but may be  increased  upon
     review  by and  within  the  sole  discretion  of the  Company's  Board  of
     Directors.

          (c) Bonus.  Executive shall be entitled to receive bonus  compensation
     in an amount as approved by the Company's Board of Directors based upon the
     performance  criteria as may be established by the  Compensation  Committee
     from time to time.  Such bonuses may be paid in cash or issued in shares of
     the Company's  common stock on or before June 30th for the preceding fiscal
     year on  such  terms  as  recommended  by the  Compensation  Committee  and
     approved by the Board of Directors.

               (i)  Bonus for Fiscal Year Ending March 31, 1999

                    Performance Bonus Based on Net Revenue - The Executive shall
                    be  entitled  to  a  performance   bonus  equal  to  $50,000
                    multiplied  by the  quotient  derived by dividing the actual
                    net revenue of the Company by $13.3 million. However, in the
                    event  that the  quotient  is less than .80,  the  Executive
                    shall not be entitled to a performance bonus.

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                                       3

                    Performance  Bonus Based on Net Income - The Executive shall
                    be entitled to receive a performance  bonus equal to $50,000
                    multiplied  by the  quotient  derived by dividing the actual
                    net income from operations  (before any extraordinary  gains
                    or losses) of the Company by $266,000. However, in the event
                    that the quotient is less than .80, the Executive  shall not
                    be  entitled to a  performance  bonus.  The  maximum  amount
                    payable under this provision is $75,000.

               (ii) Bonus for Fiscal Years Ending March 31, 2000 and 20001
                                  
                    Bonuses  for  fiscal  year  2000 and 2001  will be  mutually
                    agreed  upon by the  Executive  and the  Company's  Board of
                    Directors.  Such  bonuses  will  provide  for a  minimum  of
                    $100,000 for reaching budgeted goals.

          (d) Expenses.  In addition to any  compensation  received  pursuant to
     Section 3, the Company will reimburse or advance funds to the Executive for
     all reasonable, ordinary and necessary travel, educational,  seminar, trade
     shows, entertainment and miscellaneous expenses incurred in connection with
     the  performance  of his duties  under this  Agreement,  provided  that the
     Executive  properly accounts for such expenses to the Company in accordance
     with the Company's practices.

          (e) Stock Options.  Upon execution of this Agreement,  Executive shall
     receive a grant of 240,000 shares of restricted common stock of the Company
     and an option to  purchase  120,000  shares of the common  stock of Company
     with an exercise  price of $1.00 per share,  which is the fair market value
     of such shares as of the date of this Agreement.  The options shall have an
     exercise period of ten (10) years from the date of this Agreement.

     (f) Additional  Equity Based  Incentive  Compensation.  Executive  shall be
entitled to additional  annual equity based incentive  compensation as set forth
in the Company's  Management  Incentive  Compensation Plan as established by the
Compensation Committee.

     4. Benefits.

          (a) Vacation.  For each calendar year during the Term during which the
     Executive is employed,  the Executive  shall be entitled to vacation (which
     shall accrue and vest, except as may be hereafter provided to the contrary,
     on each January lst thereof) without loss of compensation or other benefits
     to which he is entitled under this Agreement, as follows:

               (i)  For calendar year 1998, 15 work days; (ii) For calendar year
                    1999,  15 work days;  (iii) For calendar  year 2000, 15 work
                    days;

                    If the  Executive is unable to take all of his vacation days
                    during  a  year  for  which  he  becomes  vested,  then  the
                    Executive,  at his sole option,  may elect (i) to carry over
                    any unused  vacation  to the next  calendar  year to be used
                    solely in that next year or (ii) to receive  an  appropriate
                    pro rata  portion of his Base  Salary  corresponding  to the
                    year in which the vacation days vested.


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                                       4

                    The  Executive  shall take his vacation at such times as the
                    Executive  may select and the  affairs of the Company or any
                    of its subsidiaries or affiliates may permit.

          (b) Employee  Benefit  Programs.  In addition to the  compensation  to
     which the  Executive is entitled  pursuant to the  provisions  of Section 3
     hereof,  during the Term,  the Executive will be entitled to participate in
     any stock option plan,  stock  purchase plan,  pension or retirement  plan,
     insurance or other employee benefit plan that is maintained at that time by
     the  Company for its  employees,  including  programs of life,  disability,
     basic  medical  and  dental,  supplemental  medical  and dental  insurance.
     Notwithstanding  any  provision  of this  Agreement  to the  contrary,  the
     Company  shall not be  obligated to provide the  Executive  with any of the
     foregoing  benefits  contained in this Section 4 (b) if the Executive,  for
     whatever  reason,  is or  becomes  uninsurable  with  respect  to  coverage
     relating to any such benefit(s).

          (c)  Automobile  Allowance.  During  the term of this  Agreement,  the
     Company shall pay  Executive an additional  $500 per month as an automobile
     allowance to be applied to any automobile expense incurred by Executive.

          (d)  Life  Insurance.  During  the  term  of  this  Agreement,  and as
     additional consideration  hereunder,  Executive shall be reimbursed for the
     cost of life insurance premiums up to a maximum of $3,000.00 per year.

          (e) Annual  Physical.  The Executive agrees to have an annual physical
     examination performed by a physician of his choice during each year of this
     Agreement.  Executive  will  notify the Board of  Directors  if any serious
     diseases or life  threating  conditions  are  diagnosed.  The Company shall
     reimburse Executive for the costs of his annual physical examination.

     5. Termination.

          (a) Termination  for Cause.  The Company may terminate the Executive's
     employment  pursuant to this  Agreement  at any time for cause upon written
     notice.  Such  termination  will become  effective  upon the giving of such
     notice.  Upon any such  termination for cause,  the Executive shall have no
     right  to  compensation,  bonus  or  reimbursement  under  Section  3 or to
     participate in any employee  benefit programs or other benefits to which he
     may be entitled under Section 4 for any period  subsequent to the effective
     date of termination. For purposes of this Agreement, the term "cause" shall
     mean:

               (i)  the Executive's conviction of a felony;

               (ii) the Executive's  indictment for  misappropriating  assets or
                    otherwise  defrauding the Company or any of its subsidiaries
                    or affiliates; or

               (iii)a material  breach by the Executive of any provision of this
                    Agreement.

          (b) Death or Disability.  This Agreement and the Company's obligations
     hereunder will terminate upon the death or disability of the Executive. For
     purposes of this Section 5(c), "disability" shall mean that for a period of
     six (6) months in any twelve (12) month  period the  Executive is incapable
     of substantially  fulfilling the duties set forth in this Agreement because
     of physical, mental or emotional incapacity resulting from injury, sickness
     or disease as determined by an independent physician mutually acceptable to
     the  Company and the  Executive.  Upon any such  termination  upon death or
     disability, the Company will pay the Executive or his legal representative,
     as the case may be, his Base Salary  (which may include  any  accrued,  but

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     unused  vacation  time) at such time  pursuant to Section  3(a) through the
     date of such  termination of employment (or, if terminated as a result of a
     disability,  until the date upon  which the  disability  policy  maintained
     pursuant to Section 4 (b) (ii) begins  payment of benefits)  plus any other
     compensation  that  may  be due  and  unpaid.  In the  event  of  death  or
     disability of the Executive and any obligations  that the Executive may owe
     the Company for repayment of loans or other amounts shall be forgiven.

          (c) Voluntary Termination. Prior to the termination of this Agreement,
     the Executive may, on ninety (90) days prior written notice to the Company,
     at any time  terminate  his  employment.  Upon any  such  termination,  the
     Company  shall pay the  Executive  his Base Salary at such time pursuant to
     Section  3(a) through the date of such  termination  of  employment  (which
     shall include any vested and accrued, but unused vacation time).

     6. Restrictive Covenants.

          (a) Competition with the Companies. The Executive covenants and agrees
     that,  during the Term of this Agreement,  the Executive will not,  without
     the prior written consent of Company,  directly or indirectly (whether as a
     sole proprietor,  partner,  stockholder,  director, officer, employee or in
     any other  capacity  as  principal  or agent),  compete  with the  Company.
     Notwithstanding this restriction,  Executive shall be entitled to invest in
     stock of other competing  public companies so long as his ownership is less
     than 5% of such company's outstanding shares.

          (b) Disclosure of Confidential Information. The Executive acknowledges
     that during his  employment  he will gain and have  access to  confidential
     information regarding the Company and its subsidiaries and affiliates.  The
     Executive  acknowledges that such confidential  information as acquired and
     used by the Company or any of its subsidiaries or affiliates  constitutes a
     special,  valuable  and  unique  asset in which the  Company  or any of its
     subsidiaries or affiliates,  as the case may be, hold a legitimate business
     interest.  All records,  files,  materials and confidential  informant (the
     "Trade Secrets")  obtained by the Executive in the course of his employment
     with the Company shall be hereby deemed  confidential  and  proprietary and
     shall  remain  the  exclusive  property  of  the  Company  or  any  of  its
     subsidiaries  or  affiliates,  as the case may be. The Executive  will not,
     except in connection  with and as required by his performance of his duties
     under this Agreement, for any reason use for his own benefit or the benefit
     of any person or entity with which he may be associated, disclose any Trade
     Secrets to any person, firm,  corporation,  association or other entity for
     any reason or purpose  whatsoever  without the prior written consent of the
     Board of Directors of the  Companies,  unless such  information  previously
     shall have become public knowledge  through no action by or omission of the
     Executive.

          (c) Subversion, Disruption or Interference. At no time during the term
     hereof and thereafter, shall Executive, directly or indirectly,  interfere,
     induce,  influence,  combine  or  conspire  with,  or  attempt  to  induce,
     influence,  combine or conspire  with, any of the employees or sponsors of,
     or  consultants  to, the Company to terminate  their  relationship  with or
     compete  or  ally  against  the  Company  or  any of  its  subsidiaries  or
     affiliates  of the Company in the  business in which the Company or any one
     of its  subsidiaries  or  affiliates  is presently  engaged or in which the
     Company or any one of its  subsidiaries or affiliates  desires to engage in
     the future.

          (d)  Enforcement  of  Restrictions.  The parties hereby agree that any
     violation by Executive  of the  covenants  contained in this Section 6 will
     cause  irreparable  damage to the  Company or any of its  subsidiaries  and
     affiliates and may, as a matter of course,  be restrained by process issued
     out of a court of competent jurisdiction, in addition to any other remedies
     provided by law.


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                                       6

     7. Change of Control.

          (a) For the purposes of this Agreement, a "Change of Control" shall be
     deemed to have taken place if any  person,  other than  Medical  Technology
     Systems, Inc. or its shareholders including a "group" as defined in Section
     13(d)(3) of the  Securities  Exchange Act of 1934, as amended,  becomes the
     owner or beneficial owner of companies  securities,  after the date of this
     Agreement,  having more than 50% of the  combined  voting power of the then
     outstanding  securities of the Company that may be cast for the election of
     directors  of the  Company  (other  than  as a  result  of an  issuance  of
     securities  specifically  approved by Executive and  specifically  excluded
     from the  provisions of this Section 8 by subsequent  written  agreement of
     the Executive);  provided,  however,  that a Change of Control shall not be
     deemed to have  occurred  if the person who  becomes the owner of said more
     than 50% of the  combined  voting power of the Company is Todd E. Siegel or
     an entity (or entities) controlled by Todd E. Siegel.

          (b) The Company and  Executive  hereby agree that,  if Executive is in
     the employ of the  Company on the date on which a Change of Control  occurs
     (the "Change of Control  Date") , the Company  will  continue to employ the
     Executive  and the  Executive  will remain in the employ of the Company for
     the  period  commencing  on the  Change of  Control  Date and ending on the
     expiration  of the Term,  to  exercise  such  authority  and  perform  such
     executive duties as are commensurate with the authority being exercised and
     duties being performed by the Executive  immediately prior to the Change of
     Control  Date.  If after a Change of Control,  the  Executive is requested,
     and, in his sole and absolute discretion,  consents to change his principal
     business  location,  the  Company  will  reimburse  the  Executive  for his
     relocation  expenses,   including  without  limitation,   moving  expenses,
     temporary living and travel expenses for a time while arranging to move his
     residence to the changed location,  closing costs, if any,  associated with
     the  sale of his  existing  residence  and the  purchase  of a  replacement
     residence at the changed location, plus an additional amount representing a
     gross-up of any state or federal  taxes payable by Executive as a result of
     any such  reimbursements.  If the Executive shall not consent to change his
     business  location,  the  Executive  may  continue to provide the  services
     required of him  hereunder  in  Clearwater,  Florida and the Company  shall
     continue  to  maintain  an  office  for  the  Executive  at  that  location
     commensurate with the Company's office prior to the Change of Control Date.

          (c) During the remaining  Term after the Change of Control  Date,  the
     Company will (i) continue to honor the terms of this  Agreement,  including
     as to Base Salary and other compensation set forth in Section 3 hereof, and
     (ii) continue  employee benefits as set forth in Section 4 hereof at levels
     in effect on the Change of Control Date (but subject to such  reductions as
     may be  required  to  maintain  such plans in  compliance  with  applicable
     federal law regulating employee benefits).

          (d) If during  the  remaining  Term on or after the  Change of Control
     Date (i) the Executive's employment is terminated by the Company other than
     for cause (as  defined  in  Section 5  hereof),  or (ii)  there  shall have
     occurred a material  reduction in  Executive's  compensation  or employment
     related  benefits,  or a material  change in  Executive's  status,  working
     conditions  or  management  responsibilities,  or a material  change in the
     business   objectives   or  policies  of  the  Company  and  the  Executive
     voluntarily  terminates  employment  within  sixty  (60)  days of any  such
     occurrence,  or the last in a series  of  occurrences,  then the  Executive
     shall be entitled to receive,  subject to the  provisions of  subparagraphs
     (e) and (f) below, a lump-sum payment equal to 250% of Executive's  current
     Base Salary in addition to any other compensation that may be due and owing
     to the Executive under Section 3 hereof.

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                                       7

          (e) The amounts payable to the Executive under any other  compensation
     arrangement  maintained by the Company which became payable,  after payment
     of the lump-sum  provided for in paragraph  (d), upon or as a result of the
     exercise by Executive of rights which are contingent on a Change of Control
     (and would be considered a "parachute  payment" under Internal Revenue Code
     280G and regulations thereunder),  shall be reduced to the extent necessary
     so that such amounts,  when added to such  lump-sum,  do not exceed 299% of
     the  Executive's  Base Salary (as computed in accordance with provisions of
     the  Internal  Revenue  Code  of  1986,  as  amended  and  any  regulations
     promulgated  thereunder) for determining whether the Executive has received
     an excess parachute  payment.  Any such excess amount shall be deferred and
     paid in the next tax year.

          (f) In the event of a proposed  Change in Control,  the  Company  will
     allow the Executive to participate in all meetings and negotiations related
     thereto.

     8.  Assignability.  The rights and  obligations  of the Company  under this
Agreement  shall inure to the benefit of and be binding upon the  successors and
assigns of the Company, provided that such successor or assign shall acquire all
or substantially all of the assets and business of the Company.  The Executive's
rights and  obligations  hereunder  may not be  assigned  or  alienated  and any
attempt to do so by the Executive will be void and constitute a material  breach
hereunder.

     9. Severability.  If any provision of this Agreement otherwise is deemed to
be  invalid  or  unenforceable  or is  prohibited  by the  laws of the  state or
jurisdiction  where it is to be performed,  this  Agreement  shall be considered
divisible as to such provision and such  provision  shall be inoperative in such
state or  jurisdiction  and shall not be part of the  consideration  moving from
either of the parties to the other.  The remaining  provisions of this Agreement
shall be valid and binding  and/or like effect as though such provision were not
included.

     10.  Notice.  Notices given  pursuant to the  provisions of this  Agreement
shall be sent by certified mail, postage prepaid,  or by overnight  courier,  or
telecopier to the following addresses:

                  To the Company:

                           Todd E. Siegel, Secretary
                           LifeServ Technologies, Inc.
                           12910 Automobile Boulevard
                           Clearwater, FL 33762

                  With copies to:

                           Robert Grammig            Robert E. Burguieres
                           Holland & Knight          Arnold & Burguireres
                           P.O. Box 1288             1701 9th Street North
                           Tampa, FL  33602-4300     St. Petersburg, FL  33704

                  To the Executive:

                           Michael T. Felix, President
                           LifeServ Technologies, Inc.
                           12910 Automobile Boulevard
                           Clearwater, FL  33762

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                                       8

     Either party may,  from time to time,  designate any other address to which
any such notice to it or him shall be sent.  Any such notice  shall be deemed to
have been  delivered  upon the  earlier  of actual  receipt  or four days  after
deposit in the mail, if by certified mail.

     11. Miscellaneous.

          (a) Governing Law. This  Agreement  shall be governed by and construed
     and enforced in accordance with the internal, substantive laws of the State
     of Florida without giving effect to the conflict of laws rules thereof.

          (b)  Waiver/Amendment.  The waiver by any party to this Agreement of a
     breach of any provision hereof by any other party shall not be construed as
     a waiver  of any  subsequent  breach by any  party.  No  provision  of this
     Agreement  may be  terminated,  amended,  supplemented,  waived or modified
     other than by an instrument in writing signed by the party against whom the
     enforcement  of  the   termination,   amendment,   supplement,   waiver  or
     modification is sought.

          (c)  Attorney's  Fees.  In the event  any  action  is  commenced,  the
     prevailing party shall be entitled to a reasonable attorneys fee, costs and
     expenses.

          (d) Entire Agreement.  This Agreement  represents the entire agreement
     between the parties with respect to the subject matter of this Agreement.

          (e) Counterparts.  This Agreement may be executed in counterparts, all
     of which shall constitute one and the same instrument.

     IN WITNESS  WHEREOF,  the  Company and the  Executive  have  executed  this
Agreement as of the day and year first above written.

WITNESSES:                               "EXECUTIVE"


-------------------------------------    ---------------------------------------
Print Name: _________________________    MICHAEL T. FELIX

-------------------------------------
Print Name: _________________________

                                                 "COMPANY"

LIFESERV TECHNOLOGIES, INC.,
_____________________________________            a Florida corporation
Print Name:  ________________________

                                       By:_____________________________________
_____________________________________  Print Name:  ___________________________
Print Name: _________________________  As:  ___________________________________