Exhibit 10.1

                              EMPLOYMENT AGREEMENT

     AGREEMENT  made as of the 9th day of April,  1999 between  MEDJET INC. (the
"Company"),  a Delaware  corporation  having an office at 1090 King Georges Post
Road,  Suite 301, Edison,  New Jersey 08837 and EUGENE I. GORDON  ("Executive"),
residing at 1535 Coles Avenue, Mountainside, New Jersey 07092.

                              W I T N E S S E T H:
                              - - - - - - - - - -

     WHEREAS,  Executive has served as Chairman,  Chief Executive  Officer,  and
Chief Technical Officer of the Company since its inception;

     WHEREAS,  the  Company  desires  to  continue  to  receive  the  benefit of
Executive services and Executive is willing to continue to provide such services
to the Company, upon the terms and conditions set forth in this Agreement;

     NOW,  THEREFORE,  in consideration of the mutual covenants  hereinafter set
forth, the parties agree as follows:

     1. EMPLOYMENT.

          1.01 Term. The Company hereby employs Executive,  and Executive hereby
accepts employment with the Company with the duties hereinafter set forth, for a
period commencing on March 16, 1999 and ending March 15, 2002 subject,  however,
to earlier  termination in accordance with the provisions of this Agreement (the
"Employment Period").

     2.  DUTIES; CHAIRMAN AND CHIEF EXECUTIVE OFFICER.

          2.01 Duties.  During the Employment  Period,  Executive shall serve as
Chairman,  Chief Executive Officer and Chief Technical Officer of the Company in
accordance  with the provisions of the Company  by-laws or such other  executive
position  determined by the Board of Directors of the Company in accordance with
Section  2.02  and  shall  perform  such  duties  as may  from  time  to time be
reasonably assigned to him by the Company's Board of Directors,  consistent with
such  position,  taking into account  those duties  currently  performed by him.
Executive  agrees that,  during the term of this  Agreement,  he will devote his
full time,  skills and efforts to the performance of his duties hereunder and to
the furtherance of the interests of the business of the Company.

          2.02  Titles.  When  elected  annually  by  the  Board  of  Directors,
Executive shall serve as Chairman and Chief Executive Officer of the Company. If
Executive  is not  reelected  as a  director  of the  Company or if the Board of
Directors  chooses  to remove  Executive  from the  offices of  Chairman,  Chief
Executive Officer and/or Chief Technical  Officer,  Executive agrees to serve in
such other executive capacity as the Board of Directors shall determine.

     3. COMPENSATION AND RELATED MATTERS.

          3.01 Base  Salary.  As  compensation  for  Executive's  services,  the
Company  shall pay  Executive  during the  Employment  Period,  a base salary of
$170,000  per annum (the "Base  Salary"),  commencing  March 16,  1999,  payable
semi-monthly or in accordance with the Company's customary practice from time to
time.  The Base Salary may be increased in the sole  discretion of the Company's
Board of Directors from time to time,  provided,  however,  that Executive shall
not participate in such  determination.  The Company and the Executive may, from
time to time,  agree in writing that the Executive shall forego all or a portion
of his Base  Salary for a  specified  period and  receive in lieu  thereof  that
number of unregistered shares of the Company's Common Stock, $.001 par value per
share  ("Common  Stock")  having an aggregate Fair Market Value (as that term is
hereinafter  defined)  equal to the portion of the Base Salary  otherwise due to
him during the period specified in such written agreement.

          3.02 Bonuses.  For each twelve (12) month period  commencing March 16,
1999 during the Employment Period ("Agreement  Year"),  Executive shall receive,
in addition to his Base Salary, a bonus of $20,000 ("Bonus") upon the occurrence
of each one of any three events defined by the Company's Board of Directors from
time to time (the "Bonus  Events"),  up to an  aggregate  of $60,000  during any
Agreement  Year.  Each  Bonus  earned  by  Executive  shall  be paid in 12 equal
payments over one year after the Bonus Event for which it was earned,  provided,
however,  that in the event the foregoing would require the payment of more than
$60,000  in Bonuses in any  Agreement  Year,  the  additional  Bonus(es)  may be
deferred  at the  Company's  option,  until the first day of the next  Agreement
Year, or, if this Agreement shall have terminated,  upon the termination of this
Agreement.  In the event that the Company's  Board of Directors  determines that
the Company's  financial  condition  makes it infeasible to pay these Bonuses in
cash, they will be paid in unregistered  shares of the Company's Common Stock as
specified in Section 3.01 of this Agreement.

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          3.03  Stock  Options.  Executive  shall be  granted  stock  options to
purchase 150,000 shares of the Company's Common Stock.  Such stock options shall
be either  incentive  stock  options  or  non-qualified  stock  options  for the
purposes of the  Internal  Revenue  Code of 1986,  as amended,  at the option of
Executive.  The exercise  price of such stock  options  shall be the Fair Market
Value of the Company's  Common Stock on the date of this  Agreement  unless such
stock  options  shall be incentive  stock  options,  in which event the exercise
price  shall be 110% of such Fair  Market  Value.  Such stock  options  shall be
exercisable  to the extent of one-third on the first  anniversary of the date of
the  grant  and  an  additional   one-third  on  each  of  the   succeeding  two
anniversaries  of date of grant  provided  Executive  remains an employee of the
Company as of such date and shall  terminate  on the tenth  anniversary  of such
grant unless such stock options shall be incentive stock options, in which event
the termination date shall be the fifth anniversary of the date of grant or such
earlier date as may be required by law. The stock  options shall be evidenced by
an agreement substantially in the form of Exhibit A (incentive stock options) or
Exhibit B (nonqualified  stock options) attached hereto.  The Company shall take
all steps as shall be necessary to effectuate the foregoing  including,  without
limitation,  proposing  a new stock  option plan for  approval by the  Company's
stockholders and reserving a sufficient number of authorized but unissued shares
to permit the purchase of the shares pursuant to the stock options to be granted
to Executive.

          3.04 Fair Market Value. For the purpose of any computation  under this
Agreement,  the Fair  Market  Value per share of Common  Stock at any time shall
mean: (a) If the principal market for the Common Stock is a national  securities
exchange,  the Nasdaq National Market or the Nasdaq SmallCap Market, the closing
sales  price of the Common  Stock on such day as  reported  by such  exchange or
market,  or on a consolidated  tape reflecting  transactions on such exchange or
market; or

          (b) If the  principal  market for the  Common  Stock is not a national
securities  exchange,  the Nasdaq National Market or the Nasdaq SmallCap Market,
the closing  mean  between the highest bid and lowest asked price for the Common
Stock on the date in  question,  as reported by the National  Quotation  Bureau,
Inc. ("NQB") or at least two market makers in the Common Stock if quotations are
not available from NQB but are available from market makers; or

          (c) If the Fair Market Value can not be determined in accordance  with
subsections  (a) or (b),  Fair Market Value shall be determined by the Company's
Board  of  Directors,  whose  decision  shall be final  and  binding,  provided,
however, that Executive shall not participate in such determination.

          3.05  Expenses.  The Company shall pay or reimburse  Executive for all
reasonable   business   expenses   (including   automobile,    hotel,   business
entertainment and other travel (other than commuting)  expenses) incurred in the
performance of Executive's duties,  upon submission of appropriate  vouchers and
other supporting data.

          3.06 Benefits.  Executive  shall be entitled to (i) participate in all
general pension,  profit-sharing,  life, medical, disability and other insurance
and executive benefit plans at any time in effect for executives of the Company,
and (ii) twenty (20) days paid vacation  during each  Agreement Year at mutually
agreeable times.


<PAGE>

    4. TERMINATION; DISABILITY; DEATH.

          4.01  Termination.  The Company  shall have the right to terminate the
employment  of  Executive  hereunder  at any time for any  reason  upon  written
notice.  If termination is "for cause",  such cause shall include and be limited
exclusively  to the  occurrence  of any of the  following  acts or  events by or
relating to Executive:  (i) any material  breach of any obligations of Executive
under this  Agreement  or the  Company's  Proprietary  Information,  Inventions,
Non-Competition  and  Non-Solicitation  Agreement  executed by the  Executive on
February 28, 1996 (the  "Proprietary  Info Agreement") which remains uncured for
more than  thirty  (30) days after  written  notice  thereof  by the  Company to
Executive;  (ii)  continued,  habitual  intoxication  or  performance  under the
influence of controlled substances during working hours, after the Company shall
have provided  written notice to Executive and given Executive  thirty (30) days
within which to commence  rehabilitation with respect thereto,  and the Employee
shall have failed to commence such  rehabilitation;  (iii) theft or embezzlement
from the  Company  or any other  material  acts of  dishonesty  in the course of
Executive's duties hereunder which  significantly  injures the Company;  or (iv)
conviction  by a court of competent  jurisdiction  of a felony or  conviction in
respect of any dishonest or fraudulent act relating to the Executive's


<PAGE>

duties as an executive officer of the Company or which significantly injures the
Company  or  its   reputation   (other  than   traffic   violations   and  minor
misdemeanors).  In the event that  during the  Employment  Period,  the  Company
discharges  Executive for any reason other than for cause,  death or disability,
Executive  shall be  entitled  to receive a severance  payment  (the  "Severance
Payment")  equal to the  lesser of (a) the  amount  of Base  Salary  payable  to
Executive for the balance of the Employment Period (as if such Employment Period
had not  been  terminated),  payable  semi-monthly  or in  accordance  with  the
Company's  customary  payroll practices for the balance of the Employment Period
or (b) the amount of the Base  Salary  and  Bonuses  earned  during the one year
period  immediately  prior to such  termination.  If Executive is discharged for
death or  disability,  the  Company  shall pay to  Executive  or his  designated
beneficiaries  a payment  ("Death/Disability  Payment")  equal to the amount set
forth in (b) above;  provided  further that any payments to Executive  under any
disability  insurance or plan maintained by the Company shall be applied against
and shall  reduce  the  amount  of the  Death/Disability  Payment.  In the event
Executive  shall have  received a portion of his Base Salary in Common  Stock in
accordance  with Section 3.01, for purposes of the  calculation of the Severance
Payment or  Death/Disability  Payment under clause (b) above,  Executive's  Base
Salary  shall  include  the  amount he would  have  received  in cash had he not
received payment in Common Stock. The Death/Disability  Payment or the Severance
Payment (only if calculated  under clause (b) above) shall be due and payable to
Executive in 12 equal monthly payments over the ensuing one year period.  If the
Company breaches this Agreement,  Executive shall have the option to treat it as
termination  without cause and to receive the Severance  Payment after Executive
shall have given the Company  written  notice thereof and the Company has failed
to cure such breach within thirty (30) days thereafter.

          4.02  Disability.  If  Executive,  by  reason  of  illness,  mental or
physical  incapacity  (as  determined  by a physician  chosen by the Company) or
other  disability,  is unable to perform his regular  duties  hereunder  for any
consecutive   period  of  180  days  or  more  from  its   commencement  or  for
non-consecutive  periods  aggregating 180 days in any  consecutive  twelve-month
period, then, in any such event, the Company may terminate this Agreement at any
time thereafter upon ten days' written notice to Executive.

          4.03 Death. In the event of Executive's  death, the Employment  Period
shall terminate  effective as of the date of death.

<PAGE>

          4.04 No Salary  Continuation For Cause. In the event of termination of
this  Agreement  or the  Employment  Period  "for  cause"  under  Section  4.01,
Executive's  Base  Salary  shall  cease  as of the date of  termination  and the
Company shall pay  Executive  any Bonuses then earned and unpaid,  in accordance
with Section 3.02.

          4.05 Transfer of Assets.  If during the Employment  Period,  a sale of
all or substantially all the assets of the Company occurs, Executive's remaining
unvested stock options granted under Section 3.03 will immediately vest.

     5. MISCELLANEOUS.

          5.01 Notices. All notices under this Agreement shall be in writing and
shall be deemed to have been duly given if personally  delivered or if mailed by
first class registered or certified mail, return receipt requested, addressed to
the Company or to Executive,  as the case may be, at their respective  addresses
set  forth on the  first  page of this  Agreement,  or to such  other  person or
address as may be designated by like notice hereunder.  Any such notice shall be
deemed to have been given on the day delivered,  if personally delivered,  or on
the third day after the date of mailing if mailed in accordance with the above.

          5.02 Parties in  Interest.  This  Agreement  shall be binding upon and
inure to the  benefit  of and be  enforceable  by the  parties  hereto and their
respective  heirs,  legal  representatives,  successors  and, in the case of the
Company,  assigns, but no other person shall acquire or have any rights under or
by virtue  of this  Agreement,  and the  obligations  of  Executive  under  this
Agreement may not be assigned or delegated.

          5.03 Governing Law; Severability.  This Agreement shall be governed by
and  construed  and enforced in  accordance  with the laws and  decisions of the
State of New Jersey  applicable  to contracts  made and to be performed  therein
without  giving effect to the  principles of conflict of laws. The invalidity or
unenforceability  of any other provision of this  Agreement,  or the application
thereof  to any  person or  circumstance,  in any  jurisdiction  shall in no way
impair, affect or prejudice the balance of this Agreement, which shall remain in
full  force  and  effect,  or the  application  thereof  to  other  persons  and
circumstances.

          5.04  Survival.   The  provisions  of  Section  5  shall  survive  the
expiration  or  termination  of this  Agreement  for  any  reason.

          5.05 Entire  Agreement;  Modification;  Waiver;  Interpretation.  This
Agreement,  together with the  Proprietary  Info  Agreement,  contain the entire
agreement  and

<PAGE>

understanding  between the parties with respect to the subject matter hereof and
thereof and supersede all prior  negotiations and oral  understandings,  if any.
Neither this  Agreement  nor any of its  provisions  may be  modified,  amended,
waived,  discharged or terminated, in whole or in part, except in writing signed
by the party to be charged.  No waiver of any such provision or any breach of or
default under this Agreement shall be deemed or shall constitute a waiver of any
other  provision,  breach  or  default.  All  pronouns  and  words  used in this
Agreement  shall be read in the  appropriate  number and gender,  the masculine,
feminine and neuter shall be interpreted  interchangeably and the singular shall
include the plural and vice versa, as the circumstances may require.

     IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the
date first above written.

                                          MEDJET INC.



                                          By /s/ Thomas M. Handschiegel
                                             ----------------------------------
                                             Name:  Thomas M. Handschiegel
                                             Title: Vice President - Finance and
                                                      Human Resources

                                          Executive



                                          By /s/ Eugene I. Gordon
                                             ----------------------------------
                                             Eugene I. Gordon