<PAGE>

                                                                   EXHIBIT 10.11

                              [AENEID LETTERHEAD]


                               October 18, 1999


Douglas S. Bennett
12472 Anchorage Way
Fishers, IN 46038


          Re:  Amended Terms of Employment


Dear Mr. Bennett:

     The following describes, and will govern exclusively, the terms and
conditions of your employment with Aeneid Corporation and amends and replaces in
its entirety the terms and provisions outlined in the previous letter from the
Company regarding the terms of your employment:

Title               President and CEO, Member of the Board of Directors

Start Date          October 18, 1999 with the understanding that the first day
                    at the Aeneid office in San Francisco will be October
                    25/th/, 1999.

Reports To          Board of Directors

Base Salary         $275,000 per year through December 31/st/, 2000.

Bonus               Target at no less than $125,000 per year. Pro-rata guarantee
                    for the balance of 1999 at the rate of $2,403.00 per week.

Signing Bonus       You will be paid a sign-on bonus of $97,500. This bonus will
                    be paid within five (5) days after your first official day
                    of employment with the Company.

Equity              You will be granted a right to purchase 1,765,051 shares of
                    common stock (the "Shares") at a purchase price of $.80 per
                    share pursuant to the terms of the Company's 1999 Stock
                    Plan. (The Company, as of the closing of its Series C
                    financing, has approximately 25,000,000 shares outstanding
                    on a fully diluted basis, including shares that have been
                    reserved but not issued under the Company's stock plans.
                    This grant equates to approximately 7% of the Company's
                    outstanding shares on a fully diluted basis.) You must
                    accept this offer of stock purchase rights within thirty
                    (30) days from the date hereof by execution of a restricted
                    stock purchase
<PAGE>

                    agreement. The Company will accept a full recourse note from
                    you, bearing interest at the applicable federal rate,
                    compounded annually, and payable five (5) years from
                    execution, for the purchase of the Shares.

Repurchase Right    Purchased Shares will be subject to repurchase by the
                    Company at the original purchase price. Such repurchase
                    right will lapse at the rate of 1/48/th/ per month, subject
                    to the provisions below.

                         a.   Termination for Cause:  If your service is
                              ---------------------
                              terminated for "cause" (as defined below) the
                              company will have the right to repurchase at the
                              original purchase price all shares then covered by
                              the repurchase right.

                         b.   Without Cause or Constructive Termination, Death
                              ------------------------------------------------
                              and Disability:  The Company will not have a
                              --------------
                              repurchase right with respect to the Shares in the
                              event your employment is terminated without cause
                              or by constructive termination, death or
                              disability.

                         c.   Voluntary Resignation:  As of the effective date
                              ---------------------
                              of your resignation, the Company will have the
                              right to repurchase at the original purchase price
                              all shares then subject to the Company's
                              repurchase rights.

Termination         If your employment is terminated by the Company, for any
                    reason other than for "cause" as described below, or in the
                    event of "constructive termination", death or disability,
                    you will be entitled to receive your base salary for a
                    period of one year ("Severance Period"). Additionally, you
                    will have the option to enter into a consulting agreement
                    with the Company for a period of one year. This consulting
                    agreement will provide minimum payments equal to 50% of your
                    then current target bonus for a minimum of 32 hours of
                    service per month. As an example, if your target bonus is
                    $130,000 per year, the Company will offer you a consulting
                    agreement for one year totaling $65,000 for 32 hours of
                    service per month. Sums shall be paid monthly in advance.
                    Additional hours requested by the Company and accepted by
                    you, will be paid at the rate of $125.00 per hour. Such
                    additional hours shall be paid within 10 days of receipt of
                    an invoice from you after the close of each month. If you
                    are terminated for cause you will not be entitled to any
                    additional payments, salary, bonus or benefits, nor will the
                    Company be obligated to offer you any consulting agreement.
                    For purposes of this Agreement, "constructive termination"
                    means diminution of duties, title, reporting relationship,
                    location change, pay reduction or any other involuntary
                    change in the material terms or conditions of your
                    employment. For purposes of this Agreement, "cause" means a
                    good faith determination by a majority of the Board of
                    Directors that you have: (a) engaged in acts in violation of
                    the
<PAGE>

                    law; (b) breached your fiduciary duty to the Company or
                    duties of loyalty or care to the Company; or (c)
                    intentionally and persistently disobeyed the good faith,
                    lawful, substantive policies or instructions of the Board of
                    Directors after being given thirty days written notice and
                    failing to cure such circumstances during such period, or if
                    such circumstances are not susceptible of cure during such
                    thirty day period, failing to initiate and diligently pursue
                    actions reasonably calculated to achieve and cure such
                    circumstances as soon as reasonably practicable thereafter.

Change of
Control             For a period of twelve months following a Change of Control
                    (as defined in the Company's 1999 Stock Plan), if your
                    employment is terminated or your responsibilities are
                    materially diminished by the Company or its successor for
                    any reason other than for "cause", on and as of the
                    effective date of such transaction, (a) any and all Shares
                    which are then subject to the Company's repurchase option
                    shall be released from such repurchase option and (b) you
                    will be entitled to receive a severance benefit equal to
                    twelve months of your base salary and target bonus in affect
                    at that time (such payment shall be payable in one payment
                    in full). Under such circumstances, any remaining principal
                    balance and accrued interest on the $500,000 forgivable
                    portion of the $700,000 promissory note described below will
                    be fully forgiven.

Temporary Housing   The Company will provide you with temporary housing in the
                    San Francisco area while you are in the process of your
                    relocation. Accordingly, the Company will reimburse expenses
                    incurred by you for such housing and living expenses up to a
                    maximum of $3,000 per month. It is anticipated that this
                    assistance will be required for not greater than 9 months
                    from your start date with the Company. To assist you with
                    travel back to your home, the Company will agree to provide
                    you with round trip travel from San Francisco to
                    Indianapolis every other weekend and to reimburse you for
                    all reasonable expenses related to this travel. In order to
                    control the expense of this travel, reservations should be
                    made 10 days in advance and be coach or economy class. You
                    may use any tickets for transportation of your family
                    members to San Francisco for visitation and or house
                    hunting.

Relocation
Assistance          You will be reimbursed for all reasonable expenses
                    associated with your relocation to the San Francisco area
                    including (a) all reasonable real estate selling fees and
                    closing costs of your current home, (b) all reasonable
                    financing fees and closing costs associated with your new
                    home, (c) expenses related to the moving of your household
                    goods from Indianapolis to your permanent home in the San
                    Francisco area. Additionally, the Company will provide your
                    family with up to four (4) round trips to the San Francisco
                    area for the purposes of visitation and location of a

<PAGE>

                    permanent residence. Such airfare reservations should be
                    made 10 days in advance and be coach or economy class.

Relocation
Home Loan           To assist you with your relocation, the Company will agree
                    to loan you $700,000 toward the purchase of your new primary
                    residence in the San Francisco area. The terms and
                    conditions of this loan are as follows:

                         a.  Amount of loan: $700,000.

                         b.  Term of loan: 5 years.

                         c.  Interest rate at the applicable federal rate,
                             compounded annually.

                         d.  Security shall be a perfected second trust deed in
                             the full amount on the related property and any
                             Company stock held by you.

                         e.  $500,000 of the loan and accrued interest will be
                             subject to forgiveness at the rate of 1/5 per year,
                             with the first 1/5 forgiven on and as of January 1,
                             2001 and each year thereafter (subject to items f
                             and g below).

                         f.  If your employment is terminated for cause, the
                             outstanding principal amount of the loan plus
                             accrued interest will be due within four months of
                             your termination.

                         g.  Should your employment be terminated for any reason
                             other than cause, you shall repay any remaining
                             principal balance of the loan plus the accrued
                             interest within two years from the effective date
                             of your termination. The effective date of your
                             termination, except in the event of termination for
                             cause and voluntary resignation, shall be defined
                             as the last date of your Severance Period.

                         h.  You may elect to make payments on the unforgivable
                             portion of the loan at any time over the term.

Entire
Understanding       This letter agreement embodies and constitutes our entire
                    understanding concerning the terms and conditions of your
                    employment with the Company and supercedes any and all prior
                    agreements, oral or written. This agreement may only be
                    modified or amended by a written instrument executed by both
                    you and the Company.
<PAGE>

     Please acknowledge your acceptance of, and agreement to, these terms
and conditions by executing the signature line below and returning an executed
copy to me.

                                             Sincerely,

                                             AENID CORPORATION



                                             /s/ Mark Elder
                                             -------------------------------
                                                  Mark Elder     , Name
                                             --------------------
                                                  Treasurer      , Title
                                             --------------------


Acknowledged, agreed to and accepted:


 /s/ Douglas S. Bennett
-----------------------------
Douglas S. Bennett