Exhibit 10.1   Agreement between Michael Floridino and Company
               Dated May 20, 1999


                            AGREEMENT

     AGREEMENT, entered into on the 20th of May, 1999 between
Michael Floridino, (hereinafter "Michael Floridino") residing in
Winter Haven, Florida and Floridino's International Holdings
Inc., (hereinafter "the Company"), incorporated under the laws of
the State of Florida.

     WHEREAS, the Company requires equity and capital for its
continued operation and;

     WHEREAS, Michael Floridino has agreed to provide equity and
capital to the Company for the repayment of debt owned by the
Company.

     IT IS HEREBY AGREED, by the respective parties as follows:

     1.  Michael Floridino shall, upon the execution of this
Agreement, immediately list for sale the properties set forth on
the attached Schedule A and transfer the equity obtained from the
sale of such properties to the Company after reasonable sales
costs and the satisfaction of any encumbrances or liens.

     2.  In consideration of the foregoing, upon the transfer to
the Company of the equity proceeds obtained from the sale of the
properties, the Company shall issue to Michael Floridino an
amount of convertible preferred stock of Floridino International
Holdings Inc., $.001 par value, which are convertible into common
shares of stock of the Company.  The amount of convertible
preferred stock to be issued to Michael Floridino shall be equal
to the net equity proceeds obtained from the sale of the
properties listed on Schedule A and calculated at $5.00 per
share.

     3.  It is agreed to issue 50,000 shares of restricted
preferred stock to Michael Floridino.  One year from today's date
10,000 shares can be converted thereafter every six months 10,000
shares can be converted.

     4.  The parties represent that they have entered into this
Agreement on their own accord and that this Agreement sets forth
the entire understanding between the parties hereto.  This
Agreement may not be amended except by written agreement signed
by all the parties hereto.  The Agreement shall be binding upon
the heirs, successors and assigns of the parties hereto.



                                   ______________________________
   ______________________________
                                   MICHAEL FLORIDINO
   FLORIDINO'S INTERNATIONAL
                                   HOLDINGS INC.
                                   By:
<PAGE>
                            SCHEDULE A


     1.   Apartment united A-E, located at 1810 3rd Street, S.E.,
     Winter Haven, Florida 33880
     Approximate Value: $130,000.00
     Liens:    Colonial Bank - First Mortgagee    ($55,606.95)
               Jacqueline Williams
                           - Private Mortgagee    ($75,000.00)
               Michael Nolen, Jr. - Private Note  ($ 6,000.00)

     2.   Restaurant - 300 Cypress Gardens Blvd,
     Winter Haven, Florida 33880
     Approximate Value: $375,000.00
     Liens:    Wilma Jones - Private Mortgagee    ($138,664.00)
               Colonial Bank - First Mortgagee    ($  7,000.00)
               1st Union Bank - Second Mortgagee  ($ 43,000.00)

     3.   Building on office located at 3560 Cypress Gardens
     Road, Winter Haven, Florida 33884
     Liens: Colonial Bank - First Mortgagee       ($ 58,822.06)
            Honkamp Krueger & Co.                 ($ 67,229.00)