Exhibit 10.5

                         LONG-TERM EMPLOYMENT AGREEMENT
               CALIFORNIA MOLECULAR ELECTRONICS CORP. (CALMEC(R))

THIS  AGREEMENT,  dated as of September 1, 2001, is made and entered into by and
between California Molecular Electronics Corp., an Arizona Corporation ("CALMEC"
or  the  "Company"),  and  James  J. Marek, Jr. of 1080 Grande View Blvd., #828,
Huntsville,  AL  ("Employee").

WHEREAS  Employee  has  been  employed  by  CALMEC  under a long term employment
agreement  dated September l, 1997 the term of which expired on August 31, 2001,
and

WHEREAS  CALMEC  and  Employee have also entered into other agreements with each
other,  among  which  are  a  stock rights agreement dated June 1, 2000 ("Rights
Agreement"),  and  a  rolling stock option dated May l, 2000 ("Rolling Option"),
and

WHEREAS  CALMEC  and  Employee  desire that a new long term agreement be entered
into  between  Employee  and  CALMEC,

NOW  THEREFORE  EMPLOYEE  AND  CALMEC  AGREE  AS  FOLLOWS:

1.   EMPLOYMENT.  Upon  execution  of this Agreement CALMEC employs Employee and
     Employee  accepts  employment,  subject to and in accordance with the terms
     and  conditions  of  this  Agreement.

2.   TERM  OF  EMPLOYMENT.  Employee's term of employment ("Term of Employment")
     will  begin  on  September  1, 2001 and will continue for five years (until
     August  31,  2006)  unless  sooner  terminated by CALMEC in accordance with
     Section  8  below.

3.   SALARY.  Beginning  on  the  Company's Actual Startup Date, as this term is
     defined  in section 14 below, CALMEC will pay Employee a salary of $132,000
     per  year in the form of regular paychecks that will be issued on a weekly,
     bi-weekly,  semi-monthly,  or  monthly  basis in accordance with the CALMEC
     payroll  procedures  in  effect at that time. Employee's compensation shall
     include  usual  fringe benefits. Prior to the Actual Startup Date, Employee
     will perform his duties for compensation as described in the Rolling Option
     agreement  and  Rights  Agreement.

4.   ADDITIONAL  COMPENSATION.  As  additional  compensation,  upon  the  first
     anniversary of this agreement, Employee will be provided a seven year stock
     option  for  an  additional  400,000  shares  of  CALMEC Common Stock at an
     exercise  price  of $6.00 per share (which the Board of Directors of CALMEC
     has  determined  is  100% of the current fair market value of the Company's
     common  stock),  vesting at 100,000 shares per year thereafter of completed
     employment.

5.   OFFICE  EXPENSE.  Both  parties  recognize that Employee maintains a CALMEC
     office  at his home in Huntsville, Alabama. To cover the real out of pocket
     expense  Employee  incurs  for  this office, Company agrees to pay Employee
     $200.00  per  month  for  this  expense,  so  long  as  this office must be
     maintained.

6.   EMPLOYEE'S  TITLE AND DUTIES. Employee shall hold the position of President
     and  CEO,  reporting  to  the  CALMEC  Board  of  Directors,  and  with
     responsibility  for  the development and operation of CALMEC and to perform
     other  such duties as the Board may assign. EMPLOYEE TO DEVOTE FULL TIME TO
     CALMEC'S BUSINESS. Employee will devote full time attention and energies to
     the  business  of  CALMEC  during  his  employment.


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JAMES J. MAREK, JR. LONG TERM EMPLOYMENT AGREEMENT, 9/1/01                PAGE 2


7.   EMPLOYEE'S  LONG-TERM  ILLNESS  OR  INCAPACITY.  If  Employee  is unable to
     perform  his  obligations  under  this  Agreement  because  of  illness  or
     incapacity  for  a  period of more than nine months in any year, CALMEC may
     terminate  this  Agreement.

8.   TERMINATION  OF  EMPLOYMENT. CALMEC may terminate this Agreement at anytime
     upon  ten  days'  written  notice to Employee. If CALMEC requests, Employee
     will  continue  to  perform his duties and be paid his regular salary up to
     the  date  of  termination.  If  after  Actual  Startup  Date  Employee  is
     terminated,  CALMEC  will  pay  Employee  on the date of termination a nine
     month's  severance  or  the  balance  of  his  five  year salary under this
     agreement,  whichever is greater. It is understood by both parties that all
     payments contemplated hereunder are less taxes and social security required
     to  be  withheld.

9.   EMPLOYEE'S  DEATH.  If  Employee  dies  during  the term of his employment,
     CALMEC will pay to Employee's estate any compensation due him up to the end
     of  the  month  in  which  Employee  dies.

10.  ASSIGNMENT.  This  Agreement  shall  not  be assignable except upon written
     consent  of  all  parties  hereto.

11.  GOVERNING  LAW.  This  Agreement  shall  be  governed  by  and construed in
     accordance  with  the  laws  of The State of Arizona, and disputes, if any,
     arising  out  of  this  Agreement shall be resolved by the federal or state
     courts  of  Arizona,  with  venue of such proceedings lying in Pima County,
     Arizona.

12.  ENTIRE  AGREEMENT.  This  instrument  is  the  entire  employment agreement
     between  Company  and Employee. Oral changes will have no effect. It may be
     altered  only  by  a  written  agreement.

13.  WAIVER. A waiver of any breach of any provision of this Agreement shall not
     be  construed as a continuing waiver of other breaches of the same or other
     provisions  of  this  Agreement.

14.  ACTUAL  STARTUP  DATE.  The  Actual  Startup  Date  shall  be that date, as
     determined  by  the  Board  of  Directors,  that CALMEC shall have attained
     capital  sufficient  for  its  operations.

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


CALMEC:                                     Employee:

By:  /s/  Jon N. Leonard                    By:  /s/  James J. Marek, Jr.
   -----------------------------               --------------------------------
   Jon N. Leonard, Chairman                    James  J.  Marek,  Jr.


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