EXECUTIVE EMPLOYMENT AGREEMENT
                       ------------------------------

    This Executive Employment Agreement (the "Agreement"), by and
among Greenhold Group, Inc, a Florida corporation (the "Company" or
"Greenhold  ") and JOHN D. HARRIS ("Employee"), is hereby entered into
as of this 15thst day of October, 2001, and shall be retroactively
effective as of January 1,2001 (the "Effective Date").

    In consideration of the mutual promises, terms, covenants and
conditions set forth herein and the performance of each, and for other
good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the parties, intending to be legally bound,
hereby agree as follows:

1.	EMPLOYMENT AND DUTIES.

       (a)     Subject to the terms and conditions of this Agreement, the
               Company hereby employs Employee as Chief Executive Officer
               of the Company.  As such, Employee shall have
               responsibilities, duties and authority reasonably accorded
               to and expected of such position and will report directly
               to the Board of Directors of the Company (the "Board").
               Employee shall faithfully adhere to, execute and fulfill
               all policies established by the Company.

2.	TERM.

        The Company employs the Employee for a period commencing on the
        Effective Date and ending on December 31 2011 (the "Term"),
        subject to termination prior to such date pursuant to Section 6
        hereof.  Sixty days prior to the end of the Term (or any renewal
        term), either the Company or the Employee may give notice to the
        other of its determination not to renew this Agreement.  If a
        notice of non-renewal is not delivered, this Agreement will
        automatically continue in effect for successive one (1) year
        renewal terms subject to termination prior to such date pursuant
        to Section 6 hereof.  If any party gives such notice of non-
        renewal, then the Employee's employment will terminate at the end
        of such term (or on such other date as the parties mutually
        agree).

3.	COMPENSATION.

        For all services rendered by Employee, the Company shall
        compensate Employee as follows:

	(a)	BASE SALARY.

                The base salary payable hereunder to Employee shall equal
                $150,000.00 per year, payable on a regular basis in
                accordance with the Company's standard payroll procedures

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                but not less than monthly. On at least an annual basis, the
                Board will review Employee's performance and may make
                increases to such base salary if, in its discretion, any
                such increase is warranted.  Such recommended increase
                would require approval by the Board or a duly constituted
                committee thereof.

	(c)	EXECUTIVE PERQUISITES, BENEFITS, AND OTHER COMPENSATION.

                Employee shall be entitled to receive additional benefits
                and compensation from the Company in such form and to such
                extent as specified below:

                (i)     Reimbursement for all business travel and other out-
                        of-pocket expenses reasonably incurred by Employee in
                        the performance of Employee's services pursuant to
                        this Agreement.  Employee shall appropriately document
                        all reimbursable expenses in reasonable detail upon
                        submission of any request for reimbursement, and in a
                        format and manner consistent with the Company's
                        expense reporting policy.

                (ii)    The Company shall provide Employee with other
                        executive perquisites as may be available to or deemed
                        appropriate for Employee by the Board and
                        participation in all other Company-wide employee
                        benefits as available from time to time.  Employee
                        shall be entitled to three weeks of vacation per year.

                (iii)   The Company shall provide the employee with a leased
                        automobile of the employee's choice which cost of
                        lease shall not exceed $1500 per month. And, the
                        Company shall pay full costs of maintenance and
                        insurance.

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4.	NON-COMPETITION AND NON-SOLICITATION.

        (a)	The Employee acknowledges that during the course of the
                Employee's employment the Employee will receive
                confidential and proprietary information from and
                concerning the Company.  The Employee also acknowledges
                that the Company will make substantial investments in the
                development of the Company's goodwill and in the Employee's
                professional development.  The capital expended to develop
                this goodwill directly benefits the Employee and should
                continue to do so in the event that the relationship
                between the Company and the Employee is terminated.
                Likewise, other capital investments made or to be made by
                the Company to assist in the Employee's professional
                development (including but not limited to those items
                listed below) has conferred and will confer a direct
                economic benefit on the Employee.  During the course of the
                Employee's tenure with the Company, the Employee will have
                received the following economic benefits as a result of
                capital expenditures by the Company:

                (1)     Marketing support enabling the Employee to expand the
                        Employee's own professional development and to become
                        known by additional industry personnel.

                (2)     The development and implementation of information
                        systems and reporting formats, unique to the
                        telecommunications business to make the provision of
                        telecommunications services more efficient, and to
                        maximize the time available to the Employee for the
                        expansion of the Company's business (as opposed to
                        attending to administrative functions).

		(3)	Financial support to facilitate business growth.

                (4)     Participation in proprietary strategic planning
                        sessions, which focus on professional and business
                        growth opportunities.

                (5)     Cross-selling, synergy and business expansion
                        opportunities from being part of the Company.
                        The Employee agrees that the Company is entitled to
                        protect these business interests and investments and
                        to prevent the Employee from using or taking advantage
                        of the foregoing economic benefits to the Company's
                        detriment.

        (b)     Employee agrees that, except for services and duties
                performed for or on behalf of the Company pursuant to this
                Agreement, Employee will not, during the period of
                Employee's employment with the Company, and for a period of
                one (1) year immediately following the termination of
                Employee's employment under this Agreement, for any reason
                whatsoever, directly or indirectly, for himself or on
                behalf of or in conjunction with any other person, persons,
                company, partnership, corporation or business of whatever
                nature:

                (i)     engage, as an officer, director, shareholder, owner,
                        partner, joint venturer or in a managerial capacity,

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                        whether as an employee, independent contractor,
                        consultant or advisor or as a sales representative, in
                        any telecommunications or marketing service business
                        in direct competition with the Company or any
                        subsidiary of either the Company, anywhere in the
                        world. (the "Territory");

                (ii)    solicit any person who is, at that time, or who has
                        been within one (1) year prior to that time, an
                        employee of the Company  (including the respective
                        subsidiaries thereof) for the purpose or with the
                        intent of enticing such employee away from or out of
                        the employ of the Company  (including the respective
                        subsidiaries thereof);

                (iii)   solicit any person or entity which is, at that time,
                        or which has been within one (1) year prior to that
                        time, a customer, Member, Sponsor, or supplier of the
                        Company  (including the respective subsidiaries
                        thereof) for the purpose of soliciting or selling
                        products or services in direct competition with the
                        Company or any subsidiary of the Company within the
                        Territory; or

                (iv)    solicit any prospective acquisition candidate, on
                        Employee's own behalf or on behalf of any competitor
                        or potential competitor, which candidate was, to
                        Employee's knowledge, either called upon by the
                        Company  (including the respective subsidiaries
                        thereof) or for which the Company made an acquisition
                        analysis, for the purpose of acquiring such entity.
                        Notwithstanding the above, the foregoing covenant
                        shall not be deemed to prohibit Employee from
                        acquiring as an investment not more than two percent
                        (2%) of the capital stock of a competing business,
                        whose stock is traded on a national securities
                        exchange or over-the-counter.

        (c)     In recognition of the substantial nature of such potential
                damages and the difficulty of measuring economic losses to
                the Company as a result of a breach of the foregoing
                covenants, and because of the immediate and irreparable
                damage that could be caused to the Company for which they
                would have no other adequate remedy, Employee agrees that
                in the event of breach by Employee of the foregoing
                covenant, the Company shall be entitled to specific
                performance of this provision and co-injunctive and other
                equitable relief, and that Employee will be responsible for
                the payment of court costs and reasonable attorneys' fees
                incurred by the Company in seeking enforcement of the
                covenants set forth in this paragraph 4.

        (d)     It is agreed by the parties that the foregoing covenants in
                this paragraph 4 impose a reasonable restraint on Employee
                in light of the activities and business of the Company on
                the date of the execution of this Agreement and the current
                plans of the Company; but it is also the intent of the
                Company and Employee that such covenants be construed and
                enforced in accordance with the changing activities,
                business and locations of the throughout the term of this
                Agreement, whether before or after the date of termination
                of the employment of Employee.  For example, if, during the
                term of this Agreement, the Company engages in new and

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                different activities or enters a new business in addition
                to or other than the activities or business enumerated
                under the Recitals above, then Employee will be precluded
                from soliciting the customers or employees of such new
                activities or business and from directly competing with
                such new business.

        (e)     The covenants in this paragraph 4 are severable and
                separate, and the unenforceability of any specific covenant
                shall not affect the provisions of any other covenant.
                Moreover, in the event any court of competent jurisdiction
                shall determine that the scope, time or territorial
                restrictions set forth are unreasonable, then it is the
                intention of the parties that such restrictions be enforced
                to the fullest extent which the court deems reasonable, and
                the Agreement shall be reformed in accordance therewith.

        (f)     The Company of such covenants shall construe all of the
                covenants in this paragraph 4 as an agreement independent
                of any other provision in this Agreement, and the existence
                of any claim or cause of action of Employee against the
                Company, whether predicated on this Agreement or otherwise,
                shall not constitute a defense to the enforcement.
                Further, this paragraph 4 shall survive the termination of
                this Agreement and the termination of Employee's employment
                with the Company.  It is specifically agreed that the
                period of six (6) months following termination of
                employment stated at the beginning of this paragraph 4,
                during which the agreements and covenants of Employee made
                in this paragraph 4 shall be effective, shall be computed
                by excluding from such computation any time during which
                Employee is in violation of any provision of this paragraph
                4.

5.	PLACE OF PERFORMANCE.

        (a)     Employee understands that he may be requested by the Board
                to relocate temporarily or, on a permanent basis, from
                Employee's present residence to another geographic location
                in order to more efficiently carry out Employee's duties
                and responsibilities under this Agreement or as part of a
                promotion or other increase in duties and responsibilities.
                Employee expressly agrees to temporarily relocate for a
                period not to exceed six months if the Board makes such
                request.  In the event the Board requests the Employee
                permanently relocate, if Employee agrees to relocate, the
                Company will pay reasonable relocation costs to move
                Employee, Employee's immediate family and their personal
                property and effects, so that Employee shall not personally
                bear any out-of-pocket cost as a result of the relocation,
                with an understanding that Employee will use Employee's
                best efforts to incur only those costs which are reasonable
                and necessary to effect a smooth, efficient, and orderly
                relocation with minimal disruption to the business of the
                Company and the personal life of Employee and Employee's
                family.

        (b)     Notwithstanding the above, if Employee is requested to
                permanently relocate and Employee refuses, such refusal
                shall not constitute "cause" for termination of this
                Agreement under the terms of paragraph 6(c).

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6.      TERMINATION; RIGHTS ON TERMINATION.

        This Agreement and Employee's employment may be terminated in any
        one of the following ways:

        (a)     DEATH.

                The death of Employee shall immediately terminate this
                Agreement with  compensation due to Employee's estate,
                heirs or other descendants or representatives of six months
                salary and awarding the outstanding options to the
                Employee's estate.

        (b)     DISABILITY.

                If, as a result of incapacity due to physical or mental
                illness or injury, Employee shall have been absent from
                Employee's full-time duties hereunder for twelve (12)
                consecutive months, then thirty (30) days after receiving
                written notice (which notice may occur before or after the
                end of such twelve (12) month period, but which shall not
                be effective earlier than the last day of such twelve (12)
                month period), the Company may terminate Employee's
                employment hereunder provided Employee is unable to resume
                Employee's full-time duties at the conclusion of such
                notice period.  Also, Employee may terminate Employee's
                employment hereunder if his health should become impaired
                to an extent that makes the continued performance of
                Employee's duties hereunder hazardous to Employee's
                physical or mental health or life, provided that Employee
                shall have furnished the Company with a written statement
                from a qualified doctor to such effect and provided,
                further, that, at the Company's request made within thirty
                (30) days of the date of such written statement, Employee
                shall submit to an examination by a doctor selected by the
                Company who is reasonably acceptable to Employee or
                Employee's doctor and such doctor shall have concurred in
                the conclusion of Employee's doctor.  In the event this
                Agreement is terminated as a result of Employee's
                disability, Employee shall receive from the Company
                Employee's base salary at the rate then in effect, payable
                at the Company's regular and customary intervals for the
                payment of salaries as then in effect, less any amounts
                Employee might receive under the Company's disability
                insurance policy, if any, for whatever time period is
                remaining under the Term or for twelve (12) months,
                whichever amount is the greater.

        (c)     CAUSE.

                The Company may, in its sole and absolute discretion,
                terminate the employment of Employee hereunder immediately
                upon after delivery of written notice to Employee, or at
                such later time as the Company may specify in such notice,
                for "Cause." As used in this Agreement "Cause" includes,
                but is not limited to, the following: (1) Employee's
                willful and material breach of this Agreement; (2)
                Employee's gross negligence in the performance, or
                intentional nonperformance, (continuing for sixty (60) days
                after receipt of written notice of need to cure) of any of

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                Employee's material duties and responsibilities hereunder;
                (3) Employee's willful dishonesty, fraud, or misconduct,
                only with respect to the business of the Company, which
                affects the operations, property or reputation of the
                Company; (4) chronic or illegal drug abuse by Employee; (5)
                Employee's willful injury to any independent contractor,
                employee or agent of the Company, or to any other person in
                the course of Employee's performance of services for the
                Company; (6) If a guardian or conservator for the Employee
                is appointed by a court of competent jurisdiction;

                The Company shall be limited to termination as a remedy for
                any damaging, injurious, improper or illegal act by the
                Employee, and may not also seek damages, injunction, or
                such other remedy. If the Employee's employment is
                terminated for Cause, the Employee agrees to vacate the
                Company's offices on or before the effective date of the
                termination and to return and deliver to the Company at
                such time all Company property.  In the event of a
                termination for Cause, as enumerated above, Employee shall
                have no right to any severance compensation.

        (d)     WITHOUT CAUSE.

                At any time after the commencement of employment, provided
                the Company does not have Cause to terminate Employee
                pursuant to (c) above, Employee may, without cause,
                terminate this Agreement and Employee's employment,
                effective fourteen (14) days after written notice is
                provided to the Company.


        (e)     Upon termination of this Agreement for any reason provided
                above, Employee shall be entitled to receive all
                compensation earned and all benefits and reimbursements due
                through the effective date of termination.  Additional
                compensation subsequent to termination, if any, will be due
                and payable to Employee only to the extent and in the
                manner expressly provided above.  All other rights and
                obligations of the Company and Employee under this
                Agreement shall cease as of the effective date of
                termination, except that the Company's obligations under
                paragraph 3 (a)(b), C (iii), 6 (a) hereof and Employee's
                obligations under paragraphs 4, 7, 8 and 10 hereof shall
                survive such termination in accordance with their terms.
                Further, unless Employee and the Company otherwise agree in
                writing, upon termination of this Agreement for any reason,
                Employee will not  immediately resign from all director,
                officer or other positions held with the Company.

        (f)     If termination of Employee's employment arises out of the
                Company's failure to pay Employee the amounts to which he
                is entitled under this Agreement or as a result of any
                other material breach of this Agreement by the Company, as
                determined pursuant to the provisions of paragraph 15
                below, the Company shall pay all amounts and damages to
                which Employee may be entitled as a result of such breach,
                including interest thereon and all reasonable legal fees
                and expenses and other costs incurred by Employee to
                enforce Employee's rights hereunder.  Further, none of the
                provisions of paragraph 4 hereof shall apply in the event

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                the Company terminates this Agreement as a result of a
                material breach.

7.	COMPANY PROPERTY; INVENTIONS.

        (a)     All records, designs, patents, business plans, financial
                statements, manuals, memoranda, lists, and other property
                delivered to or compiled by Employee by or on behalf of the
                Company, or their representatives, vendors, or customers
                which pertain to the business of the Company shall be and
                remain the property of the Company, as the case may be, and
                be subject at all times to their discretion and control.
                Likewise, all correspondence, reports, records, charts,
                advertising materials, and other similar data pertaining to
                the business, activities, or future plans of the Company,
                which is collected by Employee shall be delivered promptly
                to the Company without request by it upon termination of
                Employee's employment.

        (b)     Employee shall disclose promptly to the Company any and all
                significant conceptions and ideas for inventions,
                improvements, and valuable discoveries, whether patentable
                or not, which are conceived or made by Employee, solely or
                jointly with another, during the period of employment, and
                which are directly related to the business or activities of
                the Company and which Employee conceives as a result of
                Employee's employment by the Company.  Employee hereby
                assigns and agrees to assign all of Employee's interests
                therein to the Company or its nominee.  Whenever requested
                to do so by the Company, Employee shall execute any and all
                applications, assignments, or other instruments that the
                Company shall deem necessary to apply for and obtain
                Letters Patent of the United States or any foreign country
                or to otherwise protect the Company's interest therein.

8.      CONFIDENTIALITY AND PROPRIETARY INFORMATION.

        (a)     Acknowledgement.

                The Employee acknowledges and agrees that in the course of
                rendering services to the Company and its customers, the
                Employee will have access to and will become acquainted
                with confidential and proprietary information about the
                professional, business and financial activities of the
                Company, its affiliates and its vendors, suppliers and
                customers, and that the Employee may have contributed to or
                may in the future contribute to such information.  The
                Employee further recognizes that the Employee is being
                employed as a key employee, that the Company is engaged in
                a highly competitive business, and that the success of the
                Company in the marketplace and business depends upon its
                goodwill and reputation for integrity, quality and
                dependability.  The Employee recognizes that in order to
                guard the legitimate interests of the Company it is
                necessary for the Company to protect all such confidential
                and proprietary information, goodwill and reputation.

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        (b)     Proprietary Information.

                In the course of the Employee's service to the Company, the
                Employee may have access to confidential know-how, business
                documents or information, marketing data, client lists and
                trade secrets that are confidential.  Such information
                shall hereinafter be called "Proprietary Information" and
                shall include any and all items enumerated in the preceding
                sentence which come within the scope of the business
                activities of the Company as to which the Employee has had
                or may have access, whether previously existing, now
                existing or arising hereafter, whether or not conceived or
                developed by others or by the Employee alone or with others
                during the period of his service to the Company, and
                whether or not conceived or developed during regular
                working hours. "Proprietary Information" shall not include
                any information, which is in the public domain during the
                period of service by the Employee or becomes public
                thereafter, provided such information is not in the public
                domain as a consequence of disclosure by the Employee in
                violation of this Agreement.

		Fiduciary Obligations.

                The Employee agrees and acknowledges that the Proprietary
                Information is of critical importance to the Company and a
                violation of this Section 8 will seriously and irreparably
                impair and damage the Company's business.  The Employee
                therefore agrees, while he is an employee of the Company
                and at all times thereafter, to keep all Proprietary
                Information strictly confidential.

        (c)     Non-Disclosure.

                Except as required by law or order of any court or
                governmental entity or in connection with the proper
                performance of his duties hereunder, the Employee shall not
                disclose, directly or indirectly (except as required by
                law), any Proprietary Information to any person other than
                (a) the Company, (b) persons who are authorized employees
                of the Company at the time of such disclosure, (c) such
                other persons, including prospective investors or lenders,
                to whom the Employee has been instructed to make disclosure
                by the Company's 's Board of Directors, or (d) the
                Employee's counsel, so long as such counsel agrees to keep
                all Proprietary Information confidential (in the case of
                clauses (b) and (c), only to the extent required in the
                course of the Employee's service to the Company).  Upon any
                termination of the Employee's employment hereunder, the
                Employee shall deliver to the Company all notes, letters,
                documents, tapes, discs, recorded data and records which
                may contain Proprietary Information which are then in the
                Employee's possession or control and shall not retain, use,
                or make any copies, summaries or extracts thereof.


	(d)	The Company acknowledges the Employee has certain knowledge
                and proprietary information regarding country-code Top
                Level Domains, organization of DNS, and marketing of ccTLD
                properties world-wide. The Company agrees the Employee may
                engage in and pursue these endeavors without limitation
                while in the employ of the Company

9.	INDEMNIFICATION.

        In the event Employee is made a party to any threatened, pending,
        or completed action, suit, or proceeding, whether civil,
        criminal, administrative, or investigative (other than an action
        by the Company against Employee), by reason of the fact that
        Employee is or was performing services under this Agreement, then
        the Company shall indemnify Employee against all expenses
        (including attorneys' fees), judgments, fines, and amounts paid
        in settlement, as actually and reasonably incurred by Employee in
        connection therewith.  In the event that both Employee and the
        Company are made a party to the same third-party action,
        complaint, suit, or proceeding, the Company agrees to engage
        competent legal representation, and Employee agrees to use the
        same representation, provided that if counsel selected by the
        Company shall have a conflict of interest that prevents such
        counsel from representing Employee, Employee may engage separate
        counsel and the Company shall pay all attorneys' fees of such
        separate counsel.  Further, while Employee is expected at all
        times to use Employee's best efforts to faithfully discharge
        duties under this Agreement, Employee cannot be held liable to
        the Company for errors or omissions made in good faith where
        Employee has not exhibited gross, willful and wanton negligence

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        and misconduct or performed criminal and fraudulent acts which
        materially damage the business of the Company.

10.	REPRESENTATIONS OF EMPLOYEE.

        (a)     Employee hereby represents and warrants to the Company that
                the execution of this Agreement by Employee and employment
                by the Company and the performance of Employee's duties
                hereunder will not violate or be a breach of any agreement
                with a former employer, client, or any other person or
                entity.  Further, Employee agrees to indemnify the Company
                for any claim, including but not limited to attorneys' fees
                and expenses of investigation, by any such third party that
                such third party may now have or may hereafter come to have
                against the Company based upon or arising out of any
                noncompetition agreement, invention or secrecy agreement
                between Employee and such third party which was in
                existence as of the date of this Agreement.

        (b)     The Employee has and will continue to truthfully disclose
                to the Company the following matters, whether occurring, at
                any time during the one (1) year immediately preceding the
                date of this Agreement or at any time during the term of
                this Agreement:

                (1)     any criminal complaint, indictment or criminal
                        proceeding in which the Employee is named as a
                        defendant;

                (2)     any allegation, investigation, or proceeding, whether
                        administrative, civil or criminal, against the
                        Employee by any licensing authority or industry
                        association; and

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                (3)	any allegation, investigation or proceeding, whether
                        administrative, civil, or criminal, against the
                        Employee for violating professional ethics or
                        standards, or engaging in illegal, immoral or other
                        misconduct (of any nature or degree), relating to the
                        business of the Company .

11.	ASSIGNMENT; BINDING EFFECT.

        This Agreement shall inure to the benefit of and be binding on
        the Employee and the Company and the Employee's and the Company's
        respective heirs, personal representatives, successors and
        assigns; provided, however, that the Employee shall have no right
        to assign the Employee's rights or duties under this contract to
        any other person.  In the event of the sale, merger or
        consolidation of the Company, the Employee specifically agrees
        that the Company may assign the Company's rights and obligations
        hereunder to the Company's successor, assign or purchaser.  In
        addition, and in any event, the Company may, at any time, assign
        the Company's rights and obligations under this Agreement to any
        person that is an affiliate of the Company or to any person,
        which, after any such assignment, employs at least 50% of the
        employees employed by the Company immediately prior to the
        assignment.

12.     COMPLETE AGREEMENT; AMENDMENTS.

        This Agreement is not a promise of future employment.  This
        Agreement supersedes any other agreements or understandings,
        written or oral, between the Company and Employee, and Employee
        has no oral representations, understandings or agreements with
        the Company or any of its officers, directors, or representatives
        covering the same subject matter as this Agreement.

        This written Agreement is the final, complete, and exclusive
        statement and expression of the agreement between the Company and
        Employee and of all the terms of this Agreement, and it cannot be
        varied, contradicted, or supplemented by evidence of any prior or
        contemporaneous oral or written agreements.  A written instrument
        signed by a duly authorized officer of the Company and Employee
        may not later modify this written Agreement except, and a written
        instrument signed by the party waiving the benefit of such term
        may waive except no term of this Agreement.

13.	NOTICE.
        Whenever any notice is required hereunder, it shall be given in
        writing addressed as follows:


        To the Company:  Greenhold .com, Inc.
                         1995 E. Oakland Park Blvd.
                         Suite 350
                         Oakland Park FL 33306

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        To Employee:     John D. Harris
                         4300 N. Ocean Blvd.
                         Suite 12A
                         Ft. Lauderdale, FL 33306

        Notice shall be deemed given and effective three (3) days after
        the deposit in the U.S. mail of a writing addressed as above and
        sent first class mail, certified, return receipt requested, or,
        in any other case, when actually received.  Either party may
        change the address for notice by notifying the other party of
        such change in accordance with this paragraph 13.

14.	SEVERABILITY; HEADINGS.

        If any portion of this Agreement is held invalid or inoperative,
        the other portions of this Agreement shall be deemed valid and
        operative and, so far as is reasonable and possible, effect shall
        be given to the intent manifested by the portion held invalid or
        inoperative.  The Employee and the Company agree and acknowledge
        that the provisions of paragraphs 4 and 8 are material and of the
        essence to this Agreement.  If the scope of any restriction or
        covenant contained therein should be or become too broad or
        extensive to permit enforcement thereof to its fullest extent,
        then such restriction or covenant shall be enforced to the
        maximum extent permitted by law, and the Employee hereby consents
        and agrees that (a) it is the parties intention and agreement
        that the covenants and restrictions contained therein be enforced
        as written, and (b) in the event a court of competent
        jurisdiction should determine that any restriction or covenant
        contained therein is too broad or extensive to permit enforcement
        thereof to its fullest extent, the scope of any such restriction
        or covenant may be modified accordingly in any judicial
        proceeding brought to enforce such restriction or covenant, but
        should be modified to permit enforcement of the restrictions and
        covenants contained herein to the maximum extent the court, in
        its judgment, will permit.  The paragraph headings herein are for
        reference purposes only and are not intended in any way to
        describe, interpret, define, or limit the extent or intent of the
        Agreement or of any part hereof.

15.	ARBITRATION.

        Any unresolved dispute or controversy arising under or in
        connection with this Agreement shall be settled exclusively by
        arbitration, conducted before a panel of three (3) arbitrators in
        Miami-Dade, Florida, in accordance with the rules of the American
        Arbitration Association then in effect.  A decision by a majority
        of the arbitration panel shall be final and binding.  Judgment
        may be entered on the arbitrators' award in any court having
        jurisdiction.  The prevailing party shall receive and the
        unsuccessful party shall pay the direct expense of any
        arbitration proceeding in connection with this Agreement.

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16.     GOVERNING LAW.

        This Agreement shall in all respects be construed according to
        the laws of the State of Florida.

17.	COUNTERPARTS.

        This Agreement may be executed simultaneously in counterparts,
        each of which shall be deemed an original and all of which
        together shall constitute but one and the same instrument.

                                   *  *  *  *

        IN WITNESS WHEREOF, the parties hereto have made and entered into
this Agreement as of the date first above written.


                                           Greenhold Group, Inc.

                                           By:/s/ John D. Harris
                                              ------------------
                                           	John D. Harris
                                                President


                                           Board of Directors

                                           By: /s/ John D. Harris
                                               ------------------
                                               John D. Harris, Director


                                           "Employee"

                                           By: /s/ John D. Harris
                                               ------------------
                                               John D. Harris


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                                EXHIBIT "A"

(a)	The employee shall have the option to purchase one million
(1,000,000) shares during the year 2001 for $.025 (2.5 cents) per
share. The funds to purchase the shares shall be loaned to the
employee for a period of three years at an inte4rest rate of 4% per
annum. The shares purchased shall be free trading.

(b)	The employee shall have the option to purchase two million
(2,000,000) shares during the period January 1st  - June30 2002 for
$.05 (five cents) per share. The funds to purchase the shares shall be
loaned to the employee for a period of three years at an interest rate
of 4% per annum. The shares purchased shall be free trading.

(c)	The employee shall have the option to purchase two million
(2,000,000) shares during the period July 1st - December 31,2002 for
$.25 (twenty-five cents) per share. The funds to purchase the shares
shall be loaned to the employee for a period of three years at an
interest rate of 4% per annum. The shares purchased shall be free
trading.

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