Exhibit 10.4

                                 MUTUAL RELEASE

     NOW, THEREFORE,  in consideration of the mutual covenants and consideration
contained  in the  agreements  dated  January  9,  2001 and  January  31,  2001,
ADVANTAGE  FUND II LTD.  ("ADVANTAGE"),  KOCH  INVESTMENT  GROUP LTD.  ("KOCH"),
GLOBAL TECHNOLOGIES,  LTD. ("GLOBAL  TECHNOLOGIES") and IRWIN L. GROSS ("GROSS")
agree as follows:

     ADVANTAGE and KOCH,  their officers,  directors,  representatives,  agents,
successors  and assigns  each hereby  release and forever  discharge  GLOBAL and
GROSS,  and each of  GLOBAL'S  and  GROSS'S  parents,  subsidiaries,  directors,
officers, managers, agents, employees, predecessors, successors, and assigns, if
any, from any and all claims,  liens,  demands,  causes of action,  obligations,
damages,  and  liabilities,  known or unknown,  that  ADVANTAGE and KOCH,  their
officers, directors, representatives, agents, successors and assigns have now or
have ever had from the  beginning  of time to the  present,  relating to (i) the
Private  Placement  Purchase  Agreement  dated as of June 8,  2000,  (ii) the 8%
Secured  Convertible  Notes each dated as of June 8, 2000, (iii) the Convertible
Secured  Note  Purchase  Agreement  dated as of October 3, 2000,  (iv) the Stock
Pledge  Agreement dated October 3, 2000, (v) the  Registration  Rights Agreement
dated as of October 3, 2000, (vi) the 8% Secured Convertible Notes each dated as
of October 3, 2000, and (vii) arising  under,  with respect to, or in connection
with the transactions or claims asserted,  or which could have been asserted, in
the action in the  Supreme  Court of the State of New York,  County of New York,
entitled  ADVANTAGE  FUND II LTD.  AND KOCH  INVESTMENT  GROUP  LTD.  V.  GLOBAL
TECHNOLOGIES, LTD. AND IRWIN L. GROSS, Index No. 125277/00 (the "Action"); and
<PAGE>
     GLOBAL and  GROSS,  their  officers,  directors,  representatives,  agents,
heirs, executors, administrators, successors and assigns each hereby release and
forever  discharge  ADVANTAGE  and  KOCH,  and each of  ADVANTAGE'S  and  KOCH'S
parents,   subsidiaries,   directors,  officers,  managers,  agents,  employees,
predecessors,  successors,  and assigns, if any, from any and all claims, liens,
demands,  causes of action,  obligations,  damages,  and  liabilities,  known or
unknown,  that GLOBAL and GROSS,  their  officers,  directors,  representatives,
agents,  heirs,  executors,  administrators,  successors and assigns have now or
have ever had from the  beginning  of time to the  present,  relating to (i) the
Private  Placement  Purchase  Agreement  dated as of June 8,  2000,  (ii) the 8%
Secured  Convertible  Notes each dated as of June 8, 2000, (iii) the Convertible
Secured  Note  Purchase  Agreement  dated as of October 3, 2000,  (iv) the Stock
Pledge  Agreement dated October 3, 2000, (v) the  Registration  Rights Agreement
dated as of October 3, 2000, (vi) the 8% Secured Convertible Notes each dated as
of October 3, 2000, and (vii) arising  under,  with respect to, or in connection
with the transactions or claims  asserted,  or which could have been asserted in
the Action.

     All  executed  copies of this  Release  are  duplicate  originals,  equally
admissible in evidence. This Release may be executed in counterparts.

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<PAGE>
     This Release may only be amended, varied, or modified by a written document
executed by ADVANTAGE, KOCH, GLOBAL and GROSS.

                                        ADVANTAGE FUND II LTD.


Dated: January   , 2001                 By:
                                           -------------------------------------
                                           Name:
                                           Its:


                                        KOCH INVESTMENT GROUP LTD.


Dated: January   , 2001                 By:
                                           -------------------------------------
                                           Name:
                                           Its:


                                        GLOBAL TECHNOLOGIES, LTD.


Dated: January   , 2001                 By:
                                           -------------------------------------
                                           Name:
                                           Its:


Dated: January   , 2001
                                        ----------------------------------------
                                        IRWIN L. GROSS

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