EXHIBIT 10.5
                              Employment Agreement

Agreement dated August 29, 2001, between ADZONE RESEARCH,  INC. (hereinafter the
"company") and Charles A. Cardona (hereinafter the "employee")

     The company employees the employee, and the employee agrees to be employed,
     Following terms and conditions:

     Employment  -  Employment  continues as outlined  effective  today,  August
     29,2001 and will end on August 31, 2004 (Employment Period)

     Salary - The Company shall pay Employee a salary plus stock of (see exhibit
     A) per year, payable as a weekly payroll check.

     Position - The Company hires the Employee as CEO

     Other  Agreements  - Medical  and  Dental  insurance  is fully paid for the
     employee  by the  Company  during  the  employment  period.  Company  shall
     reimburse or pay for reasonable company vehicle expenses including lease or
     purchase payments, gas, tolls and repairs.

     Legal Representation - AdZone Interactive agrees to defend employee against
     any and all legal claims and  litigation.  In addition  AdZone  Interactive
     further  agrees to pay all expenses  arising  from any and all  litigation,
     including but not limited to attorney's fee's legal fee's, misc.  expenses,
     . Legal representation for Charles A. Cardona will continue beyond the term
     of this  contract  and  will  continue  for the  remainder  of  Charles  A.
     Cardona's life.

     Settlement by Arbitration - Any claim or controversy  that arises out of or
     relates to this agreement, will be settled by arbitration. If any provision
     of this agreement is held invalid,  the other  provisions of this agreement
     will remain in effect.  ORAL MODIFICATIONS ARE NOT BINDING.  THIS AGREEMENT
     SUPERSEDES ALL PREVIOUS  EMPLOYMENT AND OTHER AGREEMENTS BETWEEN CHARLES A.
     CARDONA AND ADZONE RESEARCH.

     Effect of Prior Agreements - This agreement  supersedes any prior agreement
     between AdZone Interactive and Charles A. Cardona.  The company assumes all
     outstanding  unpaid back salary  liability  under  previous  contracts with
     AdZone Interactive, Inc.



                                                     ADZONE RESEARCH, INC
                                                     Company Name


                                                      /S/ JOHN CARDONA
                                                     ---------------------------
                                                     Authorized Signature


                                                      /S/ CHARLES CARDONA
                                                      --------------------------
                                                     Employee Signature
<PAGE>

                              Employment Agreement
                                    Exhibit A

Position: CEO

Effective Date:     August 29, 2001

Base Salary:        Remainder 2001      $141,000 annual
2002                                    $151,000 annual
2003                                    $161,000 annual
2004                                    $208,000 annual

Bonuses:            Quarterly Qualitative Bonus of $ 15,000
                    2nd Year, Year end Qualitative Bonus of $ 25,000
                    Profitability   Bonus,   if  the  company   reaches   annual
                    profitability  employee  will receive a $100,000  bonus plus
                    250,000 shares in stock..

                    Employee shall receive an annual bonus as follows;
                    .5% of the previous years revenues plus
                    3.5% of the previous years profits plus
                    3.75%  of  the  first  $3   Million   in  growth  in  market
                    capitalization   of  the  companies  public  stock  for  the
                    previous year. Plus
                    1.75% of the  amount  over $3  Million  in  growth in market
                    capitalization   of  the  companies  public  stock  for  the
                    previous year.

Stock:              The employee  shall be granted  stock  options for 1,000,000
                    shares  of stock at .10 per  share  exercisable  for 5 years
                    from the date of this contract.

                    In the event of early termination from this contract for any
                    reason,  Charles A.  Cardona  shall  receive a lump sum of 3
                    years  annual  salary  at the  rate  in the  year  in  which
                    termination occurred.


Additional  Incentives:  Charles A.  Cardona will receive 10% of all sales he is
involved with.



                                                           ADZONE RESEARCH, INC.

                                                           Company Name


                                                           ---------------------
                                                           Authorized Signature


                                                           ---------------------
                                                           Employee Signature