EXHIBIT 10.9

                                    AGREEMENT
                                    ---------

         THIS  AGREEMENT  (the  "Agreement")  is made  and  entered  into by and
between Premium Cigars  International,  Ltd., an Arizona corporation ("PCI") and
Greg P. Lambrecht ("Lambrecht").  PCI and Lambrecht are collectively referred to
herein as the "Parties."

                                R E C I T A L S:
                                ----------------

         A.  Lambrecht  entered an Employment  Agreement with PCI dated June 13,
1997 (the "Employment Agreement").

         B. PCI terminated Lambrecht's employment on March 2, 1998.

         C.  Lambrecht is the maker under a Promissory  Note dated  December 31,
1996 in favor of PCI (the "Note").

         D.  PCI and  Lambrecht  have  certain  disputes  regarding  Lambrecht's
severance compensation and other sums payable to Lambrecht.

         E. Without any  admission of  liability  by either  Party,  the Parties
desire to avoid and resolve  any further  dispute or  litigation  regarding  any
severance compensation or payments to Lambrecht from the Company.

         F. It is of utmost  importance  to PCI that  Lambrecht not compete with
PCI in the future and PCI wishes to extend the current  covenant  not-to-compete
in Lambrecht's Employment Agreement.

         FOR GOOD AND VALUABLE  CONSIDERATION,  the receipt and  sufficiency  of
which is hereby acknowledged, the Parties agree as follows:

         1. Settlement Contingent Upon PCI's Simultaneous  Settlement with Steve
Lambrecht and Colin Jones.  This  settlement is contingent  upon PCI's  entering
into separate  settlement  agreements with both Steven A. Lambrecht and Colin A.
Jones regarding certain  compensation and other payments that they are claiming.
If PCI has not entered into such settlement  agreements with Steven A. Lambrecht
and Colin A. Jones on or before 5:00 p.m. on March 3, 1998,  then this Agreement
shall be null and void and of no force  and  effect  whatsoever  against  PCI or
Lambrecht.

         2. Payment.  Provided that the  contingency  in Paragraph 1 is met, PCI
shall pay  Lambrecht,  within ten (10) business days after the execution of this
Agreement,  the sum of Forty Thousand Dollars ($40,000.00) (the "Payment").  The
Payment is an amount which was
                                        1
<PAGE>
negotiated  by the  Parties in  exchange  for the release of claims set forth in
paragraph  8  herein  and  in  exchange  for  the   extension  of  the  covenant
not-to-compete in the Employment Agreement.

         3.  Severance  Compensation.   Lambrecht  acknowledges  that  the  sole
remaining  amount of  severance  compensation  to be paid is $63,000,  which PCI
shall pay  bi-weekly  over a period of 39 weeks.  PCI shall  also pay  Lambrecht
$73.85 per bi-weekly  period until the nine (9) months following his termination
is  completed,  as a cash  payment in lieu of the health  insurance  premium for
Lambrecht  at the time of his  termination.  Lambrecht  will be  responsible  to
obtain his own health  insurance.  Lambrecht  acknowledges  that, except for the
severance  compensation  described  in this  Paragraph  and the  Payment and any
applicable ongoing compensation as a director, he has been paid for all services
rendered to PCI as an  employee  and has no right to any  additional  employment
compensation or employment benefits of any kind from PCI. Lambrecht acknowledges
that he is not  entitled to any  vacation or  compensation  in lieu of vacation.
Lambrecht  acknowledges  that the  payment  of  severance  compensation  remains
subject  to the  conditions  of the  Employment  Agreement,  including,  without
limitation,  the conditions of Paragraph 7 of the  Employment  Agreement as that
Section relates to paragraphs 8, 9 & 10 of the Employment Agreement.

         4.  Withholding.  PCI shall make no deduction or  withholding  from the
Payment in Paragraph 2, in reliance upon Lambrecht's affirmative  representation
that he will be solely  responsible for any and all taxes and other amounts owed
on, or ordinarily withheld from, such Payment.  PCI will be required to withhold
all taxes and other normal withholdings from the severance  compensation amounts
described in Paragraph 3.

         5. Employment Agreement.

                  a.   Compensation.   Except  for  the  Payment  and  severance
         compensation  described in paragraphs 2 and 3 herein,  Lambrecht hereby
         waives any and all rights to any monetary or other  compensation  under
         the   Employment   Agreement,   including   without   limitation,   any
         compensation pursuant to paragraph 3 of the Employment Agreement or any
         severance  compensation  pursuant  to  paragraph  7 of  the  Employment
         Agreement.  Lambrecht  expressly  acknowledges that he has been paid in
         full  for  all  services  rendered  to PCI  prior  to the  date of this
         Agreement,  including without limitation wages and vacation pay through
         the date of termination.

                  b. No Options or Bonus.  Lambrecht  expressly waives any right
         to any  options  or  bonuses  which  have been or may in the  future be
         offered to any employee of PCI.

                  c.  Continuing  Obligations;  Extension  of  Covenant  Not  To
         Compete.  Notwithstanding  anything  contained within this Agreement to
         the contrary,  Lambrecht  expressly  acknowledges  that his obligations
         pursuant  to  Paragraphs  8, 9, 10 and 13 of the  Employment  Agreement
         relating to Customer Records, Confidential Information and the Covenant
         Not To Compete and PCI's remedies  under the  Employment  Agreement for
         Lambrecht'  violations of said provisions and Miscellaneous  Provisions
         provided therein shall continue and remain in full force and effect for
         the term set forth in the
                                        2
<PAGE>
         Employment Agreement. However, in exchange for the Payment, the term of
         Covenant  Not To  Compete  as  set  forth  in  paragraph  10(b)  of the
         Employment Agreement shall be extended for an additional six (6) months
         for a total of 18 months from the date of Lambrecht's  termination from
         PCI.

         6. Status as a Director.  This Agreement  shall not affect  Lambrecht's
status as a director of PCI, and Lambrecht shall be entitled to the compensation
paid to, or options granted to, outside directors and Lambrecht shall be treated
as an outside director  effective upon the date of termination of his employment
with PCI.

         7. Note; No Defense Related to This Settlement.  The Parties agree that
this Settlement  shall have no effect upon the principal  amount or interest due
under, or due date of, the Note and Lambrecht  expressly  acknowledges  that the
Note, and his obligations thereunder, remain in full force and effect. Lambrecht
agrees that he shall not, directly or indirectly,  raise this Agreement,  or any
of the terms of this Agreement,  or the claims settled  hereby,  as a defense or
offset to his obligations and liability under the Note.

         8.  Release of Claims.  Except for the  obligations  created by and the
rights  expressly  reserved  within this  Agreement,  Lambrecht  does hereby and
forever  discharge PCI and each of its  respective  stockholders,  predecessors,
successors,  assigns, agents, directors,  officers, employees,  representatives,
consultants,  affiliates, lawyers, and all persons acting by, through, under, or
in concert with them,  or any of them,  of and from any and all manner of action
or actions, cause or causes of action, in law or in equity, suits,  liabilities,
claims, demands,  damages,  losses, costs or expenses, of any nature whatsoever,
(hereinafter collectively "claims") arising out of or relating to the Employment
Agreement or Lambrecht's  employment  with PCI. As stated more  particularly  in
Paragraph 9 herein,  both Parties expressly reserve the right to bring an action
to enforce this  Agreement and the  obligations  and rights  expressly  reserved
herein.  It is the  Parties  intention  that  the  foregoing  release  shall  be
effective  as a full and  final  accord  and  satisfaction,  and as a bar to all
claims  against  PCI as set forth  above,  except for an action to enforce  this
Agreement or any rights expressly reserved within this Agreement.

         9. Further Actions.  The Parties may plead this Agreement as a full and
complete  defense to, and as the basis for an  injunction  against,  any action,
suit or other proceeding  which either Party hereto may institute,  prosecute or
attempt in breach of this Agreement.

         10.  Costs.  The  Parties  will bear  their  own  costs,  expenses  and
attorneys' fees, whether taxable or otherwise,  incurred in or arising out of or
connected  with the  negotiation  of this  Agreement  and the  disputes  settled
herein.

         11.  Construction  of this  Agreement.  This  Agreement has been freely
entered  into by the  Parties,  each of whom has been  represented  by  separate
counsel.  The  validity,  effect  and  performance  of this  Agreement  shall be
governed and construed by the laws of the State of Arizona. This Agreement shall
be construed  liberally to effect its  purpose,  and the Parties  waive any rule
requiring strict construction against or in favor of either Party. The Agreement
shall be construed as if drafted by the Parties jointly.
                                        3
<PAGE>
         12. Integration  Clause.  This Agreement embodies the full and complete
understanding  and  agreement  between the Parties  with  respect to the matters
addressed  herein.  This  paragraph  may be waived or modified only in a writing
signed by the party to be charged.

         13. Severability. If any term of this Agreement shall be found invalid,
void or  unenforceable,  that term shall be severed from this  Agreement and the
remaining terms enforced as specified herein.

         14. Prevailing Party. In any action arising out of this Agreement,  the
prevailing  party or  parties  shall  be  entitled  to an  award  of  reasonable
attorneys' fees and costs incurred in such action,  which award shall be made by
the Court,  and shall be in addition to any other  relief to which such party or
parties are entitled.  The Parties  expressly  consent to the  jurisdiction  and
venue of Maricopa  County,  Arizona  Superior  Court for the  resolution  of any
future disputes.

         15. Binding  Effect.  This  Agreement  shall be binding upon, and shall
inure  to  the   benefit   of,   the   Parties,   their   officers,   directors,
representatives,  agents, employees, attorneys, heirs, personal representatives,
successors and assigns.

         16. No  Admission  of  Liability.  The  Parties  agree  that this final
compromise  and  settlement  is not and  shall  not be used as an  admission  of
liability or responsibility.

         17. Counterparts.  This Agreement may be executed in counterparts which
together shall constitute one and the same instrument.

         IN WITNESS WHEREOF,  the parties hereto have executed this Agreement as
of this 3rd day of March, 1998.


PREMIUM CIGARS INTERNATIONAL, LTD.


By    /s/ John E. Greenwell                       /s/ Greg P. Lambrecht
  ----------------------------------         -----------------------------------
   John E. Greenwell, President              Greg P. Lambrecht
   and Chief Executive Officer
                                        4