Exhibit 10.16

                             [LOGO OF CHAMPIONLYTE]

2999 NE 191st Aventura, FL 33180 Phone: (561) 394-8881 Fax: (561) 394-8288

Mr. Alonzo Highsmith
13502 County Road 184
Alvine, TX 77511

Dear Mr. Highsmith:

This  agreement,  dated May 20, 2003, is to serve as a letter of intent  between
ChampionLyte  Beverages,  Inc.  ("ChampionLyte"  or "the  Company")  and  Alonzo
Highsmith ("Highsmith"), with respect to the personal service of Highsmith.

Whereas ChampionLyte wishes to retain Highsmith, a retired Professional Football
Player,  to represent the  ChampionLyte  products,  the  following  outlines the
agreed terms of that agreement:

1.       SERVICES- Highsmith agrees to provide his endorsement to ChampionLyte's
         products  whereby the Company may use  Highsmith's  likeness,  voice or
         performance,  and  biographical  material  solely  for the  purpose  of
         advertising and  promoting ChampionLyte's products. Any use of National
         Football League logos or trademarks, are strictly prohibited.

         Highsmith   will  be  available  for  print,   radio,   and  television
         photography/video  sessions twice per year. Additionally,  ChampionLyte
         shall be entitled to a minimum of 6  promotional  days each year.  This
         would  include press  conferences,  major trade show  appearances,  and
         business  trips  to  promote  a major  sale,  as  well as any  consumer
         appearances. (This would include any autograph sessions, and time spent
         with winners of promotional events.)

         All scheduling of said  appearances  will be considerate of Highsmith's
         time  and  availability.   All  advertising  material/media  and  press
         releases will be cleared with  Highsmith or his agent prior to release.
         ChampionLyte  will  provide  all   transportation   and  lodging  costs
         associated with any such travel.

2.       TERM- The duration of this agreement shall be a period of one year from
         the date  hereof.  It is also  understood  that for the duration of the
         said  period,  Highsmith  will  not  engage  in a  similar  arrangement
         involving  any  parties,  companies or products  considered  to be of a
         competing nature.

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3.       COMPENSATION-   In  consideration  of  the  obligations  set  forth  in
         paragraph 1, ChampionLyte agrees to pay Highsmith 100,000  unrestricted
         common shares of ChampionLyte. The first payment of 50,OOO will be made
         within  seven days of the date of this  agreement.  The  second  50,000
         shall be issued on the six-month anniversary of the agreement.

If the following accurately sets forth your understanding, please sign below and
return.

CHAMPIONLYTE BEVERAGES, INC.

BY: /s/ David Goldberg
    -----------------------------------
PRINT:  DAVID GOLDBERG
      ---------------------------------
DATE:   5/20/03
      ---------------------------------


ALONZO HIGHSMITH

BY: /s/ Alonzo Highsmith
    -----------------------------------
PRINT:  ALONZO HIGHSMITH
      ---------------------------------
DATE:   5/30/03
      ---------------------------------