EMPLOYMENT AGREEMENT


     THIS EMPLOYMENT AGREEMENT (the "Agreement") is effective as of May 30, 2001
(the "Effective Date") by and between CTD HOLDINGS,  INC., a Florida corporation
(the "Company"), and C.E. RICK STRATTAN (the "Employee"). RECITALS:

     This Agreement is intended to provide for the employment of Employee by the
Company from and after the date hereof,  all on the terms and conditions  herein
set forth.

     NOW,  THEREFORE,  for and in  consideration  of the premises and the mutual
covenants and agreements herein contained, and for other valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties hereby
agree as follows:

 1. Employment.

     1.1. Subject to Section 3 below,  the Company hereby employs Employee for a
          term  of one (1)  year  (the  "Employment  Term"),  commencing  on the
          Effective  Date,  to  serve as the  President  of the  Company  and to
          perform such services and duties as are consistent  with such position
          and as may be directed by the Company's  Board of Directors.  Employee
          hereby  accepts  such  employment.  Employee  shall not  engage in any
          venture  or  activity  that  materially   interferes  with  Employee's
          performance of his duties hereunder. The Employee agrees to be present
          and to work such hours and at such times as are  reasonably  requested
          by the Company.  Employee's  offices shall be located in  Gainesville,
          Florida.

     1.2. Employee  may  extend  the term of this  Agreement  at the end of each
          elapsed year by giving  written notice of such extension not less than
          sixty (60) days prior to the first  anniversary  of this Agreement and
          each  anniversary  thereafter that the term of this Agreement is to be
          extended.  Immediately following the exercise this election to extend,
          the  remaining  term of this  Agreement  will be one (1) year plus the
          period remaining in the year notice of the extension is given.

2. Compensation and Benefits.  During the Employment Term, the Company shall pay
   Employee the compensation and other amount set forth below.

     2.1. Salary.  The Company shall pay Employee an annual salary ("Salary") of
          Thirty Thousand Dollars  ($30,000.00).  The Employee's Salary shall be
          payable bi-weekly according to the Company's regular payroll practices
          and subject to such deductions as may be required by law.

     2.2. Benefits.  Employee  shall  receive:  (i) the  employee  benefits  and
          perquisites  provided by the Company to its  executive  officers  from
          time-to-time,  including  two (2) weeks'  paid  vacation  during  each
          calendar  year;  and (ii) twenty (20) paid time off days per year; and
          (iii)   reimbursement  for  reasonable  and  necessary   out-of-pocket
          expenses   incurred  in  the  performance  of  his  duties  hereunder,
          including, but not limited to, travel and entertainment expenses (such
          expenses shall be reimbursed by the Company,  from time to time,  upon
          presentation of appropriate receipts therefor).

     2.3. The  Company  shall  provide  Employee  health  insurance  of  a  type
          acceptable to Employee, the premium for which shall not exceed $48,000
          annually.
<PAGE>



     2.4. The parties  acknowledge  that this Agreement is a continuation  of an
          ongoing  employment  relationship  and  that  in the  course  of  such
          relationship,  Employee has accrued  $100,000 of unpaid salary.  As an
          inducement  to enter into this  contract,  the  Company  shall pay the
          entire  accrued  salary by the  issuance  of  shares of the  Company's
          common stock at a rate of $0.125 per share reflecting the value of the
          common  shares on June 1, 2001.  The Company  agrees to register  said
          common  shares as soon as  practicable  in  accordance  with state and
          federal securities laws.

3. Termination.  The Employee's  employment  pursuant to this Agreement shall be
terminated by the first to occur of the following events.

     3.1. The death of Employee.

     3.2. The Complete  Disability of Employee. "Complete  Disability"  as used
          herein shall mean the inability of Employee, due to illness,  accident
          or any other  physical or mental  incapacity,  to perform the services
          provided for in this Agreement for an aggregate of 120 days within any
          period of twelve (12) consecutive months during the term hereof.

     3.3. The  discharge  of Employee by the Company for Cause. "Cause" as used
          herein shall mean:

          3.3.1. conviction of a felony or a crime involving moral turpitude;

          3.3.2.  acts  of  fraud  by  Employee   against  the  Company  or  its
               affiliates,  or in connection  with the performance of his duties
               hereunder,  as  determined  by the Company  after  investigation,
               notice of the charge to Employee and after  allowing  Employee an
               opportunity to explain the conduct in question;

          3.3.3. the  Employee's  willful  and  material  failure  or refusal to
               perform  Employee's  duties and obligations under this Agreement,
               (a  "Default");  provided,  however,  that  in the  case  of this
               subsection;  termination  for  "Cause"  shall  occur  only if the
               Company has given  written  notice of the Default to Employee and
               Employee  has  failed to cure the  Default in  question  during a
               period of seven (7) days after the date of Employee's  receipt of
               such notice.

     3.4.  Upon any  termination  pursuant to Section 3.1, the Company  shall be
     released from all obligations  hereunder  (except for the obligation to pay
     any  compensation  and  benefits  described  in Section 2 hereof  which are
     accrued and unpaid as of the date of termination).

     3.5.  Employee shall not be required to pay any Company related expense for
     later  reimbursement  by the  Company.  The  Company  will  approve and pay
     Company related expenses in advance.

4. Successors. This Agreement is personal to Employee and may not be assigned by
Employee.  This  Agreement is not assignable by the Company except in connection
with the sale of all or  substantially  all of the Company's  assets or stock or
upon a  merger  or any  similar  transaction.  Subject  to the  foregoing,  this
Agreement  shall inure to the benefit of and be binding upon the Company and its
successors and assigns.

5. Miscellaneous.

     5.1.  Modification and Waiver.  Any term or condition of this Agreement may
     be waived at any time by the party  hereto  that is entitled to the benefit
     thereof; provided, however, that any such waiver shall be in
<PAGE>

     writing and signed by the waiving  party,  and no such waiver of any breach
     or default  hereunder is to be implied from the omission of the other party
     to take any action on account  thereof.  A waiver on one occasion shall not
     be deemed  to be a waiver  of the same or of any  other  breach on a future
     occasion.  This  Agreement  may be  modified  or amended  only by a writing
     signed by both parties hereto.

     5.2.  Governing Law. This Agreement shall be construed in accordance  with,
     and all actions arising under or in connection  therewith shall be governed
     by, the  internal  laws of the State of Florida.  The parties  hereto agree
     that  any  claim  or  dispute  arising  under or in  connection  with  this
     Agreement  shall be submitted  for  adjudication  exclusively  in courts of
     Alachua County,  Florida,  and both parties hereto  expressly  agrees to be
     bound by such  selection  of  jurisdiction  and venue for  purposes of such
     adjudication.  In any  action  arising  out of or in  connection  with this
     agreement, the prevailing party shall be entitled to recover its reasonable
     attorney's fees incurred.

     5.3. Tax  Withholding.  The Company may withhold  from any amounts  payable
     under  this  Agreement  such  taxes  as shall be  required  to be  withheld
     pursuant to any applicable law or regulation.

     5.4.  Section  Captions.  Section  and  other  captions  contained  in this
     Agreement  are for  reference  purposes  only and are in no way intended to
     describe,  interpret,  define or limit the scope,  extent or intent of this
     Agreement or any provision hereof.

     5.5.  Severability.  Every  provision  of this  Agreement is intended to be
     severable.  If any term or  provision  hereof is illegal or invalid for any
     reason  whatsoever,  such  illegality  or  invalidity  shall not affect the
     validity of the remainder of this Agreement.

     5.6.   Integrated   Agreement.   This  Agreement   constitutes  the  entire
     understanding  and agreement  among the parties  hereto with respect to the
     subject matter  hereof,  and  supersedes  any other  employment  agreements
     executed  before the date  hereof.  Except with  respect to the  Investment
     Agreement  and  the  transactions   contemplated  thereby,   there  are  no
     agreements,  understandings,  restrictions,  representations, or warranties
     among the parties other than those set forth herein or herein provided for.

     5.7.  Interpretation.  No provision of this  Agreement is to be interpreted
     for or  against  any  party  because  that  party  or  that  party's  legal
     representative  drafted such  provision.  For  purposes of this  Agreement:
     "herein," "hereby," "hereunder," "herewith," "hereafter," and "hereinafter"
     refer to this Agreement in its entirety,  and not to any particular section
     or   subsection.   This   Agreement  may  be  executed  in  any  number  of
     counterparts,  each of which shall be deemed an original,  and all of which
     shall constitute one and the same instrument.

     5.8.  Notices.  All notices,  requests,  demands,  or other  communications
     required or permitted  hereunder shall be in writing and shall be deemed to
     have been duly given  upon  receipt  if  delivered  in person or by Federal
     Express  (or  similar  overnight  courier  service)  to the  parties at the
     following addresses:

<PAGE>

               If to Employee:                   C.E. Rick Strattan
                                                 3713 S.W. 42nd Avenue, Suite 3
                                                 Gainesville, FL 32608-6581


               If to the Company:                CTD Holdings, Inc.
                                                 3713 S.W. 42nd Avenue, Suite 3
                                                 Gainesville, FL 32608-6581


     5.9. Any party may change the address to which notices,  requests,  demands
     or other  communications  to such  party  shall be  delivered  or mailed by
     giving notice  thereof to the other parties  hereto in the manner  provided
     herein. Any notice may be given on behalf of a party by its counsel.


     IN WITNESS  WHEREOF,  the parties  hereto  have  executed  this  Employment
     Agreement as of the Effective Date.

               COMPANY:

               CTD HOLDINGS, INC.

               By:

               Title:


               EMPLOYEE:


               ________________________________________
               C.E. RICK STRATTAN