10.11   Employment Agreement William Jacobson

                            EMPLOYMENT AGREEMENT

     AGREEMENT made as of the 1st day of October, 2004 by and between,
     Atlas Mining Company, an Idaho corporation with its principal offices
     at 630 W. Mullan Ave., Osburn, Idaho 83849,  (the "Company"), and
     William T. Jacobson, whose address is 2829 Ringo Drive, Missoula,
     Montana 59804, (the "Executive").

                             W I T N E S E T H:

     WHEREAS, the Company desires to obtain the benefit of the services of
Executive, and Executive desires to render such services, on the terms and
conditions hereinafter set forth:

     NOW, THEREFORE, the parties hereto, in consideration of the premises
and mutual covenants herein contained, hereby agree as follows:

     1.   Upon the execution of this Agreement, all prior employment
          agreements, whether written or oral, between Executive and the
          Company are terminated and have no further force or effect.

     2.   Subject to the terms and conditions hereinafter set forth, the
          Company hereby employs the Executive, and the Executive hereby
          agrees to and enters into the employ of the Company, or of any
          parent, subsidiary, or affiliate of the Company as the Company
          shall from time to time select, for an employment term commencing
          as of the 1st day of October, 2004, and continuing for a period
          of five (5) years from such date (the "Term of Employment").  At
          the end of the initial Term of Employment, this Agreement shall
          automatically be renewed for an additional one-year periods,
          unless either party provides at least 120 days written notice of
          its decision not to renew this agreement.

     3.   During the Term of Employment, the Executive shall devote such
          time, effort and attention to the business and affairs of the
          Company as President and Chief Executive Officer, as the
          Executive and the Board of Directors shall mutually agree.  The
          Executive will continue as Chairman the Board and Director of the
          Company's Board of Directors, and will continue as prescribed by
          the Shareholders.  He shall receive no additional compensation
          for serving as a Director so long as he is employed by the
          Company on a full-time basis in an executive position.

     4.   For all services to be rendered by the Executive in any capacity
          during the Term of Employment, including, without limitation,
          services as an executive, officer, director or member of a
          committee of the Company or its subsidiaries, divisions, and
          affiliates, the Executive shall be paid compensation as follows:
     (A)  (i)  for the first year of the Term of Employment, a salary at
               the annual rate of $120,000;
          (ii) for the second year of the Term of Employment, a salary at
               the annual rate of $150,000;
          (iii)for the third year of the Term of Employment, a salary at
               the annual rate of $200,000;
          (iv) for the fourth year of the Term of Employment, a salary at
               the annual rate of $225,000;
          (v)  for the fifth year of the Term of Employment, a salary at
               the annual rate of $250,000.

     (B)  Such salary will be paid in regular installments in accordance
          with the Company's usual paying practices, but not less
          frequently than semi-monthly.  Such payments will be subject to
          such deductions by the Company as the Company is from time to
          time required to make pursuant to law, government regulations, or
          order, or by agreement with or consent of Executive.

     (C)  Executive shall be entitled to participate in all group life
          insurance, medical and hospitalization plans and pension and
          profit sharing plans as are presently offered by the Company or
          which may hereafter during the Term of Employment be offered by
          the Company generally to its operating executives.

     (D)  Executive shall be entitled to use of an automobile to be leased
          by the Company with monthly lease payments not to exceed $1,000.

     (E)  Executive is entitled to a bonus program based on hallmarks
          achieved.

     (F)  Obtain adequate funding package for Company.
               (a)  Achieve profitability through the Company's activities.
               (b)  Increase market cap of Company stock to the benefit of
                    shareholders.
               (c)  Bonus payments will be no more than 40% of Executive
                    base salary (as noted in 4.,A. above) for each
                    hallmark.  Payments may be in the form of cash or
                    common stock as mutually agreed by the Executive and
                    the Company.
     5.   In addition to the foregoing salary, the Company hereby grants
          the Executive an option to purchase up to 3,500,000 shares of the
          Company's common stock at an option exercise price of $.18 per
          share during the Term of Employment as follows:
          (a)  1,500,000 shares shall vest and become exercisable
               commencing January 1, 2005;
          (b)  500,000 shares shall vest and become exercisable commencing
               on January 1, 2006;
          (c)  500,000 shares shall vest and become exercisable commencing
               on January 1, 2007;
          (d)  500,000 shares shall vest and become exercisable commencing
               on January 1, 2008;
          (e)  500,000 shares shall vest and become exercisable commencing
               on January 1, 2009.  Any options, which are not exercised
               during the Term of Employment, shall terminate and be of no
               further force and effect at the end of the Term of
               Employment.
     6.   The Executive shall be entitled to reimbursement by the Company
          for reasonable expenses actually incurred by him on its behalf in
          the course of his employment by the Company, upon the
          presentation by the Executive, from time to time, of an itemized
          account of such expenditures, together with said vouchers and
          other receipts as the Company may require.
     7.   The Executive shall be entitled to vacations in accordance with
          the Company's prevailing policy for its operating executives.
     8.   The Company will maintain a key man life insurance policy on the
          Executive of which the beneficiary rights will be divided equally
          between the Company and the Executive's  estate.



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     9.   The rights of the Executive or any other person to the payment of
          compensation or other benefits under this Agreement shall not be
          assigned, transferred, anticipated, conveyed, pledged, or
          encumbered except by will or the laws of descent and
          distribution; nor shall any such right or interest be in any
          manner subject to levy, attachment, execution, garnishment or any
          other seizure under legal, equitable, or other process for
          payment of debts, judgments, alimony, or separate maintenance, or
          reached or transferred by operation of law in the event of
          bankruptcy, insolvency, or otherwise.
     9.   In the event of the Executive's involuntary termination of
     employment for any reason, other than for just cause due to theft or
     fraud, the Executive shall be entitled to severance compensation or
     benefits as provided in this paragraph 9.  Nothing contained herein,
     however, shall be construed so as to include absence or failure to
     perform due to illness as a basis for termination.
     (a)  Subject to the provisions of paragraph 9(b) below, the Executive
     shall be entitled (upon such involuntary termination of employment) to
     immediate severance compensation equal to an amount equal to the
     Executive's base salary for the remaining period of the Term of
     Employment.
     (b)  The Executive shall be entitled (upon such involuntary
     termination of employment), in addition to the severance compensation
     described in paragraph 9(a) above, to the benefits described in
     paragraph 9(c) below, as follows:
     (c)  The Executive will be eligible to continue to participate in the
     following employee benefit plans (to the extent permissible therein)
     for a period of one and one half years from the date of such
     involuntary termination of employment.  Cost of such participation for
     the Executive and eligible dependents shall be born by the Company.
     This relates to but does not necessarily to Medical and Dental
     insurance coverage.
     The Executive will have the option to continue this coverage for an
     additional six months (beyond the twelve months paid by the Company)
     by paying the full monthly premium.
     (d) The Executive shall have the right to exercise any stock warrants
     or options granted prior to involuntary termination.
     10.  Nothing contained herein shall in any way affect or interfere
          with the Executive's rights or privileges under any qualified
          deferred compensation, retirement, pension, profit sharing,
          bonus, insurance, hospitalization, or other employee benefit
          plan, program or arrangement, now in effect or hereafter adopted,
          in which the Executive is entitled to share or participate as an
          employee of the Company.
     11.  During the Term of Employment, if Executive shall, for a period
          of more than three (3) consecutive months or for periods
          aggregating more than twelve (12) weeks in any fifty-two
          consecutive weeks, be unable to perform the services provided for
          herein, as a result of illness or incapacity or a physical,
          mental, or other disability of any nature, the Company may, upon
          not less than thirty (30) days notice, terminate the Executive's
          employment hereunder.  The Executive shall be considered unable
          to perform the services provided for herein if he is unable to
          attend to the normal duties required of him.  In such event, the
          Company shall pay to the Executive, or to his legal
          representatives, base compensation as specified in paragraph 5,
          hereof, for a period of twelve (12) months from the date of
          termination.  Upon completion of the termination payments
          provided for in this paragraph, all of the Company's obligations
          to pay compensation under this Agreement shall cease.

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     12.  The Company makes no representations, guaranty, warranty, or
          other assurance of any kind to the Executive or any other person
          regarding the federal, state or local tax consequences of this
          Agreement or any payments hereunder, and the Company does not
          agree to indemnify the Executive or any other person for any
          federal, state or local taxes of any kind with respect to
          payments hereunder.
     13.  This Agreement shall be binding upon and inure to the benefit of
          the Company, its successors and assigns, and the Executive and
          his heirs, executors, administrators and legal representatives.
     14.  The Company will not consolidate or merge into or with another
          corporation or entity, or transfer all or substantially all of
          its business and/or assets to another entity, directly or
          indirectly, unless such other entity (hereinafter referred to as
          the "Successor") shall assume this Agreement and the obligations
          of the Company hereunder; and upon such assumption, the Executive
          and the Successor shall become obligated to perform the terms and
          conditions hereof.  However, if during the first 180 days
          following any such consolidation or merger, the Executive
          determines that he does not desire to remain employed by the
          Successor or the Successor determines that the services of the
          Executive are no longer required, such consolidation or merger
          shall be deemed an involuntary termination of the Executive's
          employment, and the Executive shall be paid an amount equal to
          his annual base salary at the time of the consolidation or
          merger.  This payment will be made to the Executive in a single
          lump sum at the time of the termination.
     15.  The Executive will not, at any time during the Term of
          Employment, or for a period of one year after the voluntary
          termination of the Executive's employment, directly or indirectly
          disclose or furnish to any other person, firm, or corporation any
          information relating to the Company or its parent, subsidiaries,
          or affiliates with respect to technology of the Company's
          products, methods of obtaining business, advertising products,
          customers or suppliers, or any confidential or proprietary
          information acquired by the Executive during the course of his
          employment by the Company or its parent, subsidiaries, or
          affiliates.
     16.  This Agreement constitutes the entire agreement between the
          parties hereto relating to the subject matter set forth herein
          and supersedes any prior oral and/or written agreements,
          understandings, negotiations, or discussions of the parties.
          There are no warranties, representations or agreements between
          the parties in connection with the subject matter hereof, except
          as set forth or referred to herein.  No supplement, modification,
          waiver, or termination of this Agreement or any provision hereof
          shall be binding unless executed in writing by the parties to be
          bound thereby.  Waiver of any of the provisions of this Agreement
          shall not constitute a waiver of any other provision (whether or
          not similar), nor shall such waiver constitute a continuing
          waiver unless otherwise specifically provided.
     17.  The failure of either party at any time to require performance by
          the other of any provision hereof shall not affect in any way the
          full right to require such performance at any time thereafter,
          nor shall the waiver by either party of the breach of any
          provision hereof be taken or be held to be a waiver of the
          provision itself.

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     18.  Any notice or other communication required or permitted to be
          given under or in connection with this Agreement shall be in
          writing, delivered in person or by public telegram, or by mailing
          same, certified or registered mail, postage prepaid, in an
          envelope addressed to the party to whom notice is to be given, at
          the address given at the beginning of this Agreement, and shall
          be effective upon receipt thereof.  Each party shall be entitled
          to specify a different address by giving notice as aforesaid to
          the other party.
     19.  The invalidity or unenforceability of any paragraph, term, or
          provision hereof shall in no way affect the validity or
          enforceability of the remaining paragraphs, terms, or provisions
          hereof.  In addition, in any such event, the parties agree that
          it is their intention and agreement that any such paragraph, term
          or provision which is held or determined to be unenforceable as
          written shall nonetheless be in force and binding to the fullest
          extent permitted by law as though such paragraph, term or
          provision had been written in such a manner and to such an extent
          as to be enforceable under the circumstance.  Without limiting
          the foregoing, with respect to any restrictive covenant contained
          herein, if it is determined that any such provision is excessive
          as to duration or scope, it is intended that it nevertheless
          shall be enforced for such shorter duration, or with such
          narrower scope, as will render it enforceable.
     20.  All of the terms and provisions of this Agreement shall be
          binding upon and shall inure to the benefit of the parties hereto
          and their respective heirs, executors, administrators,
          transferees, successors, and assigns.
      21. This Agreement shall be governed and construed under the laws of
          the State of Idaho.


IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
entered into as of the date and year hereinabove first set forth.


     For Atlas Mining Company:  _______________________________

     Executive: _________________________________