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WHEREAS, the Company desires to employ the Executive as its Executive Vice President of Finance and Chief Financial Officer upon the terms and subject to the conditions set forth in this Agreement; and

NOW, THEREFORE, in consideration of the covenants and agreements hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1.1. Term of Employment. The Executives employment under this Agreement shall commence on September 11, 2006 (the Start Date) and shall continue until December 31, 2008, (such period being herein referred to as the Initial Term, and the period from the Start Date through December 31, 2006 and any year thereafter ending on December 31 shall be referred to as an Employment Year). After the Initial Term and on the last day of any Employment Year thereafter, this Agreement shall be automatically renewed for successive one year periods (each such period being referred to as a Renewal Term), unless, more than ninety (90) days prior to the expiration of the Initial Term or any Renewal Term, either the Executive or the Company gives written notice that employment will not be renewed, whereupon the term of the Executives employment (the Term) shall terminate upon the expiration of the Initial Term or the then current Renewal Term, unless sooner terminated pursuant to Section 5 hereof.

1.2.1. During the Term, the Executive shall have the title of Executive Vice President of Finance and Chief Financial Officer of the Company and shall have such duties as may be from time to time delegated to her by the Chief Executive Officer and the Board of Directors of the Company (the Board). The Executive shall faithfully and diligently discharge her duties hereunder and use her best efforts to implement the policies established by the Board. The Executive's responsibilities shall include, among other things, to render executive, policy, operations and other management services to the Company of the type customarily provided by persons situated in similar executive and management capacities.

The Executive shall devote all of her business time, attention, knowledge and skills faithfully, diligently and to the best of her ability, in furtherance of the business and activities of the Company, provided, however, that nothing in this Agreement shall preclude the Executive from devoting reasonable periods of time required for serving as a director and member of a committee of the board of directors of any of the organizations or corporations of which the Executive currently serves or may serve in the future so long as (i) such activities involve no conflict of interest with the interests of the Company, (ii) the Executive notifies the Board of Directors of the Company of any new appointment and the Board does not object to such appointment, and (iii) such activities do not materially interfere with the performance of the Executives duties and responsibilities under this Agreement.

(a) The Company shall pay to the Executive the reasonable expenses incurred by her in the performance of her duties hereunder, including, without limitation, those incurred in connection with the use of an automobile, business related travel or entertainment, or, if such expenses are paid directly by the Executive, the Company shall promptly reimburse her for such payments, provided that the Executive properly accounts for such expenses in accordance with the Company's policy.

(b) The Company shall pay to the Executive an automobile expense allowance in the amount of $1,000 per month. The Executive shall pay all the expenses of maintaining, insuring and operating such automobile.

1.4 Consideration. In consideration for the Executives execution of this Agreement, the Company agrees that the Executive shall become employed by the Company as set forth in this Agreement, the Executive shall be permitted access to the Companys confidential information and shall be eligible to receive post-Term severance payments (Sections 5.4.2 and 5.4.3) as set forth in this Agreement (subject to her compliance with Sections 7 and 8 of this Agreement). The Executive understands, acknowledges and agrees that the Executive would not receive the consideration specified in this Section 1.4, except for the Executives execution of this Agreement and the fulfillment of the promises contained herein.

2.1. Base Salary. During the Term, the Executive shall be entitled to receive a base salary (Base Salary) at a rate of two hundred five thousand dollars ($205,000.00) per annum during the Term, which Base Salary shall be payable in arrears in equal installments not less frequently than on a bi-monthly basis in accordance with the payroll practices of the Company, with such increases as may be determined by the Board from time to time.

2.2. Signing Bonus. In addition to the Base Salary, the Company shall pay to the Executive a signing bonus of $20,000, which bonus shall be paid with the Companys first payroll following the commencement of the Term.

2.3. Incentive Bonus. The Executive shall be eligible to receive, for each Employment Year during the Term (other than the year ending December 31, 2006), an annual incentive bonus in each calendar year ending December 31 of up to an amount equal to $82,000 (the Incentive Bonus) if the Company achieves goals and objectives mutually agreed upon in writing by the Board of Directors and the Executive for each Employment Year; provided, however, that the Incentive Bonus for the year ending December 31, 2006 shall be such amount as determined by the Board of Directors but in any event not be less than $27,000. The Incentive Bonus shall be paid in a single lump sum no later than 15 calendar days following the date on which the Company files with the Securities and Exchange Commission (the SEC) its Annual Report on Form 10-K (or Form 10-KSB) which includes audited financial statements for such Employment Year audited by an independent registered public accounting firm.