EMPLOYMENT AGREEMENT



         THIS AGREEMENT  made this 8th day of July,  2004, by and between Galaxy

Nutritional Foods, Inc., a Florida corporation (the "Corporation"),  and Michael

E. Broll (the "Employee"),



                              W I T N E S S E T H :

                              - - - - - - - - - - -



         WHEREAS,  the  Corporation  desires  to  hire  Employee  as  its  Chief

Executive Officer; and,



         WHEREAS, Employee is willing to be employed by the Corporation.



         NOW,  THEREFORE,  in consideration of the mutual covenants and promises

contained herein, the parties agree as follows:



         1.  Employment.  The Corporation  hereby employs  Employee as its Chief

Executive  Officer whose primary  duties shall  include,  but not be limited to,

oversight and  management of the operations of the Company and  preparation  and

coordination  of Company  budgets.  Employee  hereby accepts such employment and

agrees to  perform  the  foregoing  and such  other  duties  as are  customarily

performed by one holding such position in other,  same or similar  businesses as

that  engaged in by the  Corporation  and to render any such other  services and

duties as may be assigned from time to time by the Corporation.



         2. Performance of Employee's  Duties. The Employee agrees to devote his

full time to the faithful  performance of his duties for the  Corporation and to

render  service to the  Corporation  to the best of his ability,  experience and

talent to the satisfaction of the Corporation.  Such duties shall be rendered at

such place or places in Central  Florida,  as the  Corporation  shall require in

accordance with the best interests,  needs,  business and  opportunities  of the

Corporation.



         3. Term of Employment.  The term of employment shall be for a period of

one year,  commencing  on July 8, 2004,  and  expiring on the first  anniversary

thereof.  The Term shall  automatically  renew for  successive  one year periods

unless either party gives the other written notice at least 90 days prior to the

end of the then Term of this  Agreement that such party does not desire to renew

this Agreement.



         4. Compensation.



            a. The  Corporation  agrees to pay Employee  and Employee  agrees to

accept from the Corporation,  in full payment for Employee's services hereunder,

base  salary at the rate of Two Hundred  Thousand  DOLLARS  ($200,000)  per year

payable  in  equal   semi-monthly   installments   or  in  accordance  with  the



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Corporation's  normal  pay  practices  as may be  altered  from  time to time by

Corporation subject to customary payroll deductions.



            b. The Corporation  shall reimburse  Employee for approved  business

travel expenses in accordance with Company policy.



            c. Employee shall be eligible to  participate  in the  Corporation's

performance  based  compensation   program  offered  to  other  executive  level

employees effective as of the Corporation's fiscal year beginning April 1, 2005.

The Board in its sole  discretion may grant a performance  bonus to Employee for

the period of Employee's service prior to April 1, 2005.



         5. Other Benefits.



            a. The  Corporation  shall  provide  Employee with such benefits and

business  expenses as are  provided to other  executive  level  employees of the

Corporation,  including, but not limited to insurance for health, disability and

dental insurance.



            b. The Corporation  shall reimburse  Employee's  reasonable costs of

lodging  in  Orlando,  Florida  for  one  year  commencing  on the  date of this

Agreement  as agreed to between  the parties  and for  expenses  related to such

lodging, but such related expenses shall not exceed $500 per week.

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