Exhibit 10.11


                              EMPLOYMENT AGREEMENT


   THIS EMPLOYMENT AGREEMENT is made effective the 15th day of February, 1994,
by and between ROSETTA TECHNOLOGIES INC., a Wyoming corporation, with principal
offices located at 1310 Ranch Road 620 South, Suite B195, Austin, Texas 
78734-6342 (hereinafter referred to as the "Employer"), and MARK C. HOLLIDAY, a
resident of Austin, Texas (hereinafter referred to as the "Employee").

                              W I T N E S S E T H:

   WHEREAS, the Employer desires to employ the Employee, and the Employee and
Employer desire to enter into an agreement relating to such employment,
outlining the duties and obligations of each:

   NOW, THEREFORE, in consideration of the premises and the mutual covenants
herein set forth, it is agreed as follows:

   1.   EMPLOYMENT.  The Employer agrees to employ the Employee, and the
Employee agrees to be employed by the Employer, subject to the terms and
conditions set forth herein.

   2.   TERM.  Subject to the provisions hereof, the term of the Employee's
employment by the Employer under this Agreement shall expire on February 14, 
1995; provided that such term of employment shall continue thereafter unless 
and until terminated by either the Employer or the Employee upon no less than 
one hundred twenty (120) days' prior written notice to the other of the 
desire to terminate such employment.  The term of the Employee's employment 
hereunder, including any continuation of the original term, is hereinafter 
referred to as the "Employment Period."

   3.   POSITION AND DUTIES.  During the Employment Period, the Employee shall
serve as President and Chief Executive Officer of the Employer with such
assignments, powers and duties as are assigned or delegated to him by the Board
of Directors of the Employer.  Such assignments, powers and duties may, from
time to time, be modified by the Employer, as the 




Employer's needs may require. The Employee shall also, at the request of the 
Employer, perform similar services for any Affiliate (as hereinafter defined) 
of the Employer without additional compensation.  The Employee agrees to 
devote all of his business time, skill, attention and best efforts to the 
business of the Employer and its Affiliates in the advancement of the best 
interests of the Employer and its Affiliates.  As used in this Agreement, the 
term "Affiliate" of the Employer means any person or corporation that, 
directly or indirectly through one or more intermediaries, controls or is 
controlled by or is under the control of the Employer.

   4.   COMPENSATION.

        A.   For all services rendered by the Employee to the Employer during
the Employment Period, the Employer shall pay the Employee a salary at the 
rate of One Hundred Thousand Dollars ($100,000) annually.  The compensation 
is to be payable, subject to such withholdings as are required by law, in 
installments in accordance with the Employer's customary payroll practices.

        B.   The Employer will grant to the Employee an option to purchase Two
Hundred Thousand (200,000) shares of its common stock (the "Option") at an 
option price determined by the policies, guidelines, rules and regulations of 
the Vancouver Stock Exchange.  One third of the Option shall vest on each of 
the first, second and third anniversaries of the date of grant and shall 
expire five (5) years from the date of grant.  In the event of a "change of 
control" (defined as ownership of more than 40% of the combined voting power 
of the Employer's then outstanding securities by a "Person," as used in 
Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended) 
of the Employer, the Option shall become fully vested and exercisable.

        C.   On approximately September 1, 1994, the Chairman of the Board of
Directors of the Employer will review the Employer's operations and the 
Employee's performance since February 15, 1994 and from such review will 
determine the Employee's eligibility for a bonus of up to Twenty Thousand 
Dollars ($20,000) and additional stock options for up to One Hundred 

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Thousand (100,000) shares of the Employer's common stock.  The awarding and 
amount of the bonus and the granting of additional stock options shall be 
subject to approval of the Board of Directors of the Employer and the 
Vancouver Stock Exchange.

   5.   OFFICE FACILITIES.  During the Employment Period, the Employer will
furnish the Employee, without charge, suitable office facilities for the 
purpose of performing his duties hereunder, which facilities shall include 
secretarial, telephone, clerical and support personnel and services and shall 
be similar to those furnished to employees of the Employer having comparable 
positions.

   6.   FRINGE BENEFITS; VACATIONS.  During the Employment Period, the
Employee shall be entitled to participate in or receive benefits under such 
pension, medical and life insurance and other employee benefit plans of the 
Employer which may be in effect from time to time, to the extent he is 
eligible under the terms of those plans, on the same basis as other employees 
of the Employer having comparable positions.  The Employee shall be entitled 
to vacations with pay in accordance with the policies of the Employer in 
effect from time to time.

   7.   EXPENSES.  Subject to such policies regarding expenses and expense
reimbursement as may be adopted from time to time by the Employer and 
compliance therewith by the Employee, the Employee is authorized to incur 
reasonable expenses in the performance of his duties hereunder, and the 
Employer will reimburse Employee for such reasonable out-of-pocket expenses 
upon the presentation by the Employee of an itemized account and receipts 
satisfactory to the Employer.

   8.   TERMINATION.

        A.   If the Employee dies or becomes disabled during the Employment
Period, the Employee's salary and other rights under this Agreement or as an 
employee of the Employer (except for salary and other rights accrued prior 
thereto) shall terminate at the end of the month during which death or 
disability occurs.  For purposes of this Agreement, the Employee shall be 
deemed to be "disabled" if, at any time during the Employment Period, the 
Employee shall have 

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been unable to perform the duties of his employment hereunder due to physical 
or mental incapacity for a period of ninety (90) days or any ninety (90) days 
in a period of two hundred seventy (270) days.

        B.   If the Employee fails to perform his duties hereunder or to
comply with any of the provisions hereof or commits any act of misconduct, 
malfeasance, gross negligence or disloyalty, the Employment Period and the 
Employee's salary and other rights under this Agreement as an employee of the 
Employer, subject to 8C below, shall terminate upon written notice from the 
Employer to the Employee, but such termination shall not affect the liability 
of the Employee by reason of his misconduct, malfeasance, gross negligence or 
disloyalty.

        C.   If it is determined that the Employer has terminated the Employee
without cause as determined in accordance with Section 8B above, the Employee 
will not be subject to the provisions of Section 10, COVENANT NOT TO COMPETE, 
herein.

   9.   COVENANTS NOT TO DISCLOSE.  The Employee covenants and agrees that he
will not, at any time during or after the termination of his employment by 
the Employer, communicate or disclose to any person, or use for his own 
account, or advise, discuss with, or in any way assist any other person or 
firm in obtaining or learning about, without the prior written consent of the 
Employer, information concerning any inventions, processes, programs, 
systems, flow charts or equipment used in, or any secret or confidential 
information (including, without limitation, any customer lists or trade 
secrets) concerning, the business and affairs of the Employer or any of its 
Affiliates acquired by the Employee during the term of his employment by the 
Employer.  The Employee further covenants and agrees that he shall retain all 
such knowledge and information concerning the foregoing in trust for the sole 
benefit of the Employer and its Affiliates and their respective successors 
and assigns.

   10.  COVENANT NOT TO COMPETE.  The Employee covenants and agrees that,
during the Employment Period and for a period of one (1) year after the 
voluntary resignation of the Employee or termination for cause as outlined in 
8B herein, he will not directly render services 

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or advice to, or be engaged in a business during such one-year period which 
is in competition with the business of the Employer except in the course of 
his employment hereunder or except upon the written consent of the Employer.

   11.  ESSENTIAL NATURE OF COVENANTS.  The covenants of the Employee
contained in Sections 9 and 10 shall be construed as independent of any other 
provision of this Agreement; and the existence of any claim or cause of 
action of the Employee against the Employer or any of its subsidiaries, 
whether predicated on this Agreement or otherwise, shall not constitute a 
defense to the enforcement by the Employer of said covenants.  The Employee 
understands that the covenants contained in Sections 9 and 10 are essential 
elements of the transactions contemplated by this Agreement and, but for the 
agreement of the Employee to Sections 9 and 10, the Employer would not have 
agreed to enter into such transactions.

   12.  REMEDIES.  In the event of a breach or threatened breach by the
Employee of Section 9 or 10, the Employer shall be entitled to a temporary 
restraining order and an injunction restraining the Employee from the 
commission of such breach.  Nothing herein contained shall be construed as 
prohibiting the Employer from pursuing any other remedies available to it for 
such breach or threatened breach, including the recovery of money damages.

   13.  WAIVER OF BREACH.  The waiver by one party of a breach of any
provision of this Agreement by the other party shall not operate or be 
construed as a waiver of any subsequent breach by the other party.

   14.  BINDING EFFECT.  This Agreement shall inure to the benefit of and
shall be binding upon the parties hereto and their respective successors, 
assigns, heirs and legal representatives.  Insofar as the Employee is 
concerned, this Agreement, being personal, cannot be assigned.

   15.  SEVERABILITY.  The invalidity of all or any part of any section of
this Agreement shall not render invalid the remainder of this Agreement or 
the remainder of such section.  If any provision of this Agreement is so 
broad as to be unenforceable, such provision shall be interpreted to be only 
so broad as is enforceable.

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   16.  COUNTERPARTS.  This Agreement may be executed in any number of
counterparts, each of which shall, when executed, be deemed to be an 
original, but all of which together shall constitute one and the same 
instrument.

   17.  GOVERNING LAW.  This Agreement shall be construed (both as to validity
and performance) and enforced in accordance with and governed by the laws of 
the State of Texas.

   18.  NOTICE.  All Notices which are required or may be given under this
Agreement shall be in writing and shall be deemed to have been duly given 
when delivered in person or three (3) days after being mailed by registered 
or certified first-class mail, postage prepaid, return receipt requested, if 
to the Employee at 722 Bermuda, Austin, Texas 78734, or if to the Employer, 
at the address listed above, or to such other address as such party shall 
have specified by notice to the other party hereto as provided in this 
section.

   19.  ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement
between the parties hereto and supersedes all prior agreements, 
understandings and arrangements, oral or written, between the parties hereto 
with respect to the subject matter hereof.

   IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and date first above written.

ROSETTA TECHNOLOGIES INC.



By:  /s/ PARRIS H. HOLMES, JR. 
   ____________________________
   Parris H. Holmes, Jr.
   Chairman




     /s/ MARK C. HOLLIDAY          
   ________________________________
   MARK C. HOLLIDAY

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