Exhibit  10.14
                                    RAPIDTRON

Date:        August  12,  2003
To:          John  Creel
From:        Steve  Meineke
Subject:     Amendment to Employment Agreement related to Stock Options


This  will  memorialize an agreement between Rapidtron, Inc. and John Creel that
amends  the  Employment  Agreement  dated January 17, 2003 between Rapidtron and
John  Creel,  as amended on April 11, 2003 (the "Agreement"). Section 5.c of the
Agreement  is  amended to extend the time for Rapidtron  to adopt a stock option
plan from July 31, 2003, until no later than September 15, 2003.

By  signiing  below,  each party hereby acknowledges and agrees to the foregoing
amendment.  Except as expressly modified herein, the Agreement shall continue in
full  force  and effect and the parties hereby ratify and reaffirm the Agreement
as  modified  herein.


RAPIDTRON,  INC.

By: /s/ Steve  Meineke
   ---------------------------------------------
     Steve  Meineke,  Secretary  &  Treasurer



ACKNOWLEDGED  AND  AGREED:

/s/ John  Creel
- ------------------------------------------------
JOHN  CREEL,  an  individual