EXHIBIT 10.3



BIO:

Barry McFarland:

                  Director & Chief Financial Officer


Mr.  McFarland  has  more  than 30  years  of  experience  including  successful
start-up,  turnaround and fortune 500 companies with recent positions  including
CFO  of  a  $120  million  manufacturer  of  FDA-regulated  consumer  healthcare
products;  CEO/CFO for a publicly traded distributor of surgical equipment; Vice
President  of Finance and  Administration  for a software  developer  of foreign
exchange trading systems;  and, CFO of a consumer products company that was sold
to Proctor & Gamble.  With vast  experience  in the design and execution of both
public and private  financing  structures  and  strategies to support  mergers &
acquisitions,   McFarland  has  created  and  implemented  internal  development
activities  adding corporate value and fostering organic growth including direct
experience  with both private  placements  and asset- based lending  agreements.
Having  significant  experience  in the set-up and  operation of both direct and
outsourced manufacturing and distribution for multiple industries,  McFarland is
accustomed  to  dealing  with  highly   complex   issues  in  rapidly   changing
environments.  He is well  acquainted  with issues such as revenue  recognition,
investor  relations  and SEC reporting and  compliance  and has vast  experience
negotiating   and   executing   technology   licensing   agreements,    contract
negotiations,  systems  implementation,  and  all  aspects  of  operational  and
financial planning,  reporting,  control,  risk and treasury management for both
domestic and international operations.