EMPLOYMENT AGREEMENT


      THIS  EMPLOYMENT  AGREEMENT,  dated this ____ day of July 2003, is between
PYRAMID MUSIC CORP.,  (hereinafter  referred to as  "PYRAMID")  and LES GARLAND,
(hereinafter referred to as "GARLAND"), and in exchange for the mutual covenants
and consideration recited hereinafter, it is hereby agreed as follows:

      1.  EMPLOYMENT:  This  Agreement  will govern terms and conditions of your
employment  with the company  PYRAMID MUSIC CORP.,  commencing  upon the closing
date of the transactions  contemplated by the Agreement (hereinafter referred to
as  "Effective  Date").  The period  which  GARLAND is actively  employed by the
Company is hereinafter referred to as the "Employment Period".

      2. POSITION;  DUTIES: GARLAND will be employed by the Company as the Chief
Operating  Officer of "the Tube".  GARLAND will report to the Companies Board of
Directors  ("the Board") or such persons as  designated by the Board,  and shall
perform  such duties as may be assigned  to GARLAND.  Such duties will  include,
without limitation, leading the Company's strategic planning process, developing
the Company's  annual  business  plans,  directing the process of monitoring the
Company's  progress toward  achieving  financial and operating  goals, and human
resources  and business  development.  GARLAND  agrees to use his best offers to
perform such duties faithfully, to devote all of his working time, attention and
energies to the businesses of the Company, and while he remains employed, not to
engage in any other  business  activity  that is in conflict with his duties and
obligations to the Company.

      It is the  condition TO GARLAND's  obligations  hereunder  that GARLAND be
named a  member  of the  Company's  Board  of  Directors  concurrently  with the
commencement  of  employment  with the Company.  The Company  shall use its best
efforts  thereafter  to cause  GARLAND to  continue  as a member of the Board of
Directors,  subject to the fiduciary duties of the other members of the Board of
Directors  and the rights of  holders of the  Company's  common  stock  ("Common
Stock") to elect  directors  annually.  GARLAND  agrees to resign from the Board
upon GARLAND's termination of employment of any reason.


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      3. BASE SALARY:  GARLAND will be paid a base salary ("Base  Salary") at an
annual rate of  $350,000.00  payable in  accordance  with the  Company's  normal
payroll practices. GARLAND's Base Salary will be reviewed at least annually, and
may be subject to upward (but not downward)  adjustment at the discretion of the
Company.

      4.  ADDITIONAL  BENEFITS:  If during the term of this  Agreement,  PYRAMID
MUSIC CORP.,  consummates its own business combination defined as (i) any merger
or




consolidation  involving  PYRAMID  MUSIC  CORP.,  or (ii) the  acquisition  by a
person,  group or entity of fifty percent (50%) of the voting stock, or all or a
substantial   portion  of  the  assets  of  PYRAMID  MUSIC  CORP.,  in  any  one
transaction,  by way of  tender,  or  exchange  offer,  negotiated  purchase  or
otherwise (LES GARLAND) shall be paid a fee equal to 3% of the Aggregate  Market
Value of the business  combination with a minimum of $3 million and a maximum of
$10 million provided, that in the event (LES GARLAND) introduces the transaction
to PYRAMID MUSIC CORP., there shall be no maximum.

      5.  BENEFITS:  GARLAND  will be provided  with such  retirement  benefits,
vacation,  fringe  benefits and  insurance  coverages  as are made  available to
employees of the Company generally.

      6.  TERMINATION:  GARLAND  will be free to resign  from the Company at any
time,  and the Company will be free to  terminate  GARLAND's  employment  at any
time. Upon any such termination or resignation,  GARLAND will be entitled to any
amounts  earned  and  payable  but not yet paid.  In  addition,  if the  Company
terminates  GARLAND's  employment  other than for Cause,  or you resign for Good
Reason, then in lieu of any other severance benefits otherwise payable under any
Company   policy,   or  any  other  damages  payable  in  connection  with  such
termination,  GARLAND  will be  entitled to  receive:  (i) monthly  installments
payable  during the shorter of the remainder of the Term or the one-year  period
following such termination of employment (the "Severance Period"),  in an amount
equal to one-twelfth of GARLAND's  Base Salary at the time of  termination,  and
(ii) during the Severence Period,  or if earlier,  until GARLAND become eligible
for coverage under another employer's group health,  continued medical insurance
coverage on the same basis that such coverage is provided to active employees of
the Company (which period of coverage will offset  periods of coverage  required
under COBRA).


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The  provision  of the benefits set forth in clauses (i) and (ii) above shall be
conditional  upon (x) GARLAND's  compliance with the  Restrictive  Covenants (as
defined below), (y) GARLAND's compliance with the provision of paragraphs 11 and
(z) GARLAND's execution of a customary release of claims in favor of the Company
and its affiliates, in a form prescribed by the Company.

"Cause"  means a finding by the  Company  that  GARLAND  has (i)  willfully  and
continually  failed or refused to conform to the  organizational  and management
structure  prescribed  by the  Company,  (ii)  committed  a  felony  or a  crime
involving moral turpitude, (iii) committed any act of gross negligence or fraud,
(iv)  materially  breached  this  Agreement  or  any  of  the  condition  of his
employments  which breach either cannot be cured or was not cured after adequate
and specific  written notice thereof,  (v) failed to  substantially  perform his
duties (other than by reason of a physical or mental impairment) or to implement
the  directives of the Company that continued for 30 days after GARLAND has been
provided adequate and specific written notice thereof, or (vi) willfully engaged
in conduct That is materially injurious to the Company, monetary or otherwise.

"Good  Reason"  means a material  breach of this  Agreement by the Company which
breach either cannot be cured or was not cured after adequate  specific  written
notice thereof.

      7.  CONFIDENTIAL  INFORMATION:  GARLAND  agrees that he will, at all times
during the Employment Period and thereafter,  maintain in confidence,  and shall
not disclose, directly or indirectly, to any third party or use for any purpose,
and Confidential  Information (as defined below),  except (i) to the extent such
information  becomes  publicly known other than by his breach of this Agreement;
(ii) to the extent  GARLAND is  required  by law to  disclose  any  Confidential
Information  in which event  GARLAND will provide the Company with prompt notice
of such  required  disclosure  so  that  the  Company  may  seek an  appropriate
protective  order  and/or  waive  his  compliance  with the  provisions  of this
Agreement,  and GARLAND will consult with the Company as to the  advisability of
taking legal available steps to resist or narrow such disclosure,  and if in the
absence of a  protective  or the  receipt of a waiver  hereunder,  GARLAND  will
consult with the Company as to the  advisability of taking legal available steps
to resist or narrow such disclosure, and if in the absence of a protective order
or the receipt of a waiver hereunder,  GARLAND  nonetheless,  based on advice of
his legal counsel, is compelled to disclose any of the Confidential  Information
to any tribunal or else stand  liable for  contempt or suffer  other  censure or
penalty, GARLAND may disclose such of the


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Confidential  Information  which he is  compelled  to disclose to such  tribunal
without  liability  hereunder;  provide,  however,  that GARLAND  shall give the
Company written notice of the Confidential Information to be disclosed as far in
advance of its  disclosure as is  practicable  and shall use his best efforts to
obtain  and  cooperate  with the  Company in seeking to obtain an order or other
reliable assurance that confidential treatment will be accorded to such portions
of  the  Confidential  Information  required  to be  disclosed  as  the  Company
designates;  (iii) in  GARLAND's  capacity  as an employee of the Company to the
extent  reasonably  appropriate in furtherance of the business of the Company or
its subsidiaries; or (iv) to your attorneys or accountants,  provided, that such
attorneys or accountants will be informed of the content of this paragraph 7 and
by  receiving  such  information  agree to be bound  by the  provisions  of this
paragraph 7 and GARLAND hereby agrees to be responsible for any breach hereof by
its attorneys or accountants.  Upon GARLAND's termination of employment with the
Company for any reason,  or otherwise  upon the request of the Company,  GARLAND
will  deliver  to  the  Company  (a)  all  documents  and  materials  containing
Confidential  Information,  and (b) all documents,  materials and other property
belonging  to the  Company  which is in his  possession  or under  his  control,
including  but not limited to all  Company  keys,  entry  cards,  credit  cards,
parking passes,  portable projectors,  computers,  cellular  telephones,  office
equipment  and  other   property   belonging  to  the  Company  or  any  of  its
subsidiaries.

"Confidential  Information"  shall  mean  any  ideas,  methods,  trade  secrets,
customer  information or business plans or any other confidential or proprietary
information  of the Company or any of its  subsidiaries.  Without  limiting  the
generality  of  the  foregoing,  Confidential  Information  shall  include:  (i)
customer  or   prospective   customer   lists  and  details  of  agreements  and
arrangements  with  customers;  (ii)  marketing,  financial  and other  business
information and plans;  (iii) research and development;  (iv) computer programs;
(v) sources of supply;  (vi)  identities of consultants and  contractors;  (vii)
purchasing operating and other cost date (iii) special customer needs, costs and
pricing data; (ix) employee  information.  Confidential  Information  shall also
include information recorded in manuals, memoranda, projections, minutes, plans,
drawing, designs, formula books, specifications,  computer programs and records,
whether or not legended or otherwise identified as Confidential Information.


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      8.  DISCOVERIES  AND WORKS:  All  discoveries and Works (as defined below)
made or conceived by GARLAND during the  employment  Period or during the period
that he owned securities of the Company,  jointly or with others, that relate to
the present or anticipated activities of the Company or its subsidiaries, or are
used or usable by the  Company  or any  subsidiary.  The term  "Discoveries  and
Works"  includes,  by  way  of  example  but  without  limitation,  Confidential
Information,   patents  and  patent   applications,   trademark   and  trademark
registrations and applications, service marks and service mark registrations and
applications,   trade  names,   copyrights  and  copyright   registrations   and
applications.  Discoveries  and  Works  shall not be deemed to have been made or
conceived by GARLAND  "jointly or with others" if such Discoveries and Works are
made and  conceived by an entity in which  GARLAND is merely a passive  investor
and if GARLAND  has no  knowledge  of such  Discoveries  and Works and is not an
active  participant in the discovery or development of such Discovery and Works.
GARLAND agrees to (a) promptly notify,  make full disclosure to, and execute and
deliver any documents  requested by the Company or any  subsidiary,  as the case
may be, to  evidence  or better  assure  title to  Discoveries  and Works in the
company or any  subsidiary,  as so  requested,  (b) renounce any and all claims,
including, without limitation,  claims or ownership and royalty, with respect to
all  Discoveries  and Works  and all other  property  owned or  licensed  by the
Company or any subsidiary, (c) assist the Company or any subsidiary in obtaining
or maintaining for itself as its own expense United States and foreign  patents,
copyrights,  trade  secrets  protection  or  other  protection  of any  and  all
Discoveries  and Works,  and (b)  promptly  execute  all  applications  or other
endorsements  necessary or appropriate to maintain  patents and other rights for
the  Company or any  subsidiary  and to protect  the title of the Company or any
subsidiary thereto, including,  without limitation,  assignments or such patents
or other rights.  Any Discoveries  and Works which,  within six months after the
termination  of  GARLAND's  employment  with the Company,  are made,  disclosed,
reduced to a tangible or written form or description, or are reduced to practice
by GARLAND and which pertain to the business  carried on or products or services
being sold or  developed  by the Company or any  subsidiary  at the time of such
termination will, as between such GARLAND and the Company or any subsidiary,  as
the case may be,  presumed to have been made during  such  GARLAND's  employment
with or service as a director of the Company or any  Subsidiary  or ownership of
securities of the Company,  as the case may be.  GARLAND  acknowledges  that all
Discoveries  and Works shall be deemed "works made for hire" under the Copyright
Act of 1976, as amended, 17 U.S.C. 101.


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      9.  COMPETING  BUSINESS,  ETC.  GARLAND  agrees that during the Employment
Period  and for a  period  of one  year  thereafter,  he will  not  directly  or
indirectly:  (i) own,  manage,  operate,  join, or have  financial  interest in,
control or participate in the ownership, management, operation or control of, or
be employed as an employee,  agent or consultant,  or in any Other individual or
representative  capacity  whatsoever,  or use or  permit  his name to be used in
connection  with,  or be otherwise  connected in any manner with any business of
enterprise  worldwide  (x)  engaged  in the  design,  development,  manufacture,
distribution  or sale of any of the same or similar  types of  products,  or the
provision of any of the same or similar types of services,  which the Company or
any subsidiary was designing, developing,  manufacturing,  distributing, selling
or providing at any time during the Employment Period, or (y) which is otherwise
competitive  with the  business  carried  on or  planned  by the  Company or any
subsidiary at any time during the Employment Period; provided that the foregoing
restriction shall not be construed to prohibit  GARLAND's  ownership of not more
that two  percent  (2%) of any class of  securities  registered  pursuant to the
Securities Exchange Act of 1934, as amended, which securities are publicly owned
and regularly traded on any national exchange or in the over-the-counter market,
provided  further,  that such  ownership  represents  a passive  investment  and
GARLAND does not, in any way, either directly or indirectly,  manage or exercise
control  over any such  Company,  guarantee  any of its  financial  obligations,
otherwise take part in its business other than exercising his or her rights as a
share holder,  or seek to do any of the  foregoing;  (ii) solicit or canvass the
trade,  business  or  patronage  of any  persons or  entities  that were  either
customers with respect to any products sold,  distributed or otherwise  provided
by the  Company  or any  subsidiary  at the  time of  GARLAND's  termination  of
employment,  or sell, distribute or otherwise provide to any such persons or any
such  prospective  customers  any such  products;  (iii)  whether  in writing or
orally, criticize,  disparage, or otherwise demean in any way the Company or its
affiliates  or their  respective  products,  officers,  directors  employees  or
shareholders;  (v) influence any individual who was an employee or consultant of
the Company or any such  subsidiary at any time during the Employment  Period or
during any period that GARLAND was an owner of  securities  of the  Company,  to
terminate its, his or her employment or consulting relationship with the Company
or any subsidiary or to become  employed by or a consultant to you,  directly or
indirectly; or


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(v)  interfere in any way with the  employment,  or other  relationship,  of any
employee or consultant of the Company or any subsidiary.

      10. ENFORCEMENT;  REMEDIES;  GARLAND agrees that the Company's remedies at
law for any breach or threat of breach by him or his agreements in paragraphs 7,
8,  and 9 (the  "Restrictive  Covenants")  would be  inadequate,  and  that,  in
addition  to any other  remedy to which the Company may be entitled at law or in
equity, the Company shall be entitled to a temporary or permanent  injunction or
injunctions or temporary  restraining order or orders to prevent breaches of the
Restrictive  Covenants  and to  enforce  specifically  the terms and  provisions
thereof,  in each case without the need to post any security or bond, and to the
extent the Company  prevails in any such action,  GARLAND  shall pay the Company
all costs of such action,  including the legal fees.  Nothing  contained in this
Agreement  shall be  construed as  prohibiting  the Company  from  pursuing,  in
addition, any other remedies available for such breach or threatened breach.

A waiver by the Company of any breach of any provision  hereof shall not operate
or be construed as a waiver of a breach of any other provision of this Agreement
or of any subsequent  breach by GARLAND.  It is expressly  understood and agreed
that  although  the parties  hereto  consider  the  Restrictive  Covenants to be
reasonable  for the purpose of preserving the goodwill,  proprietary  rights and
going concern  value of the Company and its  subsidiaries,  if a final  judicial
determination is made by a court having  jurisdiction that the time or territory
or any other  restriction  contained in paragraphs 7, 8 or 9 is an unenforceable
restriction  on  GARLAND's  activities,  the  provisions  thereof  shall  not be
rendered  void but shall be deemed  amended to apply as to such maximum time and
territory  and to such other  extent as such court may  judicially  determine or
indicate to be reasonable.  Alternatively,  if the court referred to above finds
that any Restrictive  Covenant or any remedy  provided herein is  unenforceable,
and such  restriction or remedy cannot be amended so as to make it  enforceable,
such  finding  shall  not  affect  the  enforce  ability  of any  of  the  other
Restrictive Covenants or the availability of any other remedy.


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      11. FUTURE COOPERATION:  GARLAND agrees that upon the Company's reasonable
request  following his  termination of  employment,  GARLAND will use reasonable
efforts to assist and cooperate with the Company in connection  with the defense
or  prosecution  of any claim that may be made  against or by the Company or its
affiliates, or in connection with any ongoing or future investigation or dispute
or claim of any kind  involving  the Company or its  affiliates,  including  any
proceeding before any arbitral, administrative,  regulatory,  self-reimbursement
for reasonable out-of-pocket expenses incurred in connection with providing such
assistance, except to the extent such assistance is provided after the Severance
Period,  in which case  GARLAND  shall be paid a per diem fee based on GARLAND's
Base Salary at the time of his termination of employment.

      12. INDEMNIFICATION:  The Company will indemnify and hold GARLAND harmless
from and against any and all  liabilities,  suits,  claims,  actions,  causes of
action,  and debts arising from and in connection  with GARLAND's  employment by
the Company and in the  performance of your duties for the Company in accordance
with terms of this Agreement.  Such indemnification  shall not apply to any such
liabilities,  suits, claims, actions, causes of actions or debts resulting from:
(i) any action by  GARLAND  constituting  gross  negligence,  fraud or  criminal
conduct,  (ii) any action by GARLAND  which is in violation of the terms of this
Agreement or in violation  of any  direction  given to GARLAND by the Company or
any officer of the  Company,  or (iii) any action  which is in  violation of any
laws,  rules,  regulations  or directives  applicable to the Company  and/or the
business of the Company.

      13. KEY MAN INSURANCE:  During the Employment  Period,  the Company may at
any time effect insurance on GARLAND's life and/or health in such amounts and in
such form as the Company may in its sole  discretion  decide.  GARLAND  will not
have any interest in such insurance,  but shall if the Company requests,  submit
to such medical examinations, supply such information and execute such documents
as may be required in connection with, or so as to enable the Company to effect,
such insurance.

      14.  WITHHOLDING:  The Company  shall have the right to withhold  from any
amount payable to GARLAND hereunder an amount necessary in order for the Company
to satisfy any withholding tax obligation it may have under applicable law.


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              15.  GOVERNING  LAW: The terms of this  Agreement,  and any action
         arising  thereunder,  shall be governed by and  construed in accordance
         with the domestic law of the State of Florida, without giving effect to
         any choice of law or conflict of law  provision or rule (whether of the
         State of  Florida  or any  other  jurisdiction)  that  would  cause the
         application  of the laws of any  jurisdiction  other  than the State of
         Florida.

              16.  WAIVER:  This  Agreement  may  not be  released,  changed  or
         modified in any manner,  except by an instrument  in writing  signed by
         GARLAND and the Company.  The failure of either party to enforce any of
         the provisions of this  Agreement  shall in no way be construed to be a
         waiver of any other or subsequent breach.

              17.  ASSIGNMENT:  This  Agreement is personal to GARLAND.  GARLAND
         shall not assign this Agreement or any of his rights and/or obligations
         under this  Agreement to any other  person.  The Company  may,  without
         GARLAND's  consent,  assign  the  Agreement  to  any  successor  to its
         business.

              18. DISPUTE RESOLUTION: To benefit mutually from the time and cost
         saving or  arbitration  over the delay  and  expense  of the use of the
         federal and state courts systems, all disputes involving this Agreement
         (except,  at the election of the Company,  for  injunctive  Restrictive
         Covenants),   including  claims  of  violations  of  federal  or  state
         discrimination statutes or public policy, shall be resolved pursuant to
         the  binding  arbitration  in New  York,  New  York.  In the event of a
         dispute,  a written request for  arbitration  shall be submitted to the
         New York office of the American Arbitration  Association.  The award of
         the arbitrators  shall be final and binding and judgment upon the award
         may be  entered in any court  having  jurisdiction  thereof.  Except as
         otherwise  provided above,  this procedure shall be the exclusive means
         of settling any disputes that may arise under this Agreement.  All fees
         and  expenses  of  the  arbitrators  and  all  other  expenses  of  the
         arbitration,  except for attorney's fees and witness expenses, shall be
         shared  equally by GARLAND and the  Company.  Each party shall bear its
         own witness expenses and attorneys' fees.





              19. ENTIRE  AGREEMENT:  Upon the Effective  Date,  this  Agreement
         supersedes all previous and contemporaneous communications,  agreements
         and understandings, whether oral or written, between GARLAND on the one
         hand, and the Company or any of its affiliates,  on the other hand, and
         constitutes  the sole and  entire  agreement  between  GARLAND  and the
         Company and any other parties named therein.

              20. NO CONFLICT:  GARLAND  represents  and warrants to the Company
         that his acceptance of employment and the performance of his duties for
         the Company will not  conflict  with or result in a violation or breach
         of,  or  constitute  a  default   under  any  contract,   agreement  or
         understanding to which GARLAND is or was a party or of which GARLAND is
         aware  that  there  is  no  restrictions,   covenants,   agreements  or
         limitation  on his right or ability to enter into and perform the terms
         of this Agreement.



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