EXHIBIT 10.19

December 18, 2000


Dear LeAnn:

This letter will constitute an amendment to your Employment
Agreement with DTR that was signed on October 1, 1998 and also an
amendment to the grant of stock options to you pursuant to the
Stock Option Grants dated July 7, 1997 and May 1, 1998.
AMEMDMENT TO EMPLOYMENT AGREEMENT

Your Employment Agreement dated October 1, 1998 shall be amended
as follows:

     Throughout  the  entire  document the  name  Davis  will  be
     recognized  as  synonymous with your current legal  name  of
     LeAnn Hitchcock

     4. (a)     Salary.  Effective January 1, 2000, DTR will  pay
          salary and benefits to Hitchcock at a gross annual rate
          of Ninety Thousand Dollars ($90,000.00). This rate also
          includes  any  employer paid taxes,  medical  benefits,
          housing,  etc.  Effective January 1, 2001,  FMI  (DTR's
          30% owned subsidiary) will hire Hitchcock to work full-
          time.  As a result, DTR will then only pay to Hitchcock
          wages  at an hourly rate of Seventy Five Dollars  ($75)
          based on actual time worked directly on DTR matters not
          related to FMI.

     4. (e)     Loan Option.  For the purpose of exercising  your
          vested  unexercised stock options, DTR will  accept  as
          payment for all or any part of the purchase price a non-
          recourse, 5% annual interest promissory note  from  you
          to  DTR in the form attached hereto as Exhibit A and  a
          related pledge agreement in the form attached hereto as
          Exhibit B



                 AMENDMENT OF YOUR STOCK OPTIONS

As of the date of this letter, the Stock Options you presently
hold shall be amended as follows:

     Current Status of Stock Options.  You currently hold
     options to purchase 15,000 shares of DTR's common stock,
     10,000 shares at $1.1875 and 5,000 shares at $3.125. In
     addition, the Company has been unable to pay your salary
     due to lack of money for the past several months and this
     situation is likely to continue through the end of April,
     if not beyond. To clarify the situation and to provide
     incentive for your continued employment, the Board intends
     to replace your past stock options with this Amendment.


                 NEW STOCK OPTIONS TO BE GRANTED

     As of the date of this letter, you are hereby granted
additional options to purchase 30,000 shares of DTR's common
stock at a price per share equal to the mean between the bid and
ask prices as of that date according to the attached Stock Option
Grant.  The provisions of this Letter Agreement for a loan to
exercise stock options shall apply to these newly granted stock
options.

     Please sign and return one copy of this letter to
acknowledge our acceptance of the modifications to your
Employment Agreement and to your stock options that are set forth
in this letter.

Very truly yours,

Developed Technology Resource, Inc.



By: /s/ Roger W. Schnobrich        and   /s/ Peter L. Hauser
        Roger W. Schnobrich                  Peter L. Hauser
        Director                             Director

     I accept the modifications to my Employment Agreement and to
the stock options that I hold, that are set forth in the
foregoing letter.

                    /s/ LeAnn C. Hitchcock
                        LeAnn C. Hitchcock