EXHIBIT 10.13

                                 FIRST AMENDMENT

                                       TO

                              EMPLOYMENT AGREEMENT

         THIS FIRST AMENDMENT (the "First Amendment") to the EMPLOYMENT
AGREEMENT (the "Agreement"), is made in New York, New York as of the 20th day of
February, 2001, between Atlantic Technology Ventures, Inc., a Delaware
corporation having its executive offices and principal place of business at 350
Fifth Avenue, Suite 5507, New York, New York (the "Company"), and Dr. A. Joseph
Rudick, an individual currently residing at 901 Lexington Avenue, New York, New
York ("Executive").

         WHEREAS, the Parties hereto entered into the Agreement dated April 10,
2000;

         WHEREAS, the Parties hereto desire to amend certain aspects of the
Agreement;

         NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and agreements
hereinafter set forth, the Company and Executive agree as follows:

         1.       As of the date hereof, Section 1 shall be amended to read in
its entirety as follows:

         The term of this Agreement shall be the three-year period commencing on
April 3, 2001 and ending on April 2, 2004 (the "Term").

         2.       As of the date hereof, Section 2(b) shall be amended to read
in its entirety as follows:

         Performance of Duties. Throughout the Term, Executive shall faithfully
and diligently perform Executive's duties in conformity with the directions of
the Board of Directors and serve the Company to the best of Executive's ability.
Until otherwise determined by the Board of Directors, Executive shall have the
title of Chief Science Officer of the Company, and in such capacity shall report
to the President and Chief Executive Officer and the Board of Directors of the
Company.

         3.       As of the date hereof, Section 3(a) shall be amended to read
in its entirety as follows:

         Base Salary. The Company agrees to pay to Executive a base salary
("Base Salary") at the annual rate of $75,000, payable in equal installments
consistent with the Company's payroll practices.

         4.       As of the date hereof, Section 3(c) shall be amended to read
in its entirety as follows:

         Bonus, The Company shall pay to Executive an annual bonus (the "Bonus")
in an amount to be determined by Compensation Committee of the Board of
Directors in its discretion but in no event less than $15,000. In addition,
Executive shall be entitled to participate in any bonus or other incentive
programs as may be established by the Company.

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         IN WITNESS WHEREOF, the Company has caused this First Amendment to be
duly executed on its behalf by an officer thereunto duly authorized and
Executive has duly executed this Agreement, all as of the date and year first
written above.

                                           ATLANTIC TECHNOLOGY VENTURES, INC.

                                           By: /s/ Frederic P. Zotos
                                               --------------------------------
                                               Frederic P. Zotos
                                               President

                                           /s/ A. Joseph Rudick
                                           ------------------------------------
                                           Dr. A. Joseph Rudick

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