MATERIAL CONTRACT FOR RETIRED EXECUTIVE OFFICER

EXHIBIT 10.3

MATERIAL CONTRACT FOR RETIRED EXECUTIVE OFFICER

At a special meeting of the Board of Directors on November 7, 2006, the Board of Directors, giving consideration to ▇▇. ▇▇▇▇▇’▇ years of dedicated service to the Company approved that he be paid an annual retainer of $50,000 per year in calendar years 2007, 2008, and 2009, payable on a quarterly basis. Such retainer is to be paid to ▇▇. ▇▇▇▇▇ regardless whether he is willing or able to provide the Company any services during those years.