CONSULTING AGREEMENT

This Consulting Agreement (this "Agreement") is made effective as of October 27,
2004 by and between Gateway Distributors ("Gateway"), of 3035 E. Patrick Ln.,
Las Vegas, Nevada, 89120 and Anthony Munafo, an individual.

     A.   Gateway is engaged in the business of Vitamin and Supplement
          Distribution. Individual will primarily perform the job duties at the
          following location: 3035 E. Patrick Ln., Las Vegas, Nevada.

     B.   Gateway desires to have the services of Individual.

     C.   Individual is willing to provide consulting services to Gateway.

Therefore, the parties agree as follows:

1.   CONSULTING. Gateway shall consult with Individual regarding retail sales
     and marketing. Individual shall provide to Gateway the following services:
     To promote and sell products, generate new business, acquisitions, and
     special projects assigned by the officers of the company. Individual
     accepts and agrees to such Consulting, and agrees to be subject to the
     general supervision, advice and direction of Gateway and Gateway's
     supervisory personnel. Individual shall also perform such other unrelated
     services and duties as may be assigned to Individual from time to time by
     Gateway.

2.   BEST EFFORTS OF CONSULTANT. Individual agrees to perform faithfully,
     industriously, and to the best of Individual's ability, experience, and
     talents, all of the duties that may be required by the express and implicit
     terms of this Agreement, to the reasonable satisfaction of Gateway. Such
     duties shall be provided at such place(s) as the needs, business, or
     opportunities of Gateway may require from time to time.

3.   RECOMMENDATIONS FOR IMPROVING OPERATIONS. Individual shall provide Gateway
     with all information, suggestions, and recommendations regarding Gateway's
     business, of which Individual has knowledge that will be of benefit to
     Gateway.

4.   CONFIDENTIALITY. Individual recognizes that Gateway has and will have
     information regarding the following:
     Inventions          products        product design   processes
     technical matters   trade secrets   copyrights       customer lists
     prices              costs           discounts        business affairs
future plans and other vital information items (collectively, "Information")
which are valuable, special and unique assets of Gateway.  Individual agrees
that Individual will not at any time or in any manner, either directly or
indirectly, divulge, disclose, or communicate any Information to any third party
without the prior written consent of Gateway, Individual will protect the
Information and treat it s strictly confidential.  A


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violation by Individual of this paragraph shall be a material violation of this
Agreement and will justify legal and/or equitable relief.

5.   CONFIDENTIALITY AFTER TERMINATION OF CONSULTING. The confidentiality
     provisions of this Agreement shall remain in full force and effect for a
     one year period after the termination of Individual's consulting. During
     this period, neither party shall make pr permit the making of any public
     announcement or statement of any kind that Individual was formerly employed
     by or connected with Gateway.

6.   CONSULTANT'S INABILITY TO CONTRACT FOR EMPLOYER. Individual shall not have
     the right to make any contracts or commitments for or on behalf of Gateway
     without first obtaining the express written consent of Gateway.

7.   TERM/TERMINATION. Individual's Consulting under this Agreement shall be for
     an unspecified term on an "at will" basis. This Agreement may be terminated
     by Gateway upon 30 days written notice and by Individual upon 30 days
     written notice. If Gateway shall so terminate this Agreement, Individual
     shall be entitled to compensation for 30 days beyond the termination date
     of such termination, unless Individual is in violation of this Agreement.
     If Individual is in violation of this Agreement, Gateway may terminate
     Consulting without notice and with compensation to Individual only to the
     date of such terminations.


8.   TERMINATION FOR DISABILITY. Gateway shall have the option to terminate this
     Agreement, if Individual becomes permanently disabled and is no longer able
     to perform the essential functions of the position with reasonable
     accommodation. Gateway shall exercise this option by giving 30 days written
     notice to Individual.

9.   COMPLIANCE WITH EMPLOYER'S RULES. Individual agrees to comply with all of
     the rules and regulations of Gateway.

10.  RETURN OF PROPERTY. Upon termination of this Agreement, Individual shall
     deliver to Gateway all property which is Gateway's property or related to
     Gateway's business (including keys, records, notes, data, memoranda,
     models, and equipment) that is in Individual's possession or under
     Individual's control. Such obligation shall be governed by any separate
     confidentiality or proprietary rights agreement signed by Individual.

11.  NOTICES. All notices required or permitted under this Agreement shall be in
     writing and shall be deemed delivered when delivered in person or on the
     third day after being deposited in the United States mail, postage paid,
     address as follows:

     Employer:

     Gateway Distributors


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     3035 E. Patrick Lane
     Las Vegas, Nevada 89120

     Consultant:

     Anthony Munafo
     3518 Jarretsville Pike
     Monkton, MD 21111

     Such addresses may be changed from time to time by either party by
     providing written notice in the manner set forth above.

12.  ENTIRE AGREEMENT. This agreement contains the entire agreement of the
     parties and there are no other promises or conditions in any other
     agreement whether oral or written. This Agreement supersedes any prior
     written or oral agreements between the parties.

13.  AMENDMENT. This Agreement may be modified or amended, if the amendment is
     made in writing and is signed by both parties.

14.  SEVERABILITY. If any provision of this Agreement shall be held to be
     invalid or enforceable for any reason, the remaining provisions shall
     continue to be valid and enforceable. If a court finds that any provisions
     for this Agreement is invalid or unenforceable, but that by limiting such
     provision it would become valid or enforceable, then such provision shall
     be deemed to be written, construed, and enforced as so limited.

15.  WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any
     provision of the Agreement shall not be construed as a waiver or limitation
     of that party's right to subsequently enforcer and compel strict compliance
     with every provision of this Agreement.

16.  APPLICABLE LAW. This Agreement shall be governed by the laws of the State
     of Nevada.

17.  Consultant shall operate as an independent contractor and as such be
     responsible for all taxes owed. Consultant will receive a 1099 from Gateway
     to verify income earned and taxable.


In witness whereof, the parties have executed this Consulting agreement as of
October 29, 2004.


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By: ________________________
     Anthony Munafo
     Individual

Date: _____________



By: ________________________
     Rick Bailey
     President / CEO

Date:  _____________


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