Exhibit 10.3

                              CONSULTING AGREEMENT

     THIS  AGREEMENT to be effective the 2nd day of January, 2003 by and between
ITS  Networks  Inc.  (the  "Company")  and  City  Telecom  Services Limited (the
"Consultant").

     WHEREAS,  the  Company  has  expressed its desire to retain services of the
Consultant,  as  a  consultant,  subject  to  the  terms  and conditions herein;

     NOW,  THEREFORE,  in  consideration  of the mutual covenants and agreements
hereinafter  set  forth,  the  parties  hereto  agree  as  follows:

     1.     Scope  of  Agreement.  The  Company  hereby  retains the Consultant,
subject  to the terms and conditions of this Agreement.  During the term of this
Agreement, Consultant represents, warrants and covenants that it will devote its
best  efforts  in  the  performance  of  its duties, as set forth herein, to the
corporate  acquisition  activities  of  the  Company.

     2.     Term.  The term of this Agreement shall be a period of fourteen (14)
months from the date of this Agreement.  After such initial term, this Agreement
shall  continue month-to-month unless terminated by either party by providing 30
days  prior  written  notice  to  the  other  party.

     3.     Duties.  It  shall be the responsibility of the Consultant to advise
the  Company  regarding  corporation  acquisitions.

     4.     Compensation.  Compensation to the Consultant for providing services
to  the  Company described in Paragraph 3 of this Agreement shall be E10,000 per
month.

     5.     Expenses.  The Company shall promptly reimburse and/or advance funds
to  the  Consultant  upon its request for expenses incurred or to be incurred on
behalf  of  Company  on  a  fully  accountable basis, such as air travel, hotel,
entertainment, meals, telephone, overnight delivery, and other direct costs.  It
is  understood  and  agreed  that all air travel tickets will be pre-paid by the
Company  upon  request.

     6.     Working  Facilities.  The Consultant shall be solely responsible for
its  own  office  facilities,  secretarial  help  and  such other facilities and
services  as  it  may  require  to  perform  its  duties  under  this Agreement.

     7.     Status  as  Independent Contractor.  Consultant acknowledges that it
is  an  independent  contractor  and  not an employee, servant, or agent for all
purposes  under  state  and federal law, including state and federal income tax,
F.I.C.A.,  etc.  The  Company  is interested only in the results of Consultant's
sole  responsibility.

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     8.     Confidentiality.  During  the term of this Agreement, the Consultant
may  have  access to and gain knowledge of the lines of business of the Company,
particularly  information  concerning trade secrets, trade information, business
methods, sales standards, processes and techniques, financial information, sales
prospects,  customer  lists, or other vluable and confidential information.  The
parties  acknowledge  that  unauthorized  disclosure, use or misuse of the above
described  confidential  information  could  cause  harm  to  the  Company.  The
Consultant  agrees  that  except  as  required  by  its  duties on behalf of the
Company,  it  will  not  use  or  disclose to anyone t any time, during or after
termination  of  this  Agreement, any confidential information obtained by it in
the  course  of  its activities on behalf of the Company.  This includes without
limitation,  information  relating  to  customers  of  the  Company,  financial
information,  business  methods  and/or  information  relating  to the sales and
marketing  of  the  products  and/or  services  of  the  Company.

     9.     Noncircumvention.  The  Company  hereby agrees not to circumvent the
Consultant  regarding  any  person  or  entity  that  may  be  introduced by the
Consultant  to  the Company for purposes of entering into or exploring potential
business relationships for a period of two years following the effective date of
this  contract.  Compensation  for  such  introductions  shall be negotiated and
determined  by  amendment  to  this  Agreement.

     10.     Entire  Agreement.  This Agreement contains the entire Agreement of
the  parties.  This Agreement supersedes all other agreements whether oral or in
writing  heretofore  made  or  existing  between  the Company and the Consultant
relating  to  Consultant's  association  with  the  Company.

     11.     Counterparts.  This Agreement may be simultaneously executed in one
or more counterparts, each of which shall be deemed an original and all of which
shall  constitute  one  and  the  same  Agreement.

     12.     Captions,  Headings, and Paragraph Titles.  All captions, headings,
and  paragraph  titles of this Agreement are for convenience only and are not to
be  otherwise  used for interpretation or defining any of the provisions hereof.

     13.     Miscellaneous.  All  of  the  conditions  of  the  Consulatnt's
relationship  to  the Company are set forth in this Agreement and/or Addendum(s)
hereto.  No  modifiction  of  this  Agreement  or Addendum hereto shall be valid
unless  made  in  writing  and  signed  by the parties.  This Agreement shall be
construed  in  accordance  with  the  laws  of  the  State  of  California.

     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first  above  written.

ITS  Networks  Inc.

By:  /s/Gustavo  Gomez
     -----------------------------
     Gustavo  Gomez,  President

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CONSULTANT:

City  Telecom  Services  Limited

By:  /s/Anthony  Stevens
     -----------------------------

November  20,  2002