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                                                                   EXHIBIT 10.19

                              CONSULTING AGREEMENT

     This Consulting Agreement (the "Agreement") is entered into as of January
24, 2000, by and between Omni Nutraceuticals, Inc., a Utah corporation and its
subsidiaries or affiliates (the "Company"), and Monfort Investissments, a
Gibraltar corporation ("Consultant").

     WHEREAS, the Company desires to list its securities on various European
exchanges, and generate a presence in the European markets (the "Company
Objectives");

     WHEREAS, the Company recognizes that the Consultant can contribute to
achieving the Company Objectives;

     WHEREAS, the Company believes it to be important both to the future
prosperity of the Company Objectives and to the Company's general interest to
retain Consultant as a non-exclusive consultant to the Company and have
Consultant available to the Company for consulting services in the manner and
subject to the terms, covenants, and conditions set forth herein;

     WHEREAS, in order to accomplish the foregoing, the Company and Consultant
desire to enter into this Agreement, effective as of January 24, 2000, to
provide certain services as set forth herein.

     NOW THEREFORE, in view of the foregoing and in consideration of the
premises and mutual representations, warranties, covenants and promises
contained herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto, intending to
be legally bound hereby, agree as follows:

1.   RETENTION. The Company hereby retains the Consultant on a non-exclusive
     basis during the Consulting Period (as defined in Section 2 below), and
     Consultant hereby agrees to be so retained by the Company, all subject to
     the terms and provisions of this Agreement.

2.   CONSULTING PERIOD. The Consulting Period shall commence on January 24,
     2000 and terminate no earlier than January 24, 2001, upon at least
     90 days' prior written notice. After January 24, 2001, either party may
     terminate this Agreement by giving 30 days' written notice of termination
     to the other party.

3.   DUTIES OF CONSULTANT. During the Consulting Period, the Consultant
     shall use its reasonable and best efforts to perform those actions and
     responsibilities necessary to achieve the Company Objectives (the
     "Services"). Consultant shall render such Services diligently, in
     compliance with all applicable laws and to the best of its ability.

4.   OTHER ACTIVITIES OF CONSULTANT. The Company recognizes that
     Consultant shall perform only those services that are reasonably required
     to accomplish the goals and objectives set forth herein, and that
     Consultant shall provide services to other businesses and entities

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     other than the Company. Consultant shall be free to directly or indirectly
     own, manage, operate, join, purchase, organize or take preparatory steps
     for the organization of, build, control, finance, acquire, lease or invest
     or participate in the ownership, management, operation, control or
     financing of, or be connected as an officer, director, employee, partner,
     principal, manager, agent, representative, associate, consultant, investor,
     advisor or otherwise with (collectively, be "Affiliated" with), any
     business or enterprise, or permit its name or any part thereof to be used
     in connection with any business or enterprise, engaged in any business,
     including but not limited to, any business that is the same as,
     substantially similar to or otherwise competitive with, adverse to,
     affiliated with, or otherwise related to the Company. Consultant may be
     Affiliated with any entity which may provide services to the Company. The
     Company hereby waives any conflict of interest that may arise from a
     relationship between Consultant and any entity which Consultant is
     Affiliated with provided that Consultant inform the Company of any material
     conflicts known to Consultant. This Agreement may not be assigned by
     Consultant, without the prior written consent of the Company; provided,
     however, Consultant's right to receive compensation hereunder may be
     assigned by Consultant.

5.   COMPENSATION. In consideration for Consultant entering into this Agreement,
     the Company shall compensate Consultant as follows:

     a.   FEES AND BENEFITS:

          i.   Retainer. The Company shall pay to Consultant a non-refundable
               fee equal to 560,000 shares of restricted common stock which
               shall be registered on the next registration statement filed by
               the Company.

          ii.  Expenses. The Company shall pay all such expenses reasonably
               incurred during the Consulting Period by the Consultant for
               business purposes which are related to or in furtherance of the
               goals and objectives identified by the Company and/or the
               provision of the Services (collectively, "Company Purposes"),
               including, without limitation, expenses incurred with respect to
               the Consultant's travel (including business class travel for
               flights of less than two hours and first class travel for flights
               of two hours or more), meals and entertainment and other
               customary and reasonable expenses for Company Purposes. The
               Company shall pay authorized expenses directly, or, upon
               submission of bills, receipts and/or vouchers by the Consultant,
               by direct reimbursement to the Consultant. Consultant shall
               obtain the prior approval of the Company for any expenses in
               excess of $1,000, individually or in the aggregate.

     b.   THIRD PARTY COMMISSIONS. Consultant and/or its Affiliates shall be
          entitled to share in any fees or commissions payable by third parties
          on any transaction contemplated herein, including, but not limited to,
          any fees payable to Consultant

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          by a third party lender, financing partner, or other party, or a
          seller of a corporation or business, including, without limitation,
          investment banking fees or commissions, business brokerage fees or
          commissions, finders fees, or any other fee payable by a third party
          to Consultant for any reason including the identification of the
          Company as a potential purchaser or seller of such corporation or
          business (a "Transaction Commission"). The Company hereby waives any
          conflict of interest that may arise due to any transaction wherein
          Consultant receives such a Transaction Commission, including, but not
          limited to, any conflict of interest which may arise as a result of
          the dual representation by Consultant of the seller or purchaser of a
          corporation or business on the one hand, and the Company on the other.

6.   TERMINATION. The Company can terminate this Agreement at any time with
     30 days written notice; provided, however, that the Company shall remain
     liable for all fees paid under Section 5, and any unpaid reimbursement
     obligation pursuant to Section 5.

7.   NOTICE. Any notice required, permitted or desired to be given pursuant to
     any of the provisions of this Agreement shall be deemed to have been
     sufficiently given or served for all purposes if delivered in person or
     sent by certified mail, return receipt requested, postage and fees prepaid,
     or by national overnight delivery prepaid service to the parties at their
     addresses set forth below. Any party hereto may at any time and from time
     to time hereafter change the address to which notice shall be sent
     hereunder by notice to the other party given under this paragraph. The date
     of the giving of any notice sent by mail shall be the day two days after
     the posting of the mail, except that notice of an address change shall be
     deemed given when received. The addresses of the parties are as follows:

                          TO CONSULTANT:

                          MONFORT INVESTISSEMENTS LIMITED
                          Avenue Louise 200
                          Post Office Box 112
                          Brussels 1050 Belgium
                          Attn: President

                          TO THE COMPANY:
                          Omni Nutraceuticals, Inc.
                          5310 Beethoven Street
                          Los Angeles, California 90066
                          Telecopier:(310) 306-4840
                          Attention: Chief Executive Officer

8.   WAIVER. No course of dealing nor any delay on the part of either party in
     exercising any rights hereunder will operate as a waiver of any rights of
     such party. No waiver of any default or breach of this Agreement or
     application of any term, covenant or provision

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     hereof shall be deemed a continuing waiver or a waiver of any other breach
     or default or the waiver of any other application of any term, covenant or
     provision.

9.   DEFINITION OF "REASONABLE AND BEST EFFORTS." Reasonable and best efforts
     shall not include the payment of any non-reimbursable out-of-pocket costs
     or other payments by Consultant. Consultant shall not guarantee, make any
     representation concerning (which representation would survive the closing
     of any escrow or other transaction) or warrant (i) the condition,
     performance, value, or profitability of any business purchased, sold by, or
     otherwise considered for purchase by the Company; (ii) the validity or
     authorization of any capital stock purchased, sold by, or otherwise
     considered for purchase by the Company; (iii) the market value of any
     capital stock, business or assets purchased, sold by, or otherwise
     considered for purchase by the Company; (iv) the ability to finance,
     refinance or otherwise mortgage or encumber any business or corporation
     purchased, sold by, or otherwise considered for purchase by the Company; or
     (vi) that Consultant will find or present any business or corporation which
     the Company will consider, approve or ultimately purchase or be able to
     purchase; or (7) the covenants, representations or warranties of any party
     to any stock purchase, asset purchase, merger or other agreement entered
     into by the Company with any third party.

10.  SUCCESSORS; BINDING AGREEMENTS. Prior to the effectiveness of any
     succession (whether direct or indirect, by purchase, merger, consolidation
     or otherwise) to all or substantially all of the business and/or assets of
     the Company, the Company will require the successor to expressly assume and
     agree to perform this Agreement in the same manner and to the same extent
     that the Company would be required to perform it if no such succession had
     occurred. As used in this Agreement, "Company" shall mean the Company as
     defined above and any successor to its business and/or assets which
     executes and delivers the Agreement provided for in this Section 10 or
     which otherwise becomes bound by all the terms and provisions of this
     Agreement by operation of law or otherwise.

11.  COUNTERPARTS. This Agreement may be executed in two or more counterparts,
     each of which shall be deemed to be an original, but all of which together
     shall constitute one and the same instrument. Any signature by facsimile
     shall be valid and binding as if an original signature were delivered.

12.  CAPTIONS. The caption headings in this Agreement are for convenience of
     reference only and are not intended and shall not be construed as having
     any substantive effect.

13.  GOVERNING LAW. This Agreement shall be governed, interpreted and construed
     in accordance with the laws of the state of California applicable to
     agreements entered into and to be performed entirely therein. Any suit,
     action or proceeding with respect to this Agreement shall be brought
     exclusively in the state courts of the state of California or in the
     federal courts of the United States which are located in Los Angeles,
     California. The parties hereto hereby agree to submit to the jurisdiction
     and venue of such courts for the

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     purposes hereof. Each party agrees that, to the extent permitted by law,
     the losing party in a suit, action or proceeding in connection herewith
     shall pay the prevailing party its reasonable attorneys' fees incurred in
     connection therewith.

14.  ENTIRE AGREEMENT/MODIFICATIONS. This Agreement constitutes the entire
     agreement between the parties and supersedes all prior understandings and
     agreements, whether oral or written, regarding Consultant's retention by
     the Company; provided, however, that all fees previously earned and/or paid
     to Consultant under prior agreements shall be deemed earned, and shall be
     in addition to any fees payable hereunder. This Agreement shall not be
     altered or modified except in writing, duly executed by the parties hereto.

15.  WARRANTY. The Company and Consultant each hereby warrant and agree that
     each is free to enter into this Agreement, that the parties signing below
     are duly authorized and directed to execute this Agreement, and that this
     Agreement is a valid, binding and enforceable against the parties hereto.

16.  SEVERABILITY. If any term, covenant or provision, or any part
     thereof, is found by any court of competent jurisdiction to be invalid,
     illegal or unenforceable in any respect, the same shall not affect the
     remainder of such term, covenant or provision, any other terms, covenants
     or provisions or any subsequent application of such term, covenant or
     provision which shall be given the maximum effect possible without regard
     to the invalid, illegal or unenforceable term, covenant or provision, or
     portion thereof. In lieu of any such invalid, illegal or unenforceable
     provision, the parties hereto intend that there shall be added as part of
     this Agreement a term, covenant or provision as similar in terms to such
     invalid, illegal or unenforceable term, covenant of provision, or part
     thereof, as may be possible and be valid, legal and enforceable.

17.  CONFIDENTIALITY. Consultant hereby agrees, and agrees to cause its
     officers, directors, shareholders and affiliates ("Consultant's
     Representatives") to treat all information received by Consultant or
     Consultant's Representatives concerning the Company or its business,
     financial condition, prospects and affairs, or Company Objectives, or other
     confidential information it may receive in the course of performing
     Services (unless already in the public domain through no breach of any duty
     owed the Company) as confidential proprietary information and it will not
     use, and shall cause all Consultant's Representatives not to use such
     information except in connection with the performance of Services
     hereunder. In the event this Agreement is Terminated, all such information
     shall be returned to the Company.

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          IN WITNESS HEREOF, the parties hereto have duly executed and
     delivered this Agreement as of the day and year first above written.

     MONFORT INVESTISSEMENTS LIMITED                 OMNI NUTRACEUTICALS, INC.

     By: /s/  Raoul Berthamieu                       By: /s/ Louis Mancini
        ---------------------------                      ----------------------
        Name: Raoul Berthamieu                           Louis Mancini
        President                                        President

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