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                                                                   Exhibit 10.19


                                               CONSULTING AGREEMENT



This consulting agreement ("Agreement"), effective as of September 9, 2002, is
entered by and between Ventures-National Incorporated (dba Titan General
Holdings, Inc.), a Nevada corporation ("the Company or "Company") and Dunlap &
Kieft, Inc., a Florida corporation ("Consultant").

RECITALS

WHEREAS, the Company is a public company with its shares of common stock trading
under the symbol "TTGH" on the OTC Bulletin Board in the United States; and

WHEREAS, Consultant has experience in the area of security analysis, corporate
finance, investor communications; and

WHEREAS, the Company desires to engage the services of Consultant to provide
written research coverage (by and through Dunlap and Kieft, Inc. a registered
investment advisor in good standing with the state of Florida) and consultation
with the Company in matters concerning corporate finance and investor
communications with existing shareholders, brokers, dealers and other investment
professionals, as to the Company's current and proposed activities;

NOW THEREFORE, in consideration of the premises and the mutual covenants and
agreements herein set forth, and intending to be legally bound, the Company and
Consultant agree as follows:

1.       Term of Consultancy. The Company engages Consultant to act in a
         consulting capacity to the Company, and Consultant agrees to provide
         services to the Company commencing on the date first set forth above
         and ending one year later (the "term of this Agreement").

2.       Duties of Consultant. The Consultant will generally provide the
         following specified consulting services (the "Services") through its
         officers and employees during the term of this Agreement:

         a.       Provide written research coverage and reports (by and through
                  Dunlap and Kieft, Inc. a registered investment advisor in good
                  standing with the state of Florida), advise and assist the
                  Company in developing and implementing appropriate plans and
                  materials for presenting the Company and its business plans,
                  strategy and personnel to the financial community;

         b.       Disseminate research regarding the Company to shareholders,
                  brokers, dealers and other investment community professionals
                  and the general investing public with which the Consultant has
                  existing relationships;

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         c.       With the cooperation of the Company, revise, update and
                  provide summary reports (by and through Dunlap and Kieft, Inc.
                  a registered investment advisor in good standing with the
                  state of Florida) during the term of this Agreement regarding
                  the Company's plans, strategy, and financial data, as may
                  evolve during such period, and advise and assist the Company
                  in communicating appropriate information regarding such plans,
                  strategy and financial data to the financial community;

         d.       Assist and advise the Company with respect to its relations
                  with brokers, dealers, analysts and other investment
                  professionals;

         e.       Perform the functions generally assigned to security analysts,
                  including writing research reports, building financial models,
                  providing revenue and earnings estimates, setting price
                  targets, responding to telephone and written inquiries from
                  brokers, dealers, analysts and other investment professionals
                  (which may be referred to the Consultant by the Company);

         f.       Upon receipt of the Company's approval, conduct meetings in
                  person or by telephone, with brokers, dealers, analysts, other
                  investment professionals and the general investment public;

         g.       At the Company's request, review business plans, strategies,
                  mission statements, budgets, proposed transactions and other
                  plans for the purpose of advising the Company of the
                  investment community implications thereof; and

         h.       Otherwise perform as the Company's security analyst.

3.       Allocation of Time and Energies. The Consultant will perform the
         Services in a professional manner in accordance with accepted industry
         standards and in compliance with applicable securities laws and
         regulations. Although no specific hours-per-day requirement will be
         required, the parties acknowledge and agree that a disproportionately
         large amount of the effort to be extended and the costs to be incurred
         by the Consultant, and the benefits to be received by the Company, are
         to be expected to occur upon and shortly after, and in any event,
         within two months following, the effectiveness of this Agreement. It is
         explicitly understood that Consultant's performance of its duties
         hereunder will in no way be measured by the price of the Company's
         common stock, nor the trading volume of the Company's common stock. It
         is understood that the Company is entering into this Agreement with the
         understanding that Brad C. Dunlap, CFA or Gerald N. Kieft will be an
         officer and a director of Consultant during the entire term of this
         Agreement.

4.       Remuneration. As full and complete compensation for Consultant's
         agreement to perform the Services, the Company shall compensate the
         Consultant as follows:



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         a.       The Company hereby agrees to issue to the Consultant an
                  aggregate of 100,000 shares of the Company's Common Stock (the
                  "Common Stock") issuable in accordance with the following
                  schedule: (i) 50,000 shares of Common Stock upon the execution
                  hereof; and (ii) 50,000 shares of Common Stock upon the
                  receipt by the Company of the final copy of the research
                  report referenced in Paragraph 2(a) hereof. Such shares of
                  Common Stock shall, when issued to the Consultant, be fully
                  paid and non-assessable. The Company understands and agrees
                  that Consultant has forgone significant opportunities to
                  accept this engagement and the Company derives substantial
                  benefit from the execution of this Agreement and the ability
                  to establish its relationship with Consultant. The shares of
                  Common Stock issued pursuant to clause (i) above constitute
                  payment for Consultant's agreement to consult with the Company
                  and are a nonrefundable and non-ratable retainer (with the
                  exception of the provisions set forth in Section 15 below).
                  Such shares are not a prepayment for future services. If the
                  Company attempts to terminate this Agreement prior to the
                  expiration of its term for any reason whatsoever, it is agreed
                  and understood that Consultant will not be requested or
                  demanded by the Company to return any of the Shares paid to it
                  hereunder.

         b.       All shares of the Common Stock issued pursuant to this
                  Agreement shall be issued in the name of Consultant. The
                  Company agrees that all shares of Common Stock issued to
                  Consultant hereunder shall carry "piggyback registration
                  rights" whereby such shares will be included in the next
                  Registration Statement filed by the Company with the
                  Securities and Exchange Commission ("SEC"), pursuant to which
                  such shares and options could be registered (other than
                  Registration Statements on Forms S-8, S-4 or other
                  inappropriate forms), and Company will use its best efforts to
                  cause such Registration Statement to be declared effective by
                  the SEC as soon as possible thereafter. Such Registration
                  Statement shall provide that Consultant may sell 20% of the
                  total shares of Common Stock potentially payable thereto
                  hereunder during each 30 day period following the effective
                  date of such Registration Statement. It is further agreed that
                  if at any time during the term of this agreement, the Company
                  or substantially all of the Company's assets are merged with
                  or acquired by another entity, or some other change occurs in
                  the legal entity that constitutes the Company, the Consultant
                  shall retain and will not be requested by the Company to
                  return any of the Common Stock issued to Consultant.



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         c.       Consultant acknowledges that the shares of Common Stock to be
                  issued pursuant to this Agreement (collectively, the "Shares")
                  have not been registered under the Securities Act of 1933 and
                  accordingly are "restricted securities" within the meaning of
                  Rule 144 of the Act. As such, the shares may not be resold or
                  transferred unless the Company has received an opinion of
                  counsel reasonably satisfactory to the Company that such a
                  resale or transfer is exempt from the registration
                  requirements of Rule 144 of the Act.

5.       Finder's Fee

         a.       If, during the term of this Agreement, or within one-year
                  thereafter, any Fee Transaction(s) (as herein defined)
                  occur(s), then the Company shall pay to Consultant a finder's
                  fee (the "Fee") equal to two-and-one-half percent (2.5%) of
                  the Consideration (as herein defined).

         b.       The term "Fee Transaction" means any investment made directly
                  or indirectly in, or debt financing provided to or for the
                  benefit of, the Company or its shareholders by any third party
                  originally introduced by Consultant to the Company during the
                  term of this Agreement and not previously known to the Company
                  or its consultants. The term "Consideration" means the
                  aggregate amount of cash and the fair market value (on the
                  date of payment) of securities or assets received by, or for
                  the benefit of, the Company or its shareholders in connection
                  with a Fee Transaction. "Consideration" includes, but is not
                  limited to, the total fair market value of (a) cash,
                  securities, assets and other tangible property received by the
                  Company or its shareholders in a Fee Transaction, or
                  distributable to the Consultant or its shareholders upon
                  liquidation or dissolution of the Consultant following a Fee
                  Transaction, (b) any amounts payable to the Company or its
                  shareholders under any non-compete agreement or other
                  agreements entered into in connection with a Fee Transaction,
                  and (c) any compensation payable to any shareholder of the
                  Company under any employment or consulting contract entered in
                  connection with a Fee Transaction but only to the extent such
                  compensation exceeds the then-current compensation of such
                  shareholder.

         c.       If the Consideration shall consist entirely of cash paid at
                  the closing of a Fee Transaction, the fee payable to
                  Consultant shall be paid to Consultant upon such closing. To
                  the extent the Consideration is paid at closing and consists
                  wholly or partially of stock, other securities or other
                  property (other than cash), the Company shall use its
                  reasonable best efforts to make a cash payment to Consultant
                  at closing, equivalent to the "Fair Value" of such
                  Consideration, defined as the fair value to be agreed upon
                  between Consultant and the Company and taking into account
                  appropriate discounts for any applicable holding periods,
                  volume, contractual, legal or other limitations or
                  restrictions on sale or transfer, "blockage discounts" or any
                  other limitations or restrictions on alienation with respect
                  to any such stock, other securities or other property;
                  however, if such valuation is not feasible or practicable, or
                  if such fair value is not agreed upon, a portion of Fee may be
                  paid to Consultant in the same form (i.e., stock, other
                  securities or other property) and in the same proportions in
                  which the Consideration is received by the Company or its
                  stockholders, as the case may be.



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         d.       If the Consideration shall consist entirely of cash, but the
                  payment(s) of all or any portion(s) of the Consideration shall
                  be deferred and shall not be made until after closing of a Fee
                  Transaction, the Company may, in its discretion, pay to
                  Consultant the Fee on the same pro rata basis and at the same
                  time or times as the Consideration is received by the Company
                  or the Company's stockholders (as the case may be). If any of
                  the deferred payment(s) of the Consideration consists wholly
                  or partially of stock, other securities or other property
                  (other than cash), then with respect to each such payment, the
                  Company shall use its best efforts to make a cash payment to
                  Consultant equivalent to the Fair Value of such Consideration;
                  however, if such determination of Fair Value is not feasible
                  or practicable or if such Fair Value is not agreed upon, a
                  portion of the Fee may be paid to Consultant in the same form
                  (i.e., stock, other securities or other property) at the same
                  time and in the same proportion in which the Consideration is
                  received by the Company or its stockholders, as the case may
                  be.

         e.       Notwithstanding all of the foregoing provisions of this
                  Section Five (5), in lieu of payment of portions of the Fee as
                  the Consideration is so received, the Company may, at its
                  option, pay to the Consultant the entire Fee in cash at
                  closing, discounted to take into account the reasonably
                  projected rate of inflation, and the period over which the
                  Consideration is to be received, the then-generally-prevailing
                  interest rate for unsecured debt obligations for such period
                  of time of corporate borrowers of the highest credit standing,
                  and, if applicable, the factors set forth in Section Five,
                  paragraph c, with regard to Consideration in the form of
                  stock, other securities or other property.

         f.       The Fee payable to Consultant will be in addition to any fees
                  payable by the Company to any other intermediary, if any,
                  which shall be per separate agreements negotiated between the
                  Company and such other intermediary. In reference to the
                  Company procuring financing sources and acquisition and merger
                  candidates through Consultant which qualify as a Fee
                  Transaction, it is specifically understood that Consultant is
                  not nor does it hold itself out to be a Broker/Dealer or
                  investment adviser, but rather merely a "Finder".

         g.       It is further understood that the Company, and not Consultant,
                  is responsible to perform any and all due diligence on any
                  lender, equity purchaser or acquisition/merger candidate
                  introduced to it by Consultant under this Agreement, prior to
                  the Company receiving funds or closing on any acquisition.



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         h.       Consultant will notify the Company of introductions it makes
                  for potential sources of financing or acquisitions in a timely
                  manner (within three (3) days of each introduction). If the
                  Company has a preexisting relationship with such nominee and
                  believes such party should be excluded from the Agreement,
                  then the Company will notify Consultant immediately of such
                  circumstances via facsimile memo ("fax").

6.       Expenses. Consultant agrees to pay for all its expenses (phone, labor,
         etc.), other than extraordinary items which the Company may agree to
         reimburse Consultant. Such extraordinary items include travel and
         entertainment required by/or specifically requested by the Company,
         luncheons or dinners for large groups of investment professionals, mass
         faxing to a sizable percentage of the Company's constituents, investor
         conference calls, print advertisements in publications, and like
         expenses approved by the Company prior to its incurring an obligation
         for reimbursement.

7.       Indemnification.

         a.       The Company agrees to indemnify and hold harmless Consultant,
                  its officers, directors, employees, affiliates and agents
                  harmless from and against any and all losses, claims, damages
                  and liabilities, related to or arising out of any breach by
                  the Company of its obligations under this Agreement and/or the
                  Company's actions in connection with the transactions and/or
                  activities contemplated herein.

         b.       Consultant agrees to indemnify and hold harmless Company, its
                  officers, directors, employees, affiliates and agents harmless
                  from and against any and all losses, claims, damages and
                  liabilities, related to or arising out of any breach by
                  Consultant of its obligations under this Agreement and/or the
                  Consultant's actions in connection with the transactions
                  and/or activities contemplated herein.

8.       Representations. The Company warrants and represents that all oral
         communications, written documents or materials furnished to Consultant
         are accurate in all material respects, and the Consultant warrants and
         represents that all communications by Consultant with the public, with
         respect to the financial affairs, operations, profitability and
         strategic planning of the Company, will be in accordance with
         information provided to it by the Company. The Consultant may rely upon
         the accuracy of the information provided by the Company without
         independent investigation. Consultant represents that it is not
         required to maintain any licenses and registrations under federal or
         any state regulations necessary to perform the Services set forth
         herein. Consultant acknowledges that to the best of its knowledge, the
         performance of the Services will not violate any rule or provision of
         any regulatory agency having jurisdiction over Consultant. Consultant
         acknowledges that to the best of its knowledge, Consultant and its
         officers and directors are not the subject of any investigation, claim,
         decree or judgment involving any violation of the SEC or securities
         law. The Company acknowledges that to the best of its knowledge that it
         has not violated any rule or provision of any regulatory agency having
         jurisdiction over the Company. The Company also acknowledges that, to
         the best of its knowledge, the Company is not the subject of any
         investigation, claim, decree or judgment involving any violation of the
         SEC or securities laws.


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9.       Status as Independent Contractor. Consultant's engagement pursuant to
         this Agreement shall be as independent contractor, and not as employee,
         officer or other agent of the Company. Neither party to this Agreement
         shall represent or hold itself out to be the employer or employee of
         the other. Consultant further acknowledges the consideration provided
         hereinabove is a gross amount of consideration and that the Company
         will not withhold from such consideration any amounts as to income
         taxes, social security payments or any other payroll taxes. All such
         income taxes and other such payment shall be made or provided for by
         Consultant and the Company shall have no responsibility or duties
         regarding such matters. Neither the Company nor the Consultant
         possesses the authority to bind each other in any agreements, without
         the express written consent of the entity to be bound.

10.      Attorneys' Fees. If any legal action(s) or any arbitration or other
         proceeding(s) is brought for the enforcement or interruption of the
         Agreement, or because of alleged dispute, breach, default or
         misrepresentation in connection with or related to this Agreement, the
         successful or prevailing party shall be entitled to recover reasonable
         attorney's' fees and other reasonable costs in connection with that
         action(s) or proceeding(s), in addition to any other relief to which
         they may be entitled.

11.      Waiver. The waiver by either party of a breach of any provision of this
         agreement by the other party shall not operate or be construed as a
         waiver of any subsequent breach by such other party.

12.      Notices. All notices, requests, and other communications hereunder
         shall be deemed to be duly given if sent by U.S. mail, postage prepaid,
         addressed to the other party at the address set forth herein below:


         Company Address:                            Consultants Address:

         1855 Norman Avenue                          789 South Federal Highway
         Santa Clara, California 95054               Suite 102
                                                     Stuart, FL 34994




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         Either party may change address, to which notices for it shall be
         addressed by providing notice of such change to the other party, in the
         manner set forth in this paragraph.

13.      Choice of Law, Jurisdiction and Venue. This Agreement shall be governed
         by, construed and enforced in accordance with the internal laws of the
         State of Florida, without giving effect to its conflict of laws or
         choice of law principles.

14.      Arbitration. Any controversy or claim arising out of or relating to
         this Agreement, or the alleged breach thereof, or relating to
         Consultant's activities or remuneration under this Agreement, shall be
         settled by binding arbitration in West Palm Beach, Florida, in
         accordance with the applicable rules of the American Arbitration
         Association, and judgment on the award rendered by the arbitrator(s)
         shall be binding on the parties and may be entered in any court having
         jurisdiction.

15.      Due Diligence Period. The Consultant retains the right to terminate
         this Agreement for thirty (30) days from the effectiveness of this
         Agreement while Consultant completes due diligence. Consultant
         explicitly understands that all Common Stock or any other compensation
         received by the Consultant from the Company will be forfeited and
         returned to the company within five (5) days of written termination of
         the Agreement.

16.      Right to Change Opinion. It is explicitly understood that forecasts,
         price targets and ratings are based heavily upon timely information
         supplied by the Company that is deemed to be realistic and accurate.
         Consultant reserves the right to revise their opinion regarding, but
         not limited to, revenue projections, income projections, price targets
         or rating in light of new information or if any prior information is
         found to be inaccurate or misleading. It is further agreed that
         Consultant reserves the right to revise their opinion regarding, but
         not limited to, revenue projections, income projections, price targets
         or rating in light of any significant or material change in the Company
         including, but not limited to, excessively dilutive financing, change
         in business model, merger, acquisition or change in management.

17.      Complete Agreement. This Agreement contains the entire agreement of the
         parties relating to the subject matter hereof. This Agreement and its
         terms may not be changed orally, but only by an agreement in writing
         signed by the party against whom enforcement of any waiver, change,
         modification, extension or discharge is sought.






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AGREED TO:

"The Company"                       Titan General Holdings, Inc.
                                    1855 Norman Avenue
                                    Santa Clara, California 95054




Dated:  09/10/02                    By: /s/ Louis George
        --------                        ----------------------
                                        Lou George
                                        President and C.E.O.
                                        and Its Duly Authorized Officer


"Consultant"                        Dunlap & Kieft, Inc.
                                    789 South Federal Highway
                                    Suite 102
                                    Stuart, FL 34994

Dated:  9/9/02                      By: /s/ Gerald N. Kieft
        ------                          ----------------------
                                        Gerald N. Kieft
                                        C.E.O.
                                        and Its Duly Authorized Officer


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