Exhibit 10.2

CONSULTANCY AGREEMENT

            THIS
  CONSULTANCY AGREEMENT (the "Agreement") is effective as of this 31st
  day of October, 2005, between Bellacasa Productions, Inc., a corporation having
  its principal place of business at 26 Chestnut Street, Suite 2L, Andover, MA
  01810 (hereinafter referred to as the "Company"), and Arnold &
  Associates, LLC, a corporation having its principal place of business at 4
  Jetty Lane, Falmouth, MA 02540 (hereinafter referred to as
  "Consultant").  Company and Consultant are hereinafter sometimes
  individually referred to as the "Party" and jointly as the
  "Parties."

The Parties
  hereto have agreed as follows:

            1.         Consultancy:

                        a.         Consultant
  agrees to advise and assist Company and Company's affiliates in connection with
  their activities in raising capital through a PIPE or any other suitable
  financing mechanism.  Consultant will recommend strategies to raise capital and
  introduce Company to financial appropriate financial institutions. For the
  purpose of this Agreement, affiliate shall mean any corporation, firm,
  partnership or other legal entity, which, directly or indirectly, is controlled
  by, is in control of or under common control with Company.

                        b.         Requests
  for consulting services under this Agreement may be made on behalf of Company
  by, and reports required hereunder shall be made to Mr. Edwin Reilly.

                        c.         Consultant
  will submit reviews and reports in writing in such form and at such time as
  Company may reasonably request.

            2.         Payments:

                        a.                  As full compensation for Consultant's services, Company
  will pay, or cause to be paid or granted to Consultant: 

                                    i.      A monthly fee of 17,000 shares of the Company common stock
  or prorated part thereof, for time spent by Consultant in providing consultancy
  services requested by Company.  

                                    ii.      Warrants on 85,000 shares of Bellacasa Productions, Inc.
  stock at $.30 per share.  Term of warrant will be three (3) years.

                        b.                   Upon receipt of documentation for expenditures in accord
  with Company's business travel and entertainment policies and procedures,
  Company will reimburse Consultant at cost for reasonable out-of-pocket expenses necessarily incurred in performing consultancy services requested by
  Company.  

                        c.                    Consultant shall maintain records of all time and expenses
  under this Agreement.

            3.         Duration:

                        This Agreement
  commences as of November 1, 2005, and continues through March 31, 2006.

            4.         Secrecy:

                        a.         Consultant
  agrees to hold in confidence and not to disclose to any third party, without
  Company's prior written consent, all materials and information which Consultant
  obtains or develops as a result of this Agreement ("Confidential Information"),
  unless such materials and information:

                                    i.          were
  known to Consultant prior to this Agreement, as evidenced by Consultant's  written
  records;

                                    ii.          are or
  become generally available to the public through no fault of Consultant; 

                                    iii.         are
  received by Consultant in good faith from a third party, not in breach of an  obligation
  of confidentiality;

                                    iv.         are independently developed, discovered or arrived at by
  Consultant without use of or reference to Confidential Information; or

                                    v.         are disclosed, pursuant to a requirement of law, provided
  that Consultant has complied with the provisions set forth in Paragraph 4.b.

                        b.         If
  Consultant becomes legally required to disclose any Confidential Information,
  Consultant will give Company prompt notice of such fact, so Company may obtain
  a protective order or other appropriate remedy concerning any such disclosure
  and/or waive compliance with the non‐disclosure provisions of this
  Agreement.  Consultant agrees to fully cooperate with Company in connection
  with Company's efforts to obtain any such order or other remedy.  If any such
  order or other remedy does not fully preclude disclosure of Confidential
  Information, or Company waives such compliance, Consultant agrees to make such
  disclosure, only to the extent such disclosure is legally required, and will
  use his best efforts to have confidential treatment accorded to the disclosed
  Confidential Information.

                        c.           Consultant
  shall use the Confidential Information only for the purpose of performing his
  obligations under this Agreement and for no other purposes.

            5.         Independent
  Contractor:

                        This Agreement does not create an
  employer/employee relationship between Consultant and Company.  Consultant
  agrees that he renders all services hereunder as an independent contractor and
  not as an employee or agent of Company.  Consultant also agrees that he shall
  not have any rights to receive any employee benefits such as health and
  accident insurance, sick leave or vacation as is in effect generally for
  employees of Company. 

            6.         Post‐Consulting
  Agreement Activities:

            6.1         For a
  period of eighteen (18) months (or for a lesser period should the Company so
  determine) after the termination or expiration of your Consulting with the
  Company hereunder, absent the Company's prior written approval, you will not
  directly or indirectly engage in activities similar or reasonably related to
  those in which you shall have engaged hereunder during the one(1) year
  immediately preceding termination or expiration for, nor render services
  similar or reasonably related to those which you shall have rendered hereunder
  during such one (1) years to, any person or entity whether now existing or
  hereafter established which directly geographically competes with the Company
  ("Direct Competitor") in any line of business currently engaged in by
  the Company, including without limitation, the development, marketing or sales
  of  the company’s biotechnology products and services, including without
  limitation, its injectable hydrogel in the fields of dermatology,
  gastroesophogeal reflux and urinary incontinence.  Nor shall you entice, induce
  or encourage any of the Company's other employees to engage in any activity
  which, were it done by you, would violate any provision of the Proprietary
  Information and Inventions Agreement or this Section 6.  As used in this
  Section 6.1, the term "any line of business currently engaged in by the
  Company" shall be applied as at the date of termination of your
  Consulting.

            6.2       No provision of this Agreement shall be construed to preclude
  you from performing the same services which the Company hereby retains you to
  perform for any person or entity which is not a Direct Competitor of the
  Company upon the expiration or termination of your Consulting so long as you do
  not thereby violate any term of the Proprietary Information and Inventions
  Agreement.

            7.         Property Rights and
  Publications:

                        a.         All rights
  in and to all data, information, reports, inventions, know‐how,
  improvements, designs, devices, apparatus, practices, processes, methods or
  products, whether patentable or not, made, developed, perfected, devised,
  conceived or first reduced to practice by Consultant, his agents, servants or
  employees either solely or jointly with others in the course of or as a result
  of Consultant's consulting services for Company (the "Consulting
  Information") shall be and remain the sole and exclusive royalty‐free
  property of Company, or such other party as Company may designate, as the case
  may be, shall be considered trade secrets of Company or such other party
  subject to the confidential information requirement herein, and shall remain
  free of any claim of Consultant or any person deriving any rights or interest
  from Consultant.  At the request of Company, and at its expense, Consultant
  shall sign and deliver to Company all writings and do all such things as may be
  required to vest in Company or such other party as its absolute and exclusive
  property the entire right, title and interest in and to all Consulting
  Information.  Consultant shall take all reasonable steps to ensure the secrecy
  of the Consulting Information.  Consultant shall not be entitled to any further
  compensation or consideration for performance of the obligations under this
  section.

                        b.         Company or
  such other party may in its own discretion prepare, file and prosecute, in its
  own name and at its own expense, applications for foreign and U.S. letters patent on any patentable invention referred to above.  Upon request of Company
  and at its expense, Consultant shall assist Company in prosecuting such
  applications and execute and deliver any and all instruments necessary to make,
  file and prosecute all such applications, divisions, divisions‐in‐part,
  continuations or reissues thereof. 

                        c.         Consultant
  shall not publish any Consulting Information without the prior written consent of
  Company that may be withheld in Company's sole discretion.

            8.         Conflicts
  of Interest:

                        Consultant represents and warrants that he has
  the full power and right to enter into this Agreement and that there are no
  outstanding agreements, assignments, licenses, encumbrances or rights in other
  parties, private or public, which might interfere with, or preclude the
  carrying out of, the obligations under this Agreement. 

            9.         Assignment:

                        The rights, benefits
  and duties of this Agreement are personal to Consultant and may not be
  assigned, transferred, or delegated to others.  Company may, however, assign
  this Agreement in whole or in part without Consultant's consent.  No assignment
  will enlarge or expand the scope of Consultant's services hereunder without the
  prior written consent of Consultant. 

            10.       Choice
  of Law:

                        This
  Agreement shall be construed under and governed by the laws of the Commonwealth  of Massachusetts, without regard to the choice of law principles of that or
  any other jurisdiction. The Parties hereby agree to submit to the jurisdiction
  of the state or Federal courts in Massachusetts solely for purposes of this
  Agreement.

            11.       Survival:

                        The obligations of
  Section 4 (Secrecy), Section 7 (Property Rights and Publications) and Section 8
  (Conflicts of Interest) of this Agreement shall survive termination or
  expiration of this Agreement.

            12.       Notice:

                        Any notice or other
  written communications required or permitted to be given or made under this
  Agreement shall be given or made by either Party to the other in writing and
  shall be delivered by personal service or by first class mail, postage prepaid,
  or air courier addressed to a Party at the address set forth above or at such
  other address as one Party may give notice of to the other Party.  Notices or
  written communications shall be deemed to have been sufficiently given or made:
  (i) if by personal service, when performed; (ii) if mailed, three (3) days
  after being deposited in the mail, postage prepaid; or (iii) if by air courier,
  one (1) day after delivery to the air courier company.

            13.       Integration:

                        The terms and
  provisions contained in this Agreement constitute the entire agreement between
  the Parties hereto and supersede all prior communications or understandings
  with respect to the subject matter hereof.  No agreement or understanding
  varying or extending this Agreement will be binding, unless in writing in which
  this Agreement is specifically referenced and signed both by Consultant and a
  duly authorized officer or representative of Company.

            IN
  WITNESS WHEREOF, the Parties hereto have executed and delivered this Agreement
  in two exemplars, each a duplicate original, as of the date first above
  written.

	 	"Company"
	 	 	"CONSULTANT"

	 	Bellacasa
      Productions, Inc.
	 	 	 
	 	 	 	 	 
	By:	/s/ Edwin A. Reilly
	 	By:	/s/ Douglas P. Arnold 

	 	
	 	 	

	

      Its:	Edwin A. Reilly

      Chief Executive Officer
	 	For:	Douglas P. Arnold

      Arnold &
      Associates, LLP